EXHIBIT 5.1
                                               Opinion of Andrew I. Telsey, P.C.




                                 October 5, 2006

Northern Ethanol, Inc.
193 King Street East
Suite 300
Toronto, Ontario, M5A 1J5, Canada

         RE:      Registration Statement on Form S-8

Ladies and Gentlemen:

We have acted as counsel to Northern Ethanol,  Inc., a Delaware corporation (the
"Company"),  in  connection  with the  Registration  Statement on Form S-8 being
filed by the Company with the Securities and Exchange Commission relating to the
registration  under  the  Securities  Act of  1933,  as  amended,  of a total of
8,000,000 shares (the "Shares") of the Company's Common Stock, $0.0001 par value
(the  "Common  Stock"),  which  will be  issuable  from  time to time  under the
Northern Ethanol, Inc. 2006 Stock Plan (the "2006 Plan").

In  connection  therewith,  we have reviewed such  Registration  Statement,  the
Company's  filings with the Securities and Exchange  Commission,  certain of the
Company's corporate records,  documents,  instruments and certificates of public
officials  taken in  connection  with  the  adoption  of the  2006  Plan and the
authorization  of the  issuance  of the Shares and such other  factual and legal
matters as we have deemed  necessary  for purposes of rendering  the opinion set
forth herein.

We have assumed the genuineness of the signatures on and the authenticity of all
documents  submitted to us as originals and the conformity with originals of all
items  submitted to us as copies.  We also have relied upon a certificate  of an
officer of the  Company as to certain  factual  matters.  We have  relied on the
Company's records and have assumed the accuracy and completeness thereof.

Based upon and subject to the foregoing,  we are of the opinion that the Shares,
when issued and sold in accordance  with the terms of the 2006 Plan and pursuant
to the agreements that accompany each grant under the 2006 Plan, will be validly
issued, fully paid and nonassessable.

We express no opinion as to matters governed by laws of any  jurisdiction  other
than the  Delaware  General  Corporate  Laws and the federal  laws of the United
States of America, as in effect on the date hereof.

We hereby consent to the filing of this opinion with the Securities and Exchange
Commission as an exhibit to the Registration Statement referred to above.



                                       Very truly yours,

                                       s/Andrew I. Telsey, P.C.

                                       ANDREW I. TELSEY, P.C.