EXHIBIT 5.1

                                   August 5, 2003


VIA EDGAR
- ---------

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

     Re:  YP.NET, Inc. 2003 Stock Plan

Ladies and Gentlemen:

     We have acted as counsel to YP.NET, Inc., a Nevada corporation (the
"Company"), in connection with its Registration Statement on Form S-8 (the
"Registration  Statement") filed under the Securities Act of 1933, relating to
the registration of 3,000,000 shares of its Common Stock, par value $.001 per
share (the "Shares"), issuable pursuant to the Company's 2003 Stock Plan (the
"Plan").

     In that connection, we have examined such documents, corporate records, and
other instruments as we have deemed necessary or appropriate for purposes of
this opinion, including the Certificate of Incorporation and Bylaws of the
Company.

     Based upon the foregoing, it is our opinion that the Shares, if and when
issued in accordance with the terms of the Plan, will be validly issued, fully
paid, and nonassessable.

     We hereby consent to the use of this opinion as an exhibit to the
Registration Statement and to the use of our name wherever it appears in the
Registration Statement.

                                Very truly yours,


                                /s/ Snell & Wilmer L.L.P.