Exhibit 23.2



                          INDEPENDENT AUDITORS' CONSENT

     We consent to the incorporation by reference in this Registration Statement
of Data Systems & Software Inc. (the  "Company") on Form S-8 of our report dated
March 29,  2000,  relating  to the  financial  statements  of the  Company as of
December 31, 1999, and for the years ended December 31, 1999 and 1998, appearing
in the Annual Report on Form 10-K of the Company for the year ended December 31,
2000, and to the reference to us under the heading  "Experts" in the Prospectus,
which is part of this Registration Statement.


s/Deloitte & Touche LLP

New York, New York
February 8, 2002