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                        [letterhead of Bryan Cave LLP]

                              December 11, 1997


Board of Directors
Conning Corporation
700 Market Street
St. Louis, MO  63101



To the Board of Directors of Conning Corporation:

      We have acted as special counsel for Conning Corporation, a Missouri
corporation (the "Company"), in connection with various legal matters
relating to the filing of a Registration Statement on Form S-1, No. 333-35993
(the "Registration Statement") under the Securities Act of 1933, as amended
(the "Act"), covering the offering and sale of up to 2,875,000 shares
(including 375,000 shares subject to the Underwriters' over-allotment option)
of the Company's Common Stock, par value $.01 per share (the "Shares").

      In connection therewith, we have examined and relied without
investigation as to matters of fact upon the Registration Statement,
certificates of public officials, statements and certificates of officers of
the Company, and originals or copies certified to our satisfaction of the
Restated Articles of Incorporation and Bylaws of the Company, as amended,
proceedings of the Board of Directors of the Company and such other corporate
records, documents, certificates and instruments as we have deemed necessary
or appropriate in order to enable us to render the opinion expressed below.

      In rendering this opinion, we have assumed the genuineness of all
signatures on all documents examined by us, 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 photostatted copies.  We have also
assumed the due authorization, execution and delivery of all documents.

      Based on the foregoing and in reliance thereon, we are of the opinion
that the Shares of the Company, if sold in accordance with the terms set
forth in the Registration Statement, will be legally issued, fully paid and
non-assessable.

      This opinion is not rendered with respect to any laws other than The
General and Business Corporation Law of Missouri.

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The Board of Directors
  of Conning Corporation
December 11, 1997
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      We hereby consent to the filing of this opinion as Exhibit 5.1 to the
Registration Statement and to the use of our name under the caption "Legal
Matters" in the Prospectus filed as a part thereof.  We also consent to your
filing copies of this opinion as an exhibit to the Registration Statement
with agencies of such states as you deem necessary in the course of complying
with the laws of such states regarding the offering and sale of the Shares.
In giving this consent, we do not admit that we are in the category of
persons whose consent is required under Section 7 of the Act or the rules and
regulations of the Securities and Exchange Commission.

                                    Very truly yours,

                                    /s/ Bryan Cave LLP

                                    BRYAN CAVE LLP