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                                 EXHIBIT 23(b)





                              CONSENT OF ATTORNEYS

     Reference  is made  to the  Registration  Statement  of  Synergy  Resources
Corporation  on Form S-1 whereby the Company plans to issue  1,038,000  Series A
warrants, as well as 4,129,733 shares of common stock issuable upon the exercise
of the  Series  A  warrants,  and  selling  shareholders  propose  to sell up to
15,155,199  shares of the  Company's  common stock and up to 3,091,733  Series A
warrants.  Reference  is also made to  Exhibit 5  included  in the  Registration
Statement  relating to the validity of the securities  proposed to be issued and
sold.

      We hereby consent to the use of our opinion concerning the validity of the
securities proposed to be issued and sold.


                                Very truly yours,

                                HART & TRINEN, L.L.P.



                                /s/ William T. Hart
                                William T. Hart


Denver, Colorado
December 9, 2009