EXHIBIT 5.1


                                 April 18, 2003


Via U.S. Mail
-------------

Board of Directors
THERMOGENESIS CORP.
3146 Gold Camp Drive
Rancho Cordova, California 95670

         Re:      Common Stock of THERMOGENESIS CORP.

Dear Gentlemen:

     We have acted as counsel to  THERMOGENESIS  CORP.,  a Delaware  corporation
(the "Company"),  in connection with the registration of 3,819,570 shares of the
Company's  common stock (the  "Shares")  under the  Securities  Act of 1933,  as
amended (the "Securities Act"), of which 11,976 of the Shares will be offered to
holders  of the  Company's  warrants,  and all of which  will be sold by selling
stockholders of the Company as further  described in the Company's  registration
statement  on Form  S-3  filed  under  the  Securities  Act  (the  "Registration
Statement").

     For the purpose of rendering this opinion,  we examined originals or copies
of such documents as deemed to be relevant.  In conducting our  examination,  we
assumed,  without  investigation,   the  genuineness  of  all  signatures,   the
correctness of all certificates,  the authenticity of all documents submitted to
us as originals, the conformity to original documents of all documents submitted
as certified or photostatic  copies,  and the  authenticity  of the originals of
such copies,  and the accuracy and completeness of all records made available to
us by the Company.  In addition,  in rendering this opinion, we assumed that the
Shares will be offered in the manner and on the terms  identified or referred to
in the Registration Statement, including all amendments thereto.

     Our opinion is limited solely to matters set forth herein.  The law covered
by the  opinions  expressed  herein is limited to the  Federal Law of the United
States,  the law  applicable to contracts of the State of California and the law
applicable to corporations of the State of Delaware.

     Based upon and subject to the  foregoing,  after  giving due regard to such
issues of law as we deemed  relevant,  and  assuming  that (i) the  Registration
Statement becomes and remains  effective,  and the Prospectus which is a part of
the  Registration  Statement (the  "Prospectus"),  and the  Prospectus  delivery





April 18, 2003
Page 2

requirements  with  respect  thereto,  fulfill  all of the  requirements  of the
Securities Act, throughout all periods relevant to the opinion,  (ii) all offers
and sales of the Shares will be made in compliance  with the securities  laws of
the states having jurisdiction  thereof, and (iii) the Company receives,  to the
extent  applicable,  the consideration set forth in the warrants,  we are of the
opinion that the Shares issued are, and the Shares to be issued will be, legally
issued, fully paid and nonassessable.

     We hereby consent in writing to the use of our opinion as an exhibit to the
Registration  Statement and any amendment thereto. By giving such consent, we do
not thereby  admit that we come within the category of persons  where consent is
required under Section 7 of the  Securities Act or the rules and  regulations of
the Securities and Exchange Commission.

                                    Sincerely,



                                    /S/ BARTEL ENG & SCHRODER
                                    BARTEL ENG & SCHRODER



SMD:llp