OPINION OF CHRISTOPHER REAM, ESQ
Published on March 9, 1999
EXHIBIT 5.1
[CHRISTOPHER REAM LETTERHEAD]
March 8, 1999
McGrath RentCorp
2700 Las Positas Road
Livermore, CA 94550
Gentlemen:
I have acted as counsel for McGrath RentCorp (the "Company") in
connection with the adoption of its 1988 Stock Option Plan (the "Plan") and in
connection with the registration under the Securities Act of 1933, as amended,
of 2,000,000 shares of the Company's Common Stock (the "Shares") to be issued
upon the exercise of options granted under the Plan. I have examined the
Registration Statement on Form S-8 to be filed by the Company with the
Securities and Exchange Commission on March 9, 1999. As the Company's legal
counsel, I have examined the proceedings taken, and am familiar with the
proceedings proposed to be taken by the Company, in connection with the sale and
issuance of the Shares.
It is my opinion, upon completion of the proceedings being taken prior
to the issuance of the Shares, including proceedings being taken in order to
permit such transactions to be carried out in accordance with applicable state
securities laws, that the Shares will be legally and validly issued, fully paid
and non-assessable when issued and sold in the manner described in the
Registration Statement and in accordance with the resolutions adopted by the
Board of Directors of the Company.
I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement, and further consent to the use of my name wherever
appearing in the Registration Statement.
Very truly yours,
Christopher Ream
Christopher Ream
CR:lc