EXHIBIT 5.1

                              Cooley Godward LLP
                             Five Palo Alto Square
                           Palo Alto, CA  94306-2155
                                (650) 843-5000
                              FAX (650) 857-0663


                                August 15, 1997

YES! Entertainment Corporation
3875 Hopyard Road, Suite 375
Pleasanton, CA 94588

     RE:  REGISTRATION STATEMENT ON FORM S-3
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Ladies and Gentlemen:

     We have examined the Registration Statement on Form S-3 (the "Registration
Statement") to be filed by you with the Securities and Exchange Commission (the
"Commission") on August 15, 1997, in connection with the registration under the
Securities Act of 1933, as amended, of 8,118,112 shares of Common Stock, par
value $.001 per share (the "Securities").  We understand that the Shares are to
be sold by the selling stockholders identified in the Registration Statement to
the public as described in the Registration Statement. As your legal counsel, we
have examined the proceedings taken, and are familiar with the proceedings
proposed to be taken, by you in connection with the sale and issuance of the
Common Stock.

     It is our opinion that, upon completion of the proceedings being taken or
contemplated by us, as your counsel, to be taken prior to the issuance of the
Securities, including the proceedings being taken in order to permit such
transaction to be carried out in accordance with applicable state securities
laws, the Securities, 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, will be legally and validly issued, fully
paid and nonassessable.

     We consent to the use of this opinion as an exhibit to the Registration
Statement and further consent to the use of our name wherever appearing in the
Registration Statement, including the Prospectus constituting a part thereof,
and any amendments thereto.

                              Very truly yours,
                              Cooley Godward, LLP

                              /s/ Cooley Godward, LLP