EXHIBIT 99.2

               THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
                                  UROCOR, INC.

         The undersigned hereby appoints Michael W. George and Bruce C. Hayden
proxies, each with power to act without the other and with power of
substitution, and hereby authorizes them to represent and vote, as designated on
the other side, all the shares of stock of UroCor, Inc. standing in the name of
the undersigned with all powers which the undersigned would possess if present
at the Special Meeting of UroCor Stockholders to be held October 1, 2001 or any
adjournment thereof.

 (CONTINUED, AND TO BE MARKED, DATED AND SIGNED, ON THE OTHER SIDE)

                                                 UROCOR, INC.
                                       SPECIAL MEETING OF STOCKHOLDERS
                                   OCTOBER 1, 2001, 11:00 A.M. (LOCAL TIME)
                                              RENAISSANCE HOTEL
                                              10 BROADWAY AVENUE
                                           OKLAHOMA CITY, OKLAHOMA



THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED         Please mark your vote as
IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED        indicated in  this
STOCKHOLDER. IF NO DIRECTION IS MADE,                   example.            [X]
THIS PROXY WILL BE VOTED FOR ALL PROPOSALS.

1.  Adoption of the Agreement and Plan of Merger, dated as of June 28, 2001,
    between DIANON Systems, Inc., UroCor Acquisition Corp., a wholly-owned
    subsidiary of DIANON Systems, Inc., and UroCor, Inc., and approval of the
    merger contemplated thereby.

2.  In their discretion, the proxies are authorized to vote upon any other
    matter as may properly come before the meeting.

   FOR         AGAINST         ABSTAIN          I PLAN TO ATTEND THE MEETING.
   [ ]           [ ]             [ ]                         [ ]

                    Please sign exactly as name appears below. When shares are
                    held by joint tenants, both should sign. When signing as
                    attorney, executor, administrator, trustee, or guardian,
                    please give full title as such. If a corporation, please
                    sign in full corporate name by President or other authorized
                    officer. If a partnership, please sign in partnership name
                    by authorized person.

                    Date:                                               ,2001
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                                           (Signature)

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                                   (Signature if held jointly)