EXHIBIT 5.1

                                April 26, 2004



(213) 229-7000
                                                               C 12165-00087
(213) 229-7520

California Amplifier, Inc.
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 California Amplifier, Inc., a Delaware
corporation (the "Company"), filed with the Securities and Exchange
Commission (the "Commission") pursuant to the Securities Act of 1933, as
amended (the "Securities Act"), in connection with the registration of 460,
726 shares of Common Stock, par value $0.01 per share, of the Company (the
"Common Stock"), subject to issuance by the Company under the Vytek
Wireless, Inc. 2000 Stock Option Plan, as amended (the "Plan") assumed by
the Company pursuant to the terms of that certain Agreement and Plan of
Merger and Reorganization, dated as of December 23, 2003, among the Company,
Mobile Acquisition Sub, Inc., a Delaware corporation and a wholly-owned
subsidiary of the Company ("Acquisition Sub"), and Vytek Corporation, a
Delaware corporation.  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,

                                    /s/ Gibson, Dunn & Crutcher LLP
                                    -------------------------------
                                    GIBSON, DUNN & CRUTCHER LLP