Exhibit 5.1

                                   May 1, 2002

Lakeland Bancorp, Inc.
250 Oak Ridge Road
Oak Ridge, NJ  07437

Gentlemen:

                  You have requested our opinion, as your counsel, in connection
with the filing by Lakeland Bancorp, Inc. (the "Company") of a Registration
Statement on Form S-3 covering the registration of 400,000 additional shares of
the Company's Common Stock, no par value (the "Common Stock"), in connection
with the Lakeland Bancorp, Inc. Automatic Dividend Reinvestment and Stock
Purchase Plan (the "Plan").

                  We have examined and relied upon originals or copies,
authenticated or certified to our satisfaction, of all such corporate records of
the Company, communications or certifications of public officials, certificates
of officers, directors and representatives of the Company, and such other
documents as we have deemed relevant and necessary as the basis of the opinions
expressed herein. In making such examination, we have assumed the genuineness of
all signatures, the authenticity of all documents tendered to us as originals,
and the conformity to original documents of all documents submitted to us as
certified or photostatic copies.

                  Based upon the foregoing and relying upon statements of fact
contained in the documents which we have examined, we are of the opinion that
the shares of Common Stock covered by the Registration Statement, will be , when
issued in accordance with the terms of the Plan, legally issued, fully paid and
non-assessable.

                  We hereby consent to the filing of this opinion as an exhibit
to the Registration Statement, and any amendment thereto, and to all references
to our firm included in or made part of the Registration Statement.

Very truly yours,

/s/LOWENSTEIN SANDLER PC