EXHIBIT 5.1


                              LOWENSTEIN SANDLER PC
                                Attorneys at Law


February 4, 2004


Arotech Corporation
632 Broadway, Suite 1200
New York, New York 10012


Dear Sirs:


Reference is made to our opinion dated December 4, 2003, and included as Exhibit
5.1 to  Amendment  No. 1 to the  Registration  Statement  on Form S-3  (File No.
333-110729) (the "Registration Statement") filed on December 4, 2003, by Arotech
Corporation,  a Delaware  corporation (the  "Company"),  with the Securities and
Exchange  Commission  (the  "Commission")  under the  Securities Act of 1933, as
amended (the "Securities  Act"). We are rendering this  supplemental  opinion in
connection  with a prospectus  supplement  to the  Registration  Statement  (the
"Prospectus Supplement") to be filed by the Company with the Commission pursuant
to Rule 424 promulgated under the Securities Act in connection with the offering
by the Company, pursuant to a settlement agreement, dated as of February 4, 2004
(the  "Settlement  Agreement"),  between  the  Company  and  I.E.S.  Electronics
Industries,  Ltd. ("IES"),  of (i) warrants (the "Warrants") to purchase 450,000
shares of the  Company's  common  stock,  par value $0.01 per share (the "Common
Stock"), and (ii) 900,000 shares of Common Stock consisting of 450,000 shares to
be issued directly to IES (the "Direct Shares") and 450,000 shares issuable upon
exercise of the Warrants (the "Warrant Shares").

In  this   connection,   we  have  examined  and  relied   without   independent
investigation  as to matters of fact upon such  statements and  certificates  of
public  officials,  such statements and certificates of officers of the Company,
the Registration Statement, the Prospectus Supplement, the Settlement Agreement,
the certificate of incorporation  and bylaws of the Company,  as amended and now
in effect,  proceedings  of the board of directors  of the  Company,  such other
corporate records, certificates, documents and instruments and such questions of
law as we have  considered  necessary  or  appropriate  for the purposes of this
opinion.  In  rendering  this  opinion we have  assumed the  genuineness  of all
signatures  on all  documents  examined by us, the due  authority of the parties
signing such documents,  the  authenticity  of all documents  submitted to us as
originals and the  conformity to the originals of all documents  submitted to us
as copies.

Based on the foregoing,  and subject to the  limitations set forth below, we are
of the opinion  that:  (i) the Warrants when issued and delivered by the Company
in accordance with the terms of the Settlement  Agreement will be validly issued
and valid and binding  obligations of the Company;  (ii) the Direct Shares, when
issued  and  delivered  by the  Company  in  accordance  with  the  terms of the
Settlement Agreement, will be validly issued, fully paid and nonassessable;  and
(iii) the Warrant  Shares,  when  issued and  delivered  by the Company  against
payment  therefor in accordance with the terms of the Warrants,  will be validly
issued, fully paid and nonassessable.


                          [LOGO LOWENSTEIN SANDLER PC]
                              65 Livingston Avenue
                        Roseland, New Jersey 07068-1791
                             Telephone 973.597.2500
                                Fax 973.597.2200
                               www.lowenstein.com





This opinion is limited to the  provisions of the Delaware  General  Corporation
Law.

We  hereby  consent  to  the  filing  of  this  opinion  as an  exhibit  to  the
Registration  Statement  and to the  references  to this firm under the  heading
"Legal Matters" in the prospectus  included in 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.


Very truly yours,


/s/ Lowenstein Sandler PC

LOWENSTEIN SANDLER PC



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