Exhibit 23.02




June 1, 1998


Board of Directors
Bioanalytical Systems, Inc.
2701 Kent Avenue
West Lafayette, Indiana  47906

Ladies and Gentlemen:

    We have acted as counsel to Bioanalytical Systems, Inc., an Indiana
corporation (the  Company ), in connection with the filing of a Registration
Statement on Form S-8 (the  Registration Statement ), with the Securities and
Exchange Commission (the  Commission ) for the purposes of registering under
the Securities Act of 1933, as amended (the  Securities Act ), 5,000 of the
Company's authorized but unissued Common Shares (the  Shares ) issuable upon
exercise of  options which may be granted under the 1997 Bioanalytical
Systems, Inc. Outside Director Stock Option Plan (the  Plan ).

    In connection therewith, we have investigated those questions of law as we
have deemed necessary or appropriate for purposes of this opinion.  We have
also examined originals, or copies certified or otherwise identified to our
satisfaction, of those documents, corporate or other records, certificates and
other papers that we deemed necessary to examine for purposes of this opinion,
including:

    1.    Resolutions of the Board of Directors Meeting on October 23, 1997
relating to the approval of the Plan and reserving shares for issuance under
the Plan (the  Resolutions );

    2.     The Form S-8 Registration Statement;

    3.     The Plan; and

    4.     Copies of the Articles of Incorporation of the Company and all
amendments thereto.

We have also relied, without investigation as to the accuracy thereof, on oral
and written communications from public officials and officers of the Company.

    For purposes of this opinion, we have assumed (i) the genuineness of all
signatures of all parties other than the Company; (ii) the authenticity of all
documents submitted to us as originals and the conformity to authentic
originals of all documents submitted to us as certified or photostatic copies;
(iii) that the Resolutions will not be amended, altered or superseded prior to
the issuance of the Shares; and (iv) that no changes will occur in the
applicable law or the pertinent facts prior to the issuance of the Shares.

    Based upon the foregoing and subject to the qualifications set forth in
this letter, we are of the opinion that the Shares are validly authorized and,
when (a) the pertinent provisions of the Securities Act and all relevant state
securities laws have been complied with and (b) the Shares have been delivered
against payment therefor as contemplated by the Plan, the Shares will be
legally issued, fully paid and non-assessable.

    We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.  In giving this consent, we do not admit that we are
within the category of persons whose consent is required under Section 7 of
the Securities Act or under the rules and regulations of the Commission
relating thereto.

Very truly yours,



/s/ ICE MILLER DONADIO & RYAN