September 3, 1997



New Brunswick Scientific Co., Inc.
44 Talmadge Road
P.O. Box 4005
Edison, NJ 08818-4005

Gentlemen:

         We refer you to Amendment No. 1 to the Registration Statement on Form
S-8, File No. 33-16024, (as so amended, the "Registration Statement") under the
Securities Act of 1993, of New Brunswick Scientific Co., Inc. (the "Company")
pertaining to the offer and sale by the Company of up to 231,000 shares of the
Company's Common Stock, par value $.0625 per share (the "Shares") pursuant to
options granted from time to time under the Company's Employee Stock Purchase
Plan (the "Plan").

         We have acted as counsel to the Company in connection with the
Registration Statement. In such capacity, we have examined the Registration
Statement, copies of the Plan, the Company's Certificate of Incorporation and
such other corporate records and documents as we have deemed necessary in order
to express the opinion set forth below.

         Based upon the foregoing examination, it is our opinion that upon the
issuance from time to time of certificates evidencing the Shares and delivery
thereof in exchange for payment therefor in accordance with the Plan, such
Shares shall be validly issued, fully paid and nonassessable.












New Brunswick Scientific Co., Inc.
September 2, 1997
Page 2

         We hereby consent to the use of this opinion as an exhibit to the
Registration Statement and the reference to our firm in prospectus included in
such Registration Statement under the heading "Validity of Common Stock."

                                        Very truly yours,

                                        NORRIS, MCLAUGHLIN & MARCUS, P.A.



                                        /s/ Norris, McLaughlin & Marcus