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-3

Ladies and Gentlemen:

      We have examined the Registration Statement on Form S-3 (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 of
1933"), in connection with the offering from time to time by the stockholders
identified therein of 7,118,617 shares of Common Stock, par value $.01 per
share, of the Company (the "Common Stock"). 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 documents, records, certificates and other instruments 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, and
subject to the assumptions stated and relying on the statements of fact
contained in the documents we have examined, we are of the opinion that the
Common Stock is validly issued, fully paid and non-assessable.



CalAmp Corp.
October 20, 2004
Page 2

      The Company is a Delaware corporation. 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, federal law
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. In
rendering this opinion, we assume no obligation to revise or supplement this
opinion should current laws, or the interpretations thereof, be changed.

      We consent to the filing of this opinion as an exhibit to the Registration
Statement, and we further consent to the use of our name under the caption
"Legal Matters" in the Registration Statement and the prospectus which forms a
part thereof. 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 of 1933 or the Rules and Regulations of the Commission.

                                                     Very truly yours,

                                                     GIBSON, DUNN & CRUTCHER LLP