Exhibit 5

SHUMAKER, LOOP & KENDRICK, LLP
ATTORNEYS AT LAW
101 East Kennedy Blvd., Suite 2800
Tampa, FL 33602
Telephone (813) 229-7600
Telefax (813) 229-1660

September 28, 2004

Sun Hydraulics Corporation
1500 West University Parkway
Sarasota, Florida 34243-2290

Gentlemen:

     We are legal counsel to Sun Hydraulics Corporation, a Florida corporation (the “Company”), and have acted as such in the preparation and filing of its Registration Statement on Form S-8 with the Securities and Exchange Commission (the “SEC”) pursuant to the requirements of the Securities Act of 1933, as amended, and the General Rules and Regulations of the SEC promulgated thereunder for the registration of 80,000 Stock Units (the “Stock Units”) and 80,000 shares (the “Shares”) of the common stock, par value $.001 per share, of the Company. In connection with the following opinion, we have examined and have relied upon such documents, records, certificates, statements and instruments as we have deemed necessary and appropriate to render the opinion herein set forth.

     Based upon the foregoing, it is our opinion that the Stock Units and the Shares, when and if issued in the manner set forth in the Registration Statement, will be legally issued, fully paid and nonassessable.

     The undersigned hereby consents to the filing of this opinion as Exhibit 5 to the Registration Statement.