SCHEDULE 14A
RULE 14a - 101
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934
(Amendment No. _____)

Filed by the Registrant [x]

Filed by a Party other than the Registrant [ ]

Check the appropriate box:

[ ] Preliminary Proxy Statement [ ] Confidential, for Use of the
Commission Only (as permitted
[x] Definitive Proxy Statement by Rule 14s-6(e)(2))

[ ] Definitive Additional Materials

[ ] Soliciting Material Under Rule 14a-12

DHB INDUSTRIES INC
________________________________________________________________________________
(Name or Registrant as Specified in Its Charter)

________________________________________________________________________________
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of filing fee (Check the appropriate box):

[x] No fee required.

[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

(1) Title of each class of securities to which transaction applies:

________________________________________________________________________________

(2) Aggregate number of securities to which transaction applied:

________________________________________________________________________________

(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee
was calculated and state how it was determined):

________________________________________________________________________________

(4) Proposed maximum aggregate value of transaction:

________________________________________________________________________________

(5) Total fee paid:

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[ ] Fee paid previously with preliminary materials:

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[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number, or
the Form or Schedule and the date of its filing.

(1) Amount Previously Paid:

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(4) Date Filed:

________________________________________________________________________________

DHB INDUSTRIES, INC.
555 WESTBURY AVENUE
CARLE PLACE, NEW YORK 11514

July 25, 2003

To Our Stockholders:

You are cordially invited to attend the 2003 Annual Meeting of
Stockholders of DHB Industries, Inc. (the "Annual Meeting") to be held at our
corporate headquarters located at 555 Westbury Avenue, Carle Place, New York
11514 on Friday, August 15, 2003 at 4:00 p.m. Your Board of Directors looks
forward to greeting personally those stockholders able to be present.

At the Annual Meeting, you will be asked to elect six directors and to
ratify the appointment of Grant Thornton LLP as the Company's independent
auditors for its 2003 fiscal year. These matters are described in detail in the
accompanying Notice of Annual Meeting of Stockholders and Proxy Statement. A
proxy, as well as a copy of the Company's 2002 Annual Report on Form 10-K-A, is
included along with the Proxy Statement. These materials are being sent to
stockholders on or about July 25, 2003.

It is important that your shares be represented at the Annual Meeting,
regardless of the number of shares you may own, and whether or not you plan to
attend. Accordingly, please take a moment now to complete, sign, date and mail
the enclosed proxy.

We appreciate your cooperation, and look forward to seeing you at the
2003 Annual Meeting.

Sincerely,

/s/ DAVID H. BROOKS
____________________________________
David H. Brooks
Chairman and Chief Executive Officer

DHB INDUSTRIES, INC.
555 WESTBURY AVENUE
CARLE PLACE, NEW YORK 11514

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

NOTICE IS HEREBY given that the 2003 Annual Meeting of Stockholders of DHB
Industries, Inc. (the "Company") will be held on Friday, August 15, 2003 at 4:00
p.m. at our corporate headquarters located at 555 Westbury Avenue, Carle Place,
New York 11514. The Annual Meeting is being called for the following purposes:

1. To elect six directors to hold office during the year following
the Annual Meeting and until their successors are elected and qualified.

2. To ratify the appointment of Grant Thornton LLP as independent
auditors for the Company for 2003.

3. To transact such other business as may properly come before the
Annual Meeting or any adjournment or postponement of the Annual Meeting.

The foregoing items are more fully described in the Proxy Statement
accompanying this Notice along with the form of proxy.

Only stockholders of record at the close of business on July 11, 2003
are entitled to notice of and to vote at the Annual Meeting and any adjournment
thereof.

BY ORDER OF THE BOARD OF DIRECTORS
/s/ DAWN M. SCHLEGEL
_____________________
DAWN M. SCHLEGEL
SECRETARY

Carle Place , New York
July 10, 2003

YOUR VOTE IS IMPORTANT. WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL MEETING,
PLEASE COMPLETE, SIGN, DATE AND PROMPTLY RETURN THE ACCOMPANYING PROXY IN THE
ENCLOSED ENVELOPE SO THAT YOUR SHARES WILL BE REPRESENTED AT THE ANNUAL MEETING.
YOU MAY REVOKE YOUR PROXY AT ANY TIME BEFORE IT HAS BEEN VOTED.

DHB INDUSTRIES, INC.
555 WESTBURY AVENUE
CARLE PLACE, NEW YORK 11514

PROXY STATEMENT

July 25, 2003

This Proxy Statement is first being sent to stockholders on or about July 25,
2003 in connection with the solicitation by the Board of Directors of DHB
Industries, Inc., a Delaware corporation (the "Company"), of proxies to be used
at the 2003 Annual Meeting of Stockholders (the "Annual Meeting") to be held on
August 15, 2003 at our corporate headquarters located at 555 Westbury Avenue,
Carle Place, New York 11514.

The Annual Meeting has been called for the following purposes: (1) electing six
directors; (2) ratifying the appointment of Grant Thornton LLP as independent
auditors of the Company for 2003; and (3) transacting such other business as may
properly come before the Annual Meeting.

The person named in the enclosed proxy has been selected by the Board of
Directors and will vote shares of Common Stock represented by valid Board of
Directors' proxies. She has indicated that, unless otherwise indicated in the
enclosed proxy, she intends to vote for the election of the nominees listed
below and in favor of Proposal 2 above.

Any stockholder signing and returning the enclosed form of proxy has the power
to revoke it by giving written notice to the Secretary of the Annual Meeting or
by the delivery of a later dated proxy. Presence at the Annual Meeting does not
itself revoke the proxy. Proxies properly executed, duly returned to the Company
and not revoked, will be voted at the Annual Meeting in accordance with the
directions specified in the proxy. If no directions are given, the proxy will be
voted "FOR" the election of the six director nominees and "FOR" Proposal 2.

The Company has no knowledge of any other matters to be presented at the Annual
Meeting, except the reports of officers on which no action is proposed to be
taken. In the event that other matters do properly come before the Annual
Meeting, the person named in the proxy will vote in accordance with her judgment
on such matters.

The close of business on July 11, 2003 has been fixed as the record date (the
"Record Date") for the determination of holders of record of the shares of
Common Stock entitled to notice of and to vote at the Annual Meeting. On the
Record Date, there were issued and outstanding 40,594,746 shares of Common
Stock. Each share has one vote. A quorum consisting of a simple majority of all
shares outstanding and entitled to vote at the Annual Meeting, present in person
or represented by proxy, is required for the purpose of considering all of the
matters to come before the Annual Meeting. A quorum being present, directors are
elected by a plurality of shares voted and the ratification of the appointment
of independent auditors requires the affirmative vote of a simple majority of
the votes cast.

At the Annual Meeting, broker "non-votes" and shares as to which a stockholder
abstains or withholds a vote are included for purposes of determining whether a
quorum of shares is present at the Annual Meeting. A broker "non-vote" occurs
when a nominee holding shares for a beneficial owner does not vote on a
particular proposal because the nominee does not have discretionary voting power
with respect to that item and has not received instructions from the beneficial
owner. Broker "non-votes" are not included in the tabulation of the voting
results on the election of directors or issues requiring approval of a majority
of the votes cast. However, broker non-votes, withheld votes and abstentions
have the same effect as a vote against the proposal to ratify the appointment of
the Company's independent auditors.

Proxies in the enclosed form are being solicited by the Company, and the
expenses of soliciting such proxies will be paid by the Company. Following the
original mailing of the proxies and other soliciting materials, the Company
and/or its agents may also solicit proxies by mail, telephone, telegraph,
facsimile or in person. The Company does not currently expect that it will
retain a proxy solicitation firm. Following the original mailing of the proxies
and other soliciting materials, the Company will request brokers, custodians,
nominees and other record holders of the Company's Common Stock to forward
copies of the proxy and other soliciting materials to persons for whom they hold
shares of Common Stock and to request authority for the exercise of proxies. In
such cases, the Company, upon the request of the record holders, will reimburse
such holders for their reasonable expenses. Solicitation will be made by mail
and possibly supplemented by telephone or other personal contact to be made
without special compensation by regular officers and employees of the Company.
No solicitation will be made by specifically engaged employees or soliciting
agents.

PROPOSAL 1

ELECTION OF DIRECTORS

Six directors will be elected at the Annual Meeting to serve for terms of one
year expiring on the date of the Annual Meeting in 2004. Each director of the
Company is elected annually and holds office until the next annual meeting of
stockholders and until his or her successor is duly elected. In the absence of
instructions to the contrary, the shares represented by proxy will be voted for
the election of the Board of Directors' nominees. Such nominees are listed
below. All six nominees are currently directors of the Company.

Each individual nominated for election as a director of the Company has agreed
to serve if elected. However, if any nominee becomes unable or unwilling to
serve if elected, the persons named in the accompanying proxy intend to vote for
the election of the balance of the named nominees and such other person as may
be recommended by the Board of Directors. The Board of Directors has no reason
to believe that any of the persons listed as nominees will be unable or
unwilling to serve.

The Board of Directors recommends that each stockholder vote "FOR" the Board of
Directors' nominees.

INFORMATION CONCERNING NOMINEES

The following is information concerning nominees for election as directors of
the Company. Each of such persons is presently a director of the Company.

DIRECTOR
NAME OF NOMINEE AGE PRINCIPAL OCCUPATION SINCE

David H. Brooks 48 Chairman and Chief Executive Officer of the Company 1992

Dawn M. Schlegel 34 Chief Financial Officer of the Company 2000

Jerome Krantz 48 President of Krantz Financial Group 2000

Gary Nadelman 51 Partner in a ladies apparel line - Erik Stewart 2001

Cary Chasin 55 Advertising Executive 2002

Barry Berkman 62 Attorney - Partner with Berkman Bottger & Rodd 2003

David H. Brooks, age 48, has served as the Chairman or Co-Chairman of
the Company since its inception in 1992. Mr. Brooks has served as the Chief
Executive Officer of the Company since July 2000, having previously served in
that capacity prior to September 1998. Mr. Brooks also serves as Chairman of the
Board, President and a Director of Brooks Industries of L.I., Inc., a privately
held venture capital firm.

Dawn M. Schlegel, age 34, has been the Chief Financial Officer of the
Company since September 1999. Mrs. Schlegel has also served as Treasurer and
Secretary of the Company since September 1999, and was elected a Director as of
July 2000. Prior thereto, Mrs. Schlegel was the Accounting Manager for the
Company's operations and finances since 1996. Prior to joining the Company, Mrs.
Schlegel was a Senior Accountant with Israeloff, Trattner & Co. CPAs, P.C., a
certified public accounting firm, for more than five years.

Jerome Krantz, age 48, has been a director of the Company since July
2000. Mr. Krantz has been the owner and President of Krantz Financial Group for
over five years and has over twenty years of experience in the insurance and
financial industry. Mr. Krantz is a chartered life underwriter, a chartered
financial consultant and a registered investment advisor. Mr. Krantz currently
serves as Chairman of the Audit and Compensation Committees of the Board of
Directors.

Gary Nadelman, age 51, has been a director of the Company since July
2001. Since 2002, Mr. Nadelman has been a partner in a company which
manufactures ladies' sportswear under the labels Erik Stewart and Caryn Vallone.
Immediately prior thereto, he was the President of Synari, Inc., a manufacturer
of women's sportswear and other apparel, for more than five years. Mr. Nadelman

has over twenty years experience in the apparel industry. Mr. Nadelman currently
serves on the Audit and Compensation Committees of the Board of Directors.

Cary Chasin, age 55, has been a Director of the Company since October
2002. Mr. Chasin has been an advertising executive for two years. Prior thereto
he owned and operated an apparel retail store. He was an employee of the Company
from November 1999 through April 2000 working on special projects including the
closing of our hard armor division. He has over 30 years' experience in owning
and operating apparel retail, manufacturing and importing businesses. Mr. Chasin
is a member of the Audit and Compensation committees of the Board of Directors.

Barry Berkman, age 62, has been a Director of the Company since
February 2003. Mr. Berkman is a partner with Berkman Bottger & Rodd, a New York
law firm since 1994, and is a member of the American Bar Association.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE ELECTION OF DAVID H. BROOKS,
DAWN M. SCHLEGEL, JEROME KRANTZ, GARY NADELMAN, CARY CHASIN AND BARRY BERKMAN AS
DIRECTORS.

BOARD AND COMMITTEE MEETINGS

The Company's directors serve for a term of one year following their election at
the Annual Meeting of Stockholders, and until their successors have been duly
elected and qualified. The officers serve at the discretion of the Board of
Directors. There were 22 telephonic meetings of the Board of Directors in 2002
and each of the Directors attended all of the meetings held.the Company's Board
has an Audit Committee and a Compensation Committee. Messrs. Krantz, Chasin and
Nadelman currently serve on the Audit Committee and on the Compensation
Committee. There were eight telephonic meetings of the Audit Committee and three
meetings of the Compensation Committee in 2002. In 2002, no director attended
less than 75% of all meetings of the Board and the committees on which he or she
served. The Company has no standing nominating committee. The Company's
directors discharge their responsibilities throughout the year by personal
meetings and other communications, including frequent and considerable telephone
contact with each other regarding matters of interest and concern to the
Company. Formal action is customarily accomplished by the unanimous written
consent of the directors.

During 2002, directors who were not officers or employees of the Company did not
receive any cash compensation for serving as such, but were reimbursed for their
direct expenses incurred in connection with the discharge of their
responsibilities. The Company has periodically granted stock options to all
directors for their services and in April 2002, each of the directors received
warrants to purchase 25,000 shares with an exercise price of $7.11 per share.

EXECUTIVE COMPENSATION

EXECUTIVE OFFICERS

Set forth below is certain information regarding the Company's current
executive officers:

Sandra L. Hatfield, age 49, has been Chief Operating Officer of the
Company since December 2000. From October 1996 until December 2000, she served
as President of Point Blank Body Armor Inc., a subsidiary of the Company. For
more than five years prior thereto, she was the Vice President of Production at
Protective Apparel Corporation of America.

SUMMARY COMPENSATION

The following table sets forth certain summary information regarding the
compensation earned or paid to the Company's Chief Executive Officer and to all
other executive officers whose total salary and bonus for the year ended
December 31, 2002 exceeded $100,000 (collectively, the "Named Executive
Officers") for their services to the Company and its subsidiaries during fiscal
2002, 2001 and 2000:

SUMMARY COMPENSATION TABLE

LONG TERM COMPENSATION
ANNUAL COMPENSATION AWARDS PAYOUTS

Securities
Other Restricted Underlying LTIP All Other
Name and Principal Annual Stock Options/ Payouts Compensation(1)
Position Year Salary($) Compensation(1) Award(s) ($) SARs(#) ($) ($)

David H. Brooks, 2002 $575,000 $68,750 0 25,000 0 0
Chairman and Chief 2001 525,000 0 0 25,000 0 0
Executive Officer 2000 413,542 0 0 3,750,000 0 0

Sandra L. Hatfield, 2002 $163,068 0 0 25,000 0 0
Chief Operating Officer 2001 163,497 0 0 0 0 0
2000 152,098 0 0 400,000 0 0

Dawn M. Schlegel, Chief 2002 $140,625 0 0 25,000 0 0
Financial Officer 2001 103,718 0 0 125,000 0 0
2000 100,000 0 0 5,000 0 0
<FN>
(1) Although certain officers receive certain benefits, such as
auto allowances and expense allowances, the value of such
perquisites did not exceed the lesser of $50,000 or 10% of the
respective officer's annual salary and bonus.
</FN>

EMPLOYMENT AGREEMENTS

In July 2000, Mr. Brooks and the Company entered into a five-year employment
agreement. Pursuant to the agreement, Mr. Brooks received an annual salary of
$500,000 through July 2001, with annual increases of $50,000 thereafter. On the
effective date of the agreement Mr. Brooks received warrants to purchase
3,750,000 shares of Common Stock exercisable at $1.00 per share and vesting 20%
in July 2000 and in 20% annual increments thereafter. The warrants expire in
July 2010. As the Company has businesses in Florida and requires Mr. Brooks to
spend considerable time there, this contract includes provisions for certain of
his Florida expenses.

OPTION/SAR GRANTS

The Company made warrant grants to the Named Executive Officers in the fiscal
year ended December 31, 2002, and the potential realizable values of such
warrants at the end of their terms, assuming certain levels of stock price
appreciation, are as follows:

WARRANT/SAR GRANTS IN FISCAL 2002

INDIVIDUAL GRANTS
__________________________________________

NUMBER OF
SECURITIES % OF TOTAL POTENTIAL REALIZED VALUE AT
UNDERLYING WARRANTS/SARS ASSUMED ANNUAL RATES OF STOCK
WARRANTS / GRANTED TO EXERCISE OR PRICE APPRECIATION FOR WARRANT
SAR'S(1) EMPLOYEES IN BASE PRICE EXPIRATION TERM(2):
NAME GRANTED FISCAL YEAR ($/SHARE) DATE 5% 10%

David H. Brooks 25,000 4% $7.11 4/9/07 $0 $0

Sandra L. Hatfield 25,000 4% $7.11 4/9/07 $0 $0

Dawn M. Schlegel 25,000 4% $7.11 4/9/07 $0 $0

<FN>
1 - The Company has no SAR's.

2 - These amounts assume hypothetical appreciation rates of 5% and 10% over the
term of the option, as required by the SEC, and are not intended to forecast the
appreciation of the stock price. No gain to the Named Executive Officers will
occur unless the price of DHB's common shares exceeds the option's exercise
price.
</FN>

AGGREGATED WARRANT / OPTION EXERCISES AND FISCAL YEAR-END WARRANT/OPTION VALUES

The following table sets forth information regarding the exercise of
stock warrants during 2002 and the number and value of unexercised
warrants/options held by each of the Named Executive Officers at December 31,
2002. The table does not include warrants provided to Mr. Brooks in capacities
other than as a director or officer of the Company. The Company has not granted
any SAR's.

AGGREGATED WARRANT/OPTION EXERCISES IN FISCAL 2002 AND
FISCAL YEAR END WARRANT/OPTION VALUES

Number of Value of
Securities Underlying Unexercised
Unexercised In-the-Money
Warrants / Options at Warrants / Options at
Fiscal Year-End Fiscal Year-End
__________________________________________________________________________________________________________
SHARES
ACQUIRED ON VALUE
NAME EXERCISE (#) REALIZED ($) EXERCISABLE UNEXERCISABLE EXERCISABLE UNEXERCISABLE

David H. Brooks 5,593,751 -0- 2,325,000 1,500,000 $1,300,500(1) $990,000(1)

Dawn M. Schlegel -0- N/A 155,000 -0- -0- -0-

Sandra L. Hatfield -0- N/A 225,000 200,000 -0- -0-

<FN>
1. Based on the closing price on December 31, 2002 of $1.66 for a share
of the Company's Common Stock.
</FN>

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION IN COMPENSATION
DECISIONS

Messrs. Krantz, Nadelman and Chasin served as members of the Compensation
Committee during the 2002 fiscal year. None of Messrs. Krantz, Nadelman, or
Chasin (i) was an officer or employee of the Company or any of its subsidiaries
during the 2002 fiscal year, (ii) was formerly an officer of the Company or any
of its subsidiaries; or (iii) had any relationship requiring disclosure by the
Company under any paragraph of Item 404 of Regulation S-K (Certain Relationships
and Related Transactions) promulgated under the Securities Exchange Act of 1934.

REPORT OF THE COMPENSATION COMMITTEE
ON EXECUTIVE COMPENSATION

SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, NOTWITHSTANDING ANY INCORPORATION
BY REFERENCE OF ANY OTHER PORTIONS OF THIS PROXY STATEMENT.

The compensation of the Company's executive officers is generally determined by
either the Board of Directors or the Compensation Committee of the Board of
Directors, subject to approval by the Board of Directors, and subject to
applicable employment agreements. Each member of the Compensation Committee is a
director who is not an employee of the Company or any of its affiliates.

GENERAL POLICIES

The Company's compensation programs are intended to enable the Company to
attract, motivate, reward and retain the management talent required to achieve
its corporate objectives, and thereby increase stockholder value. It is the
Company's policy to provide incentives to its senior management to achieve both
short-term and long-term objectives and to reward exceptional performance and
contributions to the development of the Company's businesses. To attain these
objectives, the Company's executive compensation program includes a competitive
base salary and stock-based compensation.

The Compensation Committee grants stock warrants to employees, including the
Company's executive officers. The Compensation Committee believes that stock
warrants provide an incentive that focuses the executive's attention on managing
the Company from the perspective of an owner with an equity stake in the
business. Incentive stock warrants are awarded with an exercise price equal to
the market value of Common Stock on the date of grant, and all warrants have a
maximum term of ten years and generally become exercisable not less than six
months after the date of grant. Among the Company's executive officers, the
number of shares subject to warrants granted to each individual generally
depends upon the level of that officer's responsibility. Previous grants of
stock options are reviewed but are not considered the most important factor in
determining the size of any executive's stock option award in a particular year.

RELATIONSHIP OF COMPENSATION TO PERFORMANCE

The Compensation Committee annually establishes, subject to the approval of the
Board of Directors and any applicable employment agreements, the salaries that
will be paid to the Company's executive officers during the coming year. In
setting salaries, the Compensation Committee takes into account several factors,
including competitive compensation data, the extent to which an individual may
participate in the stock plans maintained by the Company, qualitative factors
bearing on an individual's experience, responsibilities, management and
leadership abilities, and job performance.

For fiscal 2002, pursuant to the terms of Mr. Brooks' employment agreement with
the Company, Mr. Brooks received a base salary of $575,000. See "Executive
Compensation -- Employment Agreements". Mr. Brooks also received warrants to
purchase 25,000 shares of Common Stock at $7.11 per share. Sandra Hatfield and
Dawn Schlegel received base salaries of $163,068 and $140,625, respectively.

Mrs. Hatfield and Mrs. Schlegel also each received warrants to purchase 25,000
shares of Common Stock at $7.11 per share. The Compensation Committee determined
that these amounts were appropriate given the Company's financial performance,
the substantial contribution made by each of the Named Executive Officers to
such performance and the compensation levels of executives of companies
competitive with the Company.

COMPENSATION OF CHIEF EXECUTIVE OFFICER

For fiscal 2002, pursuant to the terms of his employment agreement with the
Company, David H. Brooks received a base salary of $575,000. See "Executive
Compensation - Employment Agreements". In light of this employment agreement,
the Compensation Committee was not required to make any decision regarding the
cash compensation of Mr. Brooks. Mr. Brooks also received warrants to purchase
25,000 shares of Common Stock at $7.11 per share (as did each of the other four
then-current directors of the Company).

COMPENSATION COMMITTEE
Jerome Krantz
Cary Chasin
Gary Nadelman

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT
GENERAL

As of the date of this Proxy Statement, the Company's authorized capital stock
consists of Common Stock, and Preferred Stock, par value $.001 per share (the
"Preferred Stock"). On the Record Date, there were 40,594,746 shares of Common
Stock outstanding, no shares of Common Stock held in treasury, and 500,000
shares of Preferred Stock outstanding. The holders of Common Stock are entitled
to elect all members of the Board. As of the Record Date, there were 135 record
holders of Common Stock (reflecting approximately 5,280 beneficial owners), and
one record holder of Preferred Stock.

The following table summarizes information regarding stock warrants outstanding
as of July 1, 2003.
NUMBER OF WEIGHTED NUMBER OF
EXERCISE PRICE WARRANTS AVERAGE SHARES
RANGE OUTSTANDING EXERCISE PRICE EXERCISABLE

0 to $1.00 3,750,000 $1.00 3,000,000
$1.01 to $1.50 250,000 $1.41 250,000
$1.51 to $2.00 530,000 $2.00 320,000
$2.01 to $2.50 190,000 $2.38 135,000
$2.51 to $3.00 5,000 $3.00 5,000
$3.01 to above 505,000 $5.33 505,000
_________ _________

Totals 5,230,000 $1.59 4,215,000
========= =========

BENEFICIAL OWNERSHIP

The following table sets forth the beneficial ownership of the
Company's Common Stock as of July 1, 2003, for (i) each person known by the
Company to beneficially own more than five percent of the shares of outstanding
Common Stock, (ii) each of the directors and nominees, (iii) each of the
executive officers listed in the Summary Compensation Table in "Executive
Compensation", and (iv) all the Company's executive officers and directors as a
group. Except as otherwise indicated, all shares are beneficially owned, and the
persons named as the owners hold investment and voting power.

NUMBER OF SHARES PERCENT OWNED(1)
NAME BENEFICIALLY OWNED(2) * - Less than 1%

David H. Brooks 21,219,351(3) 48%
Jerome Krantz 145,350(4) *
Sandra L. Hatfield 225,000(5) *
Dawn M. Schlegel 205,500(6) *
Gary Nadelman 219,000(7) *
Cary Chasin 112,000(8) *
Barry Berkman 132,200 *
All executive officers and Directors as a
group (7people) 22,258,401(9) 50%(9)

<FN>
1. Based upon 40,594,746 shares outstanding as of July 1, 2003. In
calculating the percentage owned by any individual officer or director,
the number of currently exercisable warrants and options held by such
individual have been included in the calculation of the percentage
owned.
2. Includes options or warrants that are exercisable within 60 days after
July 1, 2003.
3. Consists of 10,037,059 common shares owned, 500,000 shares issueable
upon conversion of Series A, 12% Convertible Preferred Stock, which
currently are convertible and represent 100% of the issued and
outstanding shares of Preferred Stock owned by Mr. Brooks, 3,057,292
shares owned by his wife, 4,500,000 shares owned by his wife as
custodian for his minor children, and 3,125,000 shares acquirable under
currently exercisable warrants at prices between $1.00 and $7.11 per
share; 50,000 of the warrants were issued in 2003. As the only person
known by the Company to beneficially own more than 5% of the Company's
outstanding Common Stock, Mr. Brooks' address is 555 Westbury Avenue,
Carle Place, New York 11514.
4. Includes 100,000 shares which may be acquired upon exercise of a
currently exercisable warrants at prices between $1.41 and $7.11 per
share; 50,000 of the warrants were issued in 2003.
5. Consists of 225,000 shares which may be acquired under currently
exercisable warrants at prices between $2.00 and $7.11 per share.
6. Includes 205,000 shares which may be acquired under currently
exercisable warrants at prices between $1.41 and $7.11 per share;
50,000 of the warrants were issued in 2003.
7. Includes 100,000 shares which may be acquired upon exercise of
currently exercisable warrants at prices between $1.41 and $7.11 per
share; 50,000 of the warrants were issued in 2003.
8. Includes 50,000 shares which may be acquired under currently
exercisable warrants at a price of $1.41 per share issued in 2003.
9. Includes 3,805,000 shares purchasable pursuant to currently exercisable
warrants held by directors and officers.
</FN>

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934 requires the Company's
directors and executive officers, and persons who own more than ten percent of a
registered class of the Company's equity securities, to file with the Securities
and Exchange Commission and with the American Stock Exchange, initial reports of
ownership and reports of changes of ownership of Common Stock and other equity
securities of the Company, and SEC regulations require executive officers,
directors and greater than ten-percent beneficial owners to furnish the Company
with copies of all Section 16(a) forms they file. To the Company's knowledge,
based solely on a review of the copies of such reports furnished to the Company
and written representations that no other reports were required during the
fiscal year ended December 31, 2002, all Section 16(a) filing requirements
applicable to its executive officers, directors and greater-than-ten-percent
beneficial owners were complied with, except for one late-filing with respect to
one warrant grants by each of Mr. Brooks, Mr. Krantz, Mrs. Hatfield and Mrs.
Schlegel. These late filings are attributed to administrative errors.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The Company has funded certain of its acquisitions and operations through the
use of term loans from Mr. David H. Brooks, Chairman of the Board of the
Company, and Mrs. Terry Brooks, his wife. On January 14, 2002, David H. Brooks,
the principal stockholder of the Company, exchanged $3 million of the
approximately $10 million of indebtedness due him for 500,000 shares of the
Company's newly authorized Series A, 12% Convertible Preferred Stock (the
"Preferred Stock"). The Preferred Stock has a dividend rate of $0.72 per share
per annum, an amount equal to the interest that would have been payable on the
exchanged indebtedness. Shares of the Preferred Stock are convertible, on a
one-to-one basis, at the option of the holder, into shares of Common Stock. The
shares of Preferred Stock are redeemable at the option of the Company on
December 15 of each year. During 2002, the Company repaid $5.5 million of
principal indebtedness owed to Mr. Brooks, bringing the total indebtedness owed
by the Company to Mr. Brooks as of December 31, 2002 to $1.5 million. During the
second quarter of 2003, the Company repaid the balance of $1.5 million to Mr.
Brooks, eliminating the shareholder loan from the Company's balance sheet. These
shareholder loans had borne interest at 12% per annum.

Point Blank leases a 67,000 square foot office and manufacturing facility (the
"Oakland Park Facility") located at 4031 N.E. 12th Terrace, Oakland Park,
Florida 33334, from V.A.E. Enterprises LLC ("V.A.E."), a limited liability
corporation controlled by Terry Brooks, wife of Mr. David H. Brooks, and
beneficially owned by Mr. and Mrs. Brooks' minor children. Total base rental
under this lease was $643,000 in 2002, and the lease expires on December 31,
2010. Management performed a comparison of market rates at the time the lease
was entered into, and believes that the terms of the lease were at the current
market price that would then have been obtained from an unrelated party.

The Company has been purchasing certain products, which are components of
ballistic resistant apparel manufactured and sold by the Company from Tactical
Armor Products, Inc. ("TAP"), a company owned by Terry Brooks, the wife of Mr.
David H. Brooks. The total of such purchases in 2002, 2001, and 2000 were
approximately $7.9 million, $2.8 million and $477,000, respectively. The unit
prices charged by TAP have been less than the prices charged to the Company by
its previous outside suppliers, and TAP's products are available on demand. The
Company believes that the prices charged by TAP are fair prices established in
good faith. To facilitate the delivery and integration of these components,
beginning in May 2001, the Company permitted TAP to manufacture these components
in a portion of the Company's manufacturing facility in Jacksboro, Tennessee,
for which TAP paid to the Company occupancy charges of approximately $39,600 and
$26,400 for the year ended December 31, 2002 and 2001, respectively. (The rent
paid by TAP is an estimated allocable portion of the Company's total rent for
the entire facility.) Terry Brooks also owned another company, US Manufacturing
Corporation, that received revenues of $43,355 from the Company in 2002 for
stitching work but has since been merged into TAP. TAP is an approved
subcontractor under the applicable contracts between the Company and the United
States federal government.

AUDIT COMMITTEE REPORT

NOTE: THE FOLLOWING SECTION OF THIS PROXY STATEMENT SHALL NOT BE DEEMED TO BE
INCORPORATED BY REFERENCE INTO ANY FILING BY THE COMPANY WITH THE SECURITIES AND
EXCHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, NOTWITHSTANDING ANY INCORPORATION
BY REFERENCE OF ANY OTHER PORTIONS OF THIS PROXY STATEMENT.

Effective January 31, 2000, the Securities and Exchange Commission adopted new
rules and amendments to current rules relating to the disclosure of information
about companies' audit committees. The new rules require that, for all votes of
shareholders occurring after December 15, 2000, the proxy statement must contain
a report of the audit committee addressing several issues identified in the
rules. In addition, the SEC recommends that audit committees adopt written
charters. Our Audit Committee has adopted a charter, a copy of which was
included as Appendix A to the Company's 2002 proxy statement.

In 2002, our Audit Committee was comprised of three directors, Jerome Krantz,
Gary Nadelman, and Cary Chasin, who are not officers of the Company. They are
all considered "independent" under Section 121(A) of the listing standards of
the American Stock Exchange.

At the time of his appointment to the Audit Committee, Mr. Chasin was not
considered to be "independent" because he had been employed by the Company
within the preceding three years; however, due to Mr. Chasin's familiarity with
many then-current matters of Company business, the Board of Directors determined
that it was in the best interests of the Company and its stockholders that Mr.
Chasin serve on the Audit Committee, and the Company received from the American
Stock Exchange a waiver of the independence requirement with respect to Mr.
Chasin, conditional upon the preceding disclosure.

The primary function of the Audit Committee is to assist the Board of Directors
in fulfilling its oversight responsibilities. The primary duties and
responsibilities of the Audit Committee include: (i) monitoring the integrity of
the Company's financial reporting process and systems of internal controls, (ii)
monitoring the independence and performance of the Company's independent
auditors, and (iii) providing an avenue of communication among the independent
auditors, management and the Board of Directors.

In this context, during 2002 the Audit Committee met eight times telephonically
and held discussions with management and the Company's independent auditors. The
Audit Committee's Chairman, as representative of the Audit Committee, also
discussed the Company's interim financial information contained in each
quarterly earnings announcement with the Company's Chief Financial Officer and
the Company's independent auditors prior to public release.

The Audit Committee has reviewed and discussed the Company's 2002 audited
financial statements with management and discussed with Grant Thornton LLP
("Grant Thornton") the matters required to be discussed by Statement on Auditing
Standards No. 61 (Communication with Audit Committees), which includes, among
other items, matters related to the conduct of the audit of the Company's annual
consolidated financial statements. In addition, the Audit Committee has
discussed with Grant Thornton their independence from the Company and its
management, including the matters in the written disclosures and letter required
by the Independence Standards Board Standard No. 1 and provided to the Audit
Committee by Grant Thornton (Independence Discussions with Audit Committees).

In reliance on the reviews and discussions referred to above, the Audit
Committee recommended to the Board of Directors that the audited consolidated
financial statements for 2002 be included in the Company's Annual Report on Form
10-K-A for the year ended December 31, 2002, for filing with the SEC. The Audit
Committee and the Board of Directors also have recommended, subject to
stockholder ratification, the selection of Grant Thornton as the Company's
independent auditors for the fiscal year ending December 31, 2003. In the event
that the Board's selection of auditors is not ratified by a majority of the
shares voting thereon, the Audit Committee and the Board will review its future
selection of auditors.

AUDIT COMMITTEE

Jerome Krantz

Gary Nadelman

Cary Chasin

PERFORMANCE GRAPH

The following indexed graph indicates the Company's total return to its
stockholders since September 4, 1998 (the day the Company's stock began trading
on NASDAQ) as compared to the total return for the AMEX Market Index (the Common
Stock currently trades on the American Stock Exchange) and the Security
Protection Services Group Index (the "Peer Group"). The Common Stock traded on
NASDAQ until December 21, 1999, at which point it traded on the OTC Bulletin
Board and the Boston Stock Exchange, where it traded until February 1, 2002 when
it began trading on the American Stock Exchange. The performance graph below was
prepared by Media General Financial Service.

COMPARE CUMULATIVE TOTAL RETURN
AMONG DHB INDUSTRIES INC.,
AMEX MARKET INDEX AND MG GROUP INDEX

[GRAPH GOES HERE]

ASSUMES $100 INVESTED ON SEPT. 04, 1998
ASSUMES DIVIDEND REINVESTED
FISCAL YEAR ENDING DEC. 31, 2002

_____________________________________________________________________________________________________________________
Company/Index/Market 09/04/98 12/31/98 12/31/99 12/31/00 12/31/01 12/31/02 6/30/03
_____________________________________________________________________________________________________________________

DHB Industries, Inc. 100.00 110.81 15.54 37.84 128.65 35.89 88.43
_____________________________________________________________________________________________________________________
Protection/Security Services 100.00 119.04 95.81 85.57 132.68 100.17 112.37
_____________________________________________________________________________________________________________________
AMEX Market Index 100.00 120.47 150.19 148.35 141.51 135.86 158.83
_____________________________________________________________________________________________________________________

The above graph assumes $100 invested on September 4, 1998 (the day the
Company's Common Stock began trading on NASDAQ) in the Company's Common Stock,
the AMEX Market Index (the Common Stock began trading on the American Stock
Exchange on February 1, 2002) and the Peer Group. It assumes reinvestment of
dividends.

PROPOSAL 2
APPOINTMENT OF INDEPENDENT ACCOUNTANTS

The Board of Directors has selected Grant Thornton LLP ("Grant
Thornton") as the Company's independent auditors for the year ending December
31, 2003. The Board of Directors requests the ratification of the appointment of
Grant Thornton by the stockholders at the Annual Meeting.

AUDIT FEES. The aggregate fees billed for professional services
rendered by Grant Thornton for the audit of the Company's financial statements
("Audit Services") during the year ended December 31, 2002 were $110,000. The
aggregate fees billed by Grant Thornton for services rendered to the Company,
other than the services described above under "Audit Fees", for the fiscal year
ended December 31, 2002 were approximately $5,000. These fees were principally
for review of the Company's Quarterly Reports on Form 10-Q. There were no audit
or non-audit services rendered by Grant Thornton to the Company prior to May 29,
2002.

FINANCIAL INFORMATION SYSTEMS DESIGN AND IMPLEMENTATION FEES. Grant
Thornton did not render any professional services described in paragraph
(c)(4)(ii) of Rule 2-01 of Regulation S-X (17 C.F.R. 210.2-01), or any other
professional services, other than the Audit Services, for the Company during the
year ended December 31, 2002. The Audit Committee determined that the absence of
any such services was compatible with maintaining the independence of Grant
Thornton LLP. There were no audit or non-audit services rendered by Grant
Thornton to the Company prior to May 29, 2002.

ALL OTHER FEES. There were no other fees billed by Grant Thornton for
services rendered to the Company, other than the services described above under
"Audit Fees", for the fiscal year ended December 31, 2002. There were no audit
or non-audit services rendered by Grant Thornton to the Company prior to May 29,
2002.

A representative of Grant Thornton is expected to be present at the Annual
Meeting and will have the opportunity to make statements if he or she desires to
do so and will be available to respond to appropriate questions.

The affirmative vote of a majority of the shares of Common Stock present in
person at the Annual Meeting or represented by proxy is required for
ratification of the appointment of Grant Thornton as the independent accountants
for 2003.

THE BOARD OF DIRECTORS RECOMMENDS THAT STOCKHOLDERS VOTE FOR
RATIFICATION OF THE APPOINTMENT OF GRANT THORNTON LLP

ANNUAL REPORT

A copy of the Company's Annual Report on Form 10-K/A for the year ended December
31, 2002 (without exhibits) as filed with the Securities and Exchange Commission
is being mailed to stockholders with this Proxy Statement.

FUTURE PROPOSALS

If any stockholder of the Company wishes to submit a proposal for inclusion in
the proxy statement and proxy for the Company's 2004 Annual Meeting of
Stockholders, such proposal must be received at the Company's principal
executive office by March 17, 2004. All such proposals are subject to the
applicable rules and requirements of the Securities and Exchange Commission.

OTHER MATTERS

Management knows of no other matters to come before the Annual Meeting other
than those referred to in the Notice of Meeting. However, should any other
matters properly come before the Annual Meeting, the shares represented by the
proxy solicited hereby will be voted on such matters in accordance with the best
judgment of the person voting the shares represented by the proxy.

ANNUAL REPORT ON FORM 10-K/A

The Company will provide without charge to each person whose proxy is
solicited, upon the written request of any such person, a copy of the Company's
Annual Report on Form 10-K/A for its fiscal year ended December 31, 2002 as
filed with the SEC, including the financial statements and the schedules
thereto. The Company does not undertake to furnish without charge copies of all
exhibits to its Form 10-K/A, but will furnish any exhibit upon the payment of a
charge equal to the Company's costs of copying and mailing any such exhibits.
Such written requests should be directed to Mrs. Dawn M. Schlegel, Chief
Financial Officer, 555 Westbury Avenue, Carle Place, New York 11514. Each such
request must set forth a good faith representation that, as of July 11, 2003,
the person making the request was a beneficial owner of securities entitled to
vote at the Annual Meeting.

BY ORDER OF THE BOARD OF DIRECTORS

DAWN M. SCHLEGEL
SECRETARY

ALL STOCKHOLDERS ARE URGED TO COMPLETE, SIGN, DATE AND RETURN THE ACCOMPANYING
PROXY IN THE ENCLOSED POSTAGE-PAID ENVELOPE.

DHB INDUSTRIES, INC.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

The undersigned hereby acknowledges receipt of the proxy statement and
hereby constitutes and appoints Dawn M. Schlegel, with the power of
substitution, as Proxy of the undersigned to represent and vote all shares of
Common Stock, par value $0.001 per share of DHB Industries, Inc. (the "Company")
owned by the undersigned at the Annual Meeting of Stockholders of the Company to
be held at the corporate headquarters of the Company located at 555 Westbury
Avenue, Carle Place, New York 11514 at 4:00 p.m. local time on August 15, 2003
and at any adjournment or postponement thereof. This Proxy hereby revokes any
prior Proxy or Proxies. This Proxy when properly executed will be voted as
directed herein by the undersigned. IF NO DIRECTION IS MADE, SHARES WILL BE
VOTED "FOR" THE ELECTION OF DIRECTORS NAMED IN THE PROXY STATEMENT AND "FOR"
PROPOSAL 2.

[X] Please mark your votes as in this example.

1. To elect as directors, all the persons names below.
[ ] For [ ] Withheld

David H. Brooks Gary Nadelman Jerome Krantz
Cary Chasin Dawn M. Schlegel Barry Berkman

To Withhold Your Vote For One Or More Nominees, Write That Nominee's
Name In the Space Provided Below:
_______________________________________________________________________

2. To ratify the appointment of Grant Thornton LLP as independent auditors
of the Company for 2003.
For:________ Against: ___________ Abstain: __________

3. In her discretion, the proxy is authorized to vote upon such other
business as may properly come before the Annual Meeting.

(Signature should conform exactly to name shown on the proxy. When
joint tenants hold shares, both should sign. Executors, administrators,
guardians, trustees, attorneys and officers signing for corporations
should give full title.)

Date: _______________________________________________

Signature: _____________________

Signature if held jointly: ____________________

Please date, sign and return this Proxy promptly using the enclosed
envelope.