Exhibit 5

                   LETTERHEAD OF BATCHER, ZARCONE & BAKER, LLP
                                ATTORNEYS AT LAW


                                  June 6, 2007

Mr. Craig Lindsay, CEO
Yellow Hill Energy, Inc.
250-409 Granville Street
Vancouver, BC V6C 1T2

Re: Legal Opinion Pursuant to SEC Form SB-2
    Registration Statement - Yellow Hill Energy, Inc.

Dear Mr. Lindsay:

You have requested my opinion as special counsel for Yellow Hill Energy, Inc., a
Nevada corporation (the "Company") for the limited purpose of rendering this
opinion in connection with the Company's Registration Statement on Form SB-2 and
the Prospectus included therein (collectively the "Registration Statement")
relating to a proposed offering by the Company to the public of 15,000,000
shares of the Company's Common Stock, $.001 par value (the "Shares"), to be
filed with the Securities and Exchange Commission. I was not engaged to prepare
or review, and I have not prepared or reviewed, any portion of the Registration
Statement, and I hereby disclaim any responsibility for the Registration.

The following opinion is based upon the Securities Act of 1933 as amended (the
"Act") and Nevada securities laws, including without limitation, the statutory
provisions, all applicable provisions of the Nevada constitution and reported
judicial decisions interpreting those laws.

The Shares are to be offered by the Company in a best efforts, direct public
offering without any involvement of underwriters, as described in the
Registration Statement. We have examined originals or copies, certified or
otherwise identified to our satisfaction, of such corporate records,
certificates and written and oral statements of officers and accountants of the
Company and of public officials, and other documents that we have considered
necessary and appropriate for this opinion.

Upon the basis of the foregoing, we are of the opinion that the Shares, when
sold pursuant to and in accordance with the Registration Statement and the
documents described therein, will be validly issued, fully paid and
nonassessable.

Mr. Craig Lindsay
June 6, 2007
Page 2


The  foregoing  opinion is limited to the federal  laws of the United  States of
America and the General Corporation Law of the State of Nevada.

                                    Regards,

                                    BATCHER & BAKER, LLP


                                    /s/ Karen A. Batcher, Esq.