Exhibit 5.1
October 13, 2000
ITXC Corp.
000 Xxxxxxx Xxxx Xxxx
Xxxxxxxxx, Xxx Xxxxxx 00000
Dear Sirs:
In connection with the pending registration under the Securities Act of 1933, as
amended (the "Act"), of 574,942 shares of common stock of ITXC Corp., a Delaware
corporation (the "Company"), offered for sale upon exercise of stock options
(the "New ITXC Options") granted to former holders of options to purchase the
Common Stock of eFusion, Inc. in exchange for such eFusion stock options
pursuant to the terms of an Amended and Restated Agreement and Plan of Merger,
dated as of July 25, 2000, by and among ITXC Corp., eFusion, Inc. and a wholly
owned subsidiary of ITXC Corp. (the "Shares"), we have examined such corporate
records, certificates and other documents and such questions of law as we have
considered necessary or appropriate for the purposes of this opinion. On the
basis of such examination, we advise you that, when the Company's Registration
Statement on Form S-8 relating to such Shares has become effective under the Act
and the Shares have been issued and sold as contemplated by the plan governing
the New ITXC Options, the Shares will be validly issued, fully paid and non-
assessable.
We hereby consent to the filing of this opinion as an exhibit to such
Registration Statement.
Very truly yours,
/s/ XXXXXXXXXX XXXXXXX PC
