Exhibit 5.1

                              November 19, 1997



Odetics, Inc.
1515 South Manchester Avenue
Anaheim, California  92802


Ladies and Gentlemen:

          We have acted as counsel to Odetics, Inc., a Delaware corporation (the
"Company"), in connection with its registration of 173,859 shares of Class A
Common Stock (the "Common Stock") as described in the Company's Registration
Statement on Form S-3 filed with the Securities and Exchange Commission under
the Securities Act of 1933, as amended (the "Registration Statement").

          We are familiar with the corporate proceedings taken by the Company in
connection with the issuance and sale of the Common Stock and it is our opinion
that the Common Stock is duly authorized and will be, upon conclusion of the
proceedings being taken by the Company prior to the issuance of all such Common
Stock pursuant to the Agreement and Plan of Merger dated as of October 9, 1997
by and among the Company, Intelligent Controls Inc., Robert R. Percival and
Sylvia H. Percival and upon completion of the proceedings being taken in order
to permit such transactions to be carried out in accordance with the various
states where required, validly issued, fully paid and nonassessable.

          We consent to the filing of this opinion as Exhibit 5.1 to the
Registration Statement and to the reference to this firm under the caption
"Legal Matters" in the Prospectus which is part of the Registration Statement.

                                       Very truly yours,

                                       /s/ BROBECK, PHLEGER & HARRISON LLP

                                       BROBECK, PHLEGER & HARRISON LLP