Exhibit 5.1
                                                                     -----------

                            HOLME ROBERTS & OWEN LLP



90 South Cascade Avenue, Suite 1300
Colorado Springs, Colorado 80903-1615
tel 719.473.3800
fax 719.633.1518


October 26, 2005

Board of Directors
Simtek Corporation
4250 Buckingham Drive, #100
Colorado Springs, Colorado  80907

Re:      Simtek Corporation Registration Statement on Form S-2

Dear Gentlemen:

     As counsel for Simtek Corporation, a Colorado corporation (the "Company"),
we have examined the above-referenced Pre-Effective Amendment No. 1 to
Registration Statement on Form S-2 (the "Registration Statement") under the
Securities Act of 1933, as amended (the "Act"), that the Company is filing with
the Securities and Exchange Commission (the "SEC") with respect to the
registration of 32,909,631 shares of its common stock, par value $0.01 per
share ("Common Stock"), of which 200,000 shares of Common Stock are issuable
upon the exercise of warrants (the "2005 RENN Warrants") granted to
Renaissance Capital Growth and Income Fund III, Inc., Renaissance US Growth &
Income Trust, PLC and BFSUS Special Opportunities Trust, PLC (collectively,
the "RENN Capital Group") pursuant to that certain letter agreement, dated
June 28, 2005, by and among the Company and the RENN Capital Group.

This opinion is being furnished in accordance with the requirements of Item
601(b)(5) of Regulation S-K under the Act.

We have also examined the Company's Amended and Restated Articles of
Incorporation, By-laws and the originals or copies certified to our
satisfaction of certain corporate records and proceedings of the Company and
such other certificates, instruments and documents as we deemed appropriate to
enable us to render the opinion expressed below.

In all such examinations, we have assumed, without independent investigation or
inquiry, the legal capacity of all natural persons executing documents, the
genuineness of all signatures on original or certified copies, the authenticity
of all original or certified copies and the conformity to original or certified
documents of all copies submitted to us as conformed or reproduction copies.  We




Simtek Corporation
October 26, 2005
Page 2


have relied as to factual matters upon and have assumed the accuracy of and have
made no independent investigation of, the statements made in the certificates
and other statements or information of or from public officials and officers and
representatives of the Company.

Based on the foregoing and the limitations, qualifications, exceptions and
assumptions set forth herein, it is our opinion that when the 2005 RENN Warrants
are exercised and the exercise price paid in accordance with the terms of the
2005 RENN Warrants, the shares of Common Stock issuable pursuant to such 2005
RENN Warrants will be validly issued, fully paid and non-assessable.

The opinions expressed herein are limited to the laws of the State of Colorado.
We hereby consent to the reference to us under the caption "Legal Matters" in
the Registration Statement; provided, however, in giving this consent we do not
admit we are included in the category of persons whose consent is required under
Section 7 of the Act or the rules and regulations of the SEC promulgated
thereunder. We further consent to the filing of this opinion as an exhibit to
the Registration Statement.

We express no opinion as to any matters not expressly set forth herein. The
opinions expressed herein are rendered as of the date hereof. We do not
undertake to advise you of matters that may come to our attention subsequent to
the date hereof and that may affect the opinions expressed herein, including
without limitation, future changes in applicable law. This letter is our opinion
as to certain legal conclusions as specifically set forth herein and is not and
should not be deemed to be a representation or opinion as to any factual
matters.

Sincerely,


/s/ HOLME ROBERTS & OWEN LLP