EXHIBIT 5

                                BAKER & DANIELS
                           300 NORTH MERIDIAN STREET
                                  SUITE 2700
                         INDIANAPOLIS, INDIANA  46204
                                (317) 237-0300




June 9, 1998


ITT Educational Services, Inc.
5975 Castle Creek Parkway, N. Drive
Indianapolis, Indiana 46250-0466

   Re: Registration Statement on Form S-8

Ladies and Gentlemen:

   We  have  acted  as  counsel  to  ITT Educational Services, Inc., a Delaware
corporation (the "Company"), in connection with the preparation and filing with
the Securities and Exchange Commission  (the  "Commission")  of  the  Company's
Registration  Statement  on  Form S-8 (the "Registration Statement") under  the
Securities Act of 1933 (the "Act"),  registering  the  offer  and sale of up to
3,365,065 shares (the "Incentive Shares") of the Company's common  stock, $0.01
par value (the "Common Stock"), pursuant to the 1997 ITT Educational  Services,
Inc. Incentive Stock Plan (the "Incentive Plan").

   In  so  acting,  we  have  examined and relied upon the originals, or copies
certified  or  otherwise identified  to  our  satisfaction,  of  such  records,
documents and other instruments as in our judgment are necessary or appropriate
to enable us to render the opinion expressed below.

   Based on the foregoing, we are of the opinion that the Incentive Shares have
been duly authorized  and,  when  the  Registration Statement shall have become
effective and the Incentive Shares have  been  issued  in  accordance  with the
Incentive  Plan,  the  Incentive Shares will be validly issued, fully paid  and
non-assessable.

   Our opinion expressed  above  is  limited  to  the federal law of the United
States and the law of the State of Delaware.

   We  hereby  consent  to the filing of this opinion  as  an  exhibit  to  the
Registration Statement.  In giving such consent, we do not thereby concede that
we are within the category of persons whose consent is required under Section 7
of the Act or the Rules and Regulations of the Commission thereunder.

                                        Very truly yours,

                                        /s/ BAKER & DANIELS