Exhibit 5.1


                                                             October 20, 2004




(213) 229-7000                                                 C 12165-00087



CalAmp Corp.
1401 North Rice Avenue
Oxnard, CA 93030

      Re:  Registration Statement on Form S-8

Ladies and Gentlemen:

      We have examined the Registration Statement on Form S-8 (the "Registration
Statement") of CalAmp Corp., a Delaware corporation (the "Company"), filed with
the Securities and Exchange Commission (the "Commission") on the date hereof
pursuant to the Securities Act of 1933, as amended (the "Securities Act"), in
connection with the registration of 3,000,000 shares of Common Stock, par value
$0.01 per share, of the Company (the "Common Stock"), subject to issuance by the
Company under the CalAmp Corp. 2004 Stock Incentive Plan, as amended (the
"Plan").  All capitalized terms which are not defined herein shall have the
meanings assigned to them in the Registration Statement.

      For the purpose of the opinion set forth below, we have examined and are
familiar with the proceedings taken and proposed to be taken by the Company in
connection with the authorization and issuance of the Common Stock, including
such corporate records of the Company and certificates of officers of the
Company and of public officials and such other documents as we have deemed
relevant and necessary as the basis for the opinion set forth below.  In such
examination, we have assumed the genuineness of all signatures on, and the
authenticity of, all documents submitted to us as originals and the conformity
to original documents of all documents submitted to us as copies.  With respect
to agreements and instruments executed by natural persons, we have assumed the
legal competency of such persons.

      On the basis of the foregoing examination, and in reliance thereon, we are
of the opinion that (assuming that the Registration Statement has become
effective pursuant to provisions of the Securities Act and subject to compliance
with such securities or "blue sky" laws of any jurisdiction as may be
applicable) the Common Stock has been duly authorized and, when issued in
accordance with the terms of the Plan, will be validly issued, fully paid and
nonassessable.

      We are admitted to practice in the State of California, and are not
admitted to practice in the State of Delaware.  However, for the limited
purposes of our opinion set forth above, we are generally familiar with the
General Corporation Law of the State of Delaware (the "DGCL") as presently in
effect and have made such inquiries as we consider necessary to render this
opinion with respect to a Delaware corporation.  This opinion letter is limited
to the laws of the State of California and, to the limited extent set forth
above, the DGCL, as such laws presently exist and to the facts as they presently
exist.  We express no opinion with respect to the effect or applicability of
the laws of any other jurisdiction.  We assume no obligation to revise or
supplement this opinion letter should the laws of such jurisdictions be
changed after the date hereof by legislative action, judicial decision or
otherwise.

      We consent to the filing of this opinion as an exhibit to the Registration
Statement.  In giving these consents, we do not thereby admit that we are within
the category of persons whose consent is required under Section 7 of the
Securities Act or the Rules and Regulations of the Commission.

      Very truly yours,



      GIBSON, DUNN & CRUTCHER LLP