Exhibit 23(a)


January 28, 1998

Butler National Corporation
1546 East Spruce Road
Olathe, Kansas 66061

Ladies and Gentlemen:

     We have acted as counsel to Butler National Corporation, a Delaware 
corporation (the "Corporation"), in connection with the registration under the 
Securities Act of 1933, as amended on Form S-8 (the "Registration Statement") 
of 750,000 shares of the Corporation's common stock par value $.01 per share 
(the "Common Stock"), issuable under the 1997 Consultant Agreement (the 
"Plan") of Butler National Corporation.  Such shares of Common Stock issuable 
pursuant to the Plan are herein referred to as "the Shares".  As such counsel, 
we have examined and relied upon originals or copies, certified or otherwise, 
identified to our satisfaction of such corporate records, agreements, 
documents, instruments and certificates of officers and representatives of the 
Corporation and have made such investigations of law, as we deem necessary or 
appropriate in order to enable us to render the opinion expressed below.

     Based upon the foregoing and reliance thereon, we are of the opinion that 
the
Shares have been duly and validly authorized for issuance and will be, when 
issued and delivered pursuant to the term and conditions set forth in the 
Plan, validly issued, fully paid and nonassessable.

     The opinion stated herein, is as of the date hereof, and we assume no 
obligation
to update or supplement this legal opinion to reflect any facts or 
circumstances that may hereafter come to our attention or any changes in law 
that may occur.  This legal opinion is limited to the matters stated herein 
and no opinion is implied or may be inferred beyond the matters expressly 
stated.

     We consent to the filing of this opinion as an Exhibit to the 
Registration
Statement.

                                      Very truly yours,

                                      BRYAN CAVE LLP