EXHIBIT 23.1

                        Consent of Independent Auditors

   We consent to the incorporation by reference in the Registration Statements
(Form S-3 Nos. 333-40555, 333-63911, 333-66717, 333-69677, 333-74509, 333-
91903, 333-88185, 333-40726 and 333-46420) of Odetics, Inc. and in the related
Prospectuses, and in the Registration Statements (Form S-8 Nos. 333-05735, 333-
44907 and 333-30396) of our report dated May 15, 2001, except for Notes 1 and
16, as to which the date is May 29, 2001, with respect to the consolidated
financial statements and schedule of Odetics, Inc. included in this Annual
Report (Form 10-K) for the year ended March 31, 2001.

                                          /s/ Ernst & Young LLP

Orange County, California
July 13, 2001