Exhibit 5.1


                              Bartel Eng & Schroder
                          300 Capitol Mall, Suite 1100
                              Sacramento, CA 95818


                                  June 11, 2003


Board of Directors
AMP Productions, Ltd.
2708-939 Homer Street
Vancouver, BC  V6B 2W6

         Re:      Common Stock of AMP Productions, Ltd.
                  Registration Statement on Form SB-2

Gentlemen:

     We act as special  counsel to AMP  Productions,  Ltd.  (the  "Company"),  a
Nevada corporation, in connection with the registration under the Securities Act
of 1933, as amended (the "Securities Act"), of 1,750,000 shares of the Company's
Common Stock (the "Shares"), as further described in a registration statement on
Form SB-2 filed under the Securities Act (the "Registration Statement").

     For the  purpose of  rendering  this  opinion,  we  examined  originals  or
photostatic copies of such documents as we deemed to be relevant.  In conducting
our  examination,  we assumed,  without  investigation,  the  genuineness of all
signatures,  the  correctness  of  all  certificates,  the  authenticity  of all
documents submitted to us as originals,  the conformity to original documents of
all  documents  submitted  to us as  certified  or  photostatic  copies  and the
authenticity of the originals of such copies,  and the accuracy and completeness
of all records made  available to us by the Company.  In addition,  in rendering
this  opinion,  we assumed  that the Shares will be offered in the manner and on
the terms identified or referred to in the prospectus,  including all amendments
thereto.

     Our opinion is limited  solely to matters set forth  herein.  We express no
opinion as to the laws of any other  jurisdiction  other than the laws of Nevada
and the United States.

     Based upon and subject to the  foregoing,  after  giving due regard to such
issues of law as we deemed  relevant,  and  assuming  that (i) the  Registration
Statement  becomes  and  remains  effective,  and the  prospectus  which is part
thereof (the "Prospectus"),  and the Prospectus delivery procedures with respect
thereto,  fulfill all of the requirements of the Securities Act,  throughout all
periods  relevant  to the  opinion,  and (ii) all offers and sales of the Shares
have been and will be made in compliance with the securities laws of the states,
having  jurisdiction  thereof,  we are of the opinion that the Shares offered by
the Company upon the receipt of the  consideration set forth in the Registration
Statement will have been validly issued, fully paid, and non-assessable.



June 11, 2003
Page 2

     We  hereby  consent  to  the  use  of  our  opinion  as an  exhibit  to the
Registration  Statement and to the references made to us in the Prospectus under
the captions  "Legal  Matters." By giving such consent,  we do not thereby admit
that we come  within the  category  of persons where  consent is required  under
Section 7 of the Securities  Act or the rules and  regulations of the Securities
and Exchange Commission.

                                                Sincerely yours,

                                                /s/  BARTEL ENG & SCHRODER