Exhibit  5.1  Opinion  of Counsel with respect to the legality of the securities
              being  registered.


                        [JOEL  SEIDNER,  ESQ.  LETTERHEAD]

                                January  10,  2006


Kent  Watts,  Chief  Executive  Officer
Hyperdynamics  Corporation
9700  Bissonnet,  Suite  1700
Houston,  Texas  77036

Dear  Mr.  Watts:


As  counsel for Hyperdynamics Corporation (the "Company"), you have requested me
to  render  this  opinion  in  connection with the Registration Statement of the
Company on Form S-8 ("Registration Statement") under the Securities Act of 1933,
as  amended  (the  "Securities  Act"), to be filed on or about even date hereof,
with  the  Securities  and Exchange Commission relating to issuance of 4,120,000
shares  of common stock, par value $.001 per share (the "Common Stock") pursuant
to  the  Stock  and  Stock  Option  Plan  as  amended.

I  am familiar with the Registration Statement and the registration contemplated
thereby.  In giving this opinion, I have reviewed the Registration Statement and
such other documents and certificates of public officials and of officers of the
Company with respect to the accuracy of the factual matters contained therein as
I  have  felt necessary or appropriate in order to render the opinions expressed
herein.  In  making  my  examination,  I  have  assumed  the  genuineness of all
signatures,  the authenticity of all documents presented to us as originals, the
conformity  to  original  documents  of  all documents presented to us as copies
thereof,  and  the  authenticity  of  the original documents from which any such
copies  were  made,  which  assumptions  I  have  not  independently  verified.

Based  upon  the  foregoing,  I  am  of  the  opinion  that:

1.  The  Company  is  a corporation duly organized, validly existing and in good
standing  under  the  laws  of  the  State  of  Delaware.



2.  The  shares  of Common Stock, when issued and paid for pursuant to the Stock
and  Stock  Option  Plan,  as  amended  will  be  validly issued, fully paid and
nonassessable.

I  consent  to  the  use  in the Registration Statement of the reference to Joel
Seidner,  Esq.  under the heading "Interests of Named Experts and Counsel." This
opinion  is conditioned upon the Registration Statement being effective with the
Securities  and  Exchange Commission and upon compliance by the Company with all
applicable  provisions  of  the  Securities Act and such state securities rules,
regulations  and  laws  as  may  be  applicable.

                                           Very  truly  yours,

                                           /s/  Joel  Seidner,  Esq.