EXHIBIT 5.1


                                      April 24, 2000



DSP Group, Inc.
3120 Scott Boulevard
Santa Clara, California 95054

Ladies and Gentlemen:

     At your request, we have examined the Registration Statement on Form S-8
to be filed by DSP Group, Inc., a Delaware corporation (the "Company"), with
the Securities and Exchange Commission in connection with the registration
under the Securities Act of 1933, as amended, of 1,200,000 shares of the
Company's common stock, $0.001 par value per share (the "Common Stock").

     As counsel to the Company, we have examined the proceedings taken by the
Company in connection with the reservation of the 1,200,000 shares of the
Common Stock to be issued pursuant to the Company's 1998 Non-Officer Employee
Stock Option Plan.

     It is our opinion that the 1,200,000 shares of Common Stock which may be
issued and sold by the Company, when issued and sold in the manner referred
to in the Registration Statement, will be legally and validly issued, fully
paid and nonassessable.

     We consent to the use of this opinion as an exhibit to the Registration
Statement and further consent to all references to us in the Registration
Statement and any further amendments thereto.



                                                   Very truly yours,


                                                   /s/ MORRISON & FOERSTER LLP