Exhibit 5.1

                                             February 7, 1997

     Applied Materials, Inc.
     3050 Bowers Avenue
     Santa Clara, CA 95054

               Re:  Registration Statement on Form S-8

     Ladies and Gentlemen:

          We have acted as special counsel to Applied Materials, Inc.,
     a Delaware corporation (the "Company"), in connection with the
     preparation of a registration statement on Form S-8, relating to
     the issuance and sale of up to 492,321 shares (the "Shares") of
     the common stock of the Company, par value $.01 per share
     ("Common Stock"), that consist of (i) 396,089 shares of Common
     Stock which have been reserved for issuance upon exercise of
     stock options granted by Opal, Inc., a Delaware corporation and a
     wholly-owned subsidiary of the Company, pursuant to the Opal,
     Inc. Employee Stock Option Plan, as amended and restated (the
     "Opal Plan"), and (ii) 96,232 shares of Common Stock which have
     been reserved for issuance upon exercise of stock options granted
     by Orbot Instruments Ltd., a corporation organized under the laws
     of the State of Israel and a wholly-owned subsidiary of the
     Company, under the Orbot Instruments Ltd. Employee Share
     Ownership and Option Plan, as amended and restated (the "Orbot
     Plan").

          This opinion is being furnished in accordance with the
     requirements of Item 601(b)(5) of Regulation S-K under the
     Securities Act of 1933 (the "Act").

          In connection with this opinion, we have examined originals
     or copies, certified or otherwise identified to our satisfaction,
     of  (i) the Registration Statement on Form S-8 (the "Registration
     Statement") to be filed with the Securities and Exchange
     Commission (the "Commission") on the date hereof,  (ii) the Opal
     Plan, (iii) the Orbot Plan, (iv) a specimen certificate
     evidencing the Common Stock,  (v) the Certificate of
     Incorporation of the Company, as presently in effect,  (vi) the
     By-Laws of the Company, as presently in effect,  (vii) certain
     resolutions of the Board of Directors of the Company relating to,
     among other things, the Shares and (viii) such other documents as
     we have deemed necessary or appropriate as a basis for the
     opinions set forth below.

          In our examination, we have assumed the legal capacity of
     all natural persons, the genuineness of all signatures, the
     authenticity of all documents submitted to us as originals, the
     conformity to original documents of all documents submitted to us
     as certified, conformed or photostatic copies and the
     authenticity of the originals of such latter documents.  In
     making our examination of documents executed or to be executed by
     parties other than the Company, we have assumed that such parties
     had or will have the power, corporate or other, to enter into and
     perform all obligations thereunder and have also assumed the due
     authorization by all requisite action, corporate or other, and
     execution and delivery by such parties of such documents and the
     validity and binding effect thereof on such parties.  As to any
     facts material to the opinions expressed herein which we did not
     independently establish or verify, we have relied upon
     certificates, statements or representations of officers and other
     representatives of the Company, public officials and others.  In
     rendering the opinion set forth below, we have assumed that the
     certificates representing the Shares will be manually signed by
     one of the authorized officers of the transfer agent and
     registrar for the Common Stock and registered by such transfer
     agent and registrar and will conform to the specimen thereof
     examined by us.  We express no opinion herein with respect to the
     meaning, interpretation, validity, binding nature or
     enforceability of the Opal Plan, the Orbot Plan and any contract,
     agreement, instrument or other document entered into pursuant to
     the Opal Plan or the Orbot Plan.

          Members of our firm are admitted to the Bar of the State of
     New York and we do not express any opinion as to the laws of any
     other jurisdiction other than the Delaware General Corporation
     Law.

          Based upon and subject to the foregoing, we are of the
     opinion that the Shares have been duly and validly authorized for
     issuance and, when delivered and paid for in accordance with the
     terms of the Opal Plan and the Orbot Plan, as the case may be,
     and the terms of the respective option agreements entered into in
     accordance with the Opal Plan and the Orbot Plan, as the case may
     be, as such agreements are currently in effect,  will be validly
     issued, fully paid and nonassessable.

          We hereby consent to the filing of this opinion with the
     Commission as Exhibit 5.1 to the Registration Statement.  In
     giving such consent, we do not thereby admit that we are in the
     category of persons whose consent is required under Section 7 of
     the Act or the rules or regulations of the Commission thereunder.

                                           Very truly yours,

                             /s/ Skadden, Arps, Slate, Meagher & Flom LLP