EXHIBIT 5

                                       November 17, 1997

Packard BioScience Company
800 Research Parkway
Meriden, Connecticut 06450

     Re:  Registration Statement on Form S-8 (No. 333-     )

Ladies and Gentlemen:

     We have acted as counsel for Packard BioScience Company, a Delaware
corporation (the "Company"), in connection with the preparation and filing
by the Company with the Securities and Exchange Commission of a
Registration Statement on Form S-8 (No. 333-   ), as amended (the
"Registration Statement") pursuant to the Securities Act of 1933, as
amended (the "Securities Act"), with respect to up to 1,224,892 shares of
common stock, par value $.01 (the "Common Stock"), of the Company, as
described in the Registration Statement.

     In rendering this opinion, we have examined and relied upon originals
or copies, certified or otherwise identified to our satisfaction of such
records, documents, certificates and other instruments including, but not
limited to, (i) the Amended and Restated Certificate of Incorporation of
the Company, (ii) the Bylaws of the Company, (iii) the Management Stock
Incentive Plan, and (iv) certain minutes of the corporate proceedings of
the Board of Directors and shareholders of the Company, and have made such
investigation of law as in our judgment is necessary or appropriate to
enable us to render the opinions expressed below.

     We have assumed the authenticity of all documents submitted to us as
originals, the genuineness of all signatures, the legal capacity of natural
persons and the conformity to the originals of all documents submitted to
us as copies.

     The opinions set forth below are based on, and limited to, the General
Corporation Law of the State of Delaware and no opinion is expressed as to
the laws of any other jurisdiction.

     Based on and subject to the foregoing, we are of the opinion that the
shares of Common Stock, when issued upon the exercise of options in
accordance with the terms of



Packard BioScience Company
November 17, 1997
Page 2


the Management Stock Incentive Plan and as contemplated by the Registration
Statement, will be duly authorized and legally issued, fully paid and non-
assessable.

     We hereby consent to the filing of this opinion as Exhibit 5 to the
Registration Statement.  In giving such consent, we do not hereby admit
that we are within the category of persons whose consent is required by
Section 7 of the Securities Act.  This opinion is not to be used,
circulated, quoted or otherwise referred to for any other purpose without
our express written consent.

                                   Very truly yours,


                                   /s/ Day, Berry & Howard
                                   DAY, BERRY & HOWARD

PFM/cb