Image cytometry for the classification of fine needle aspirate (FNA) biopsies was evaluated in samples from 39 women. Eighteen of them had benign lesions, seven had premalignant lesions, nine had carcinoma in situ, and five had carcinoma. The term, premalignant, here refers to lesions with an increased risk of developing into breast cancer (atypical hyperplasia and, to a lesser extent, moderate or florid hyperplasia). The classifications by cytometry were compared with the microscopic diagnoses of the same FNA samples and of tissue from a subsequent surgical biopsy of the same area. One slide from each breast FNA sample was restained in Azure-A Feulgen. Breast epithelial cells were measured using a texture analysis program on the Leitz TAS-plus. The mean, standard deviation (SD), and interquartile range were calculated for each of 12 nuclear parameters from 200 cells per slide. A discriminant analysis was used to develop a statistical model for classifying individual samples. Six of seven atypical proliferative lesions (atypical hyperplasia and moderate hyperplasia) were identified by image cytometry, but were unrecognized by conventional microscopic examination.