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OMB APPROVAL
UNITED STATES OMB Number: 3235-0145
SECURITIES AND EXCHANGE COMMISSION Expires: October 31, 1994
Washington, D.C. 20549 Estimated average burden
hours per response 14.90
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 5 )*
ROPER INDUSTRIES, INC.
(Name of Issuer)
COMMON
(Title of Class of Securities)
776696106
(CUSIP Number)
Check the following box if a fee is being paid with this statement
|_|. (A fee is not required only if the filing person: (1) has a
previous statement on file reporting beneficial ownership of more
than five percent of the class of securities described in Item 1;
and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of five percent or less of such class.) (See
Rule 13d-7).
*The remainder of this cover page shall be filled out for a
reporting person's initial filing of this form with respect to the
subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.
The information required in the remainder of this cover page shall
not be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).
1 NAME OF REPORTING PERSON
SS. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
INGALLS & SNYDER LLC
13-5156620
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
NEW YORK STATE
NUMBER OF 5 SOLE VOTING POWER 253,810
SHARES
BENEFICIALLY 6 SHARED VOTING POWER -0-
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER 1,730,012
REPORTING
PERSON 8 SHARED DISPOSITIVE POWER -0-
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,730,012
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.6% (Based on 30,874,154 shares outstanding as of September
8, 1997 pursuant to the Company's Form 10Q for the period
ended July 31, 1997).
12 TYPE OF REPORTING PERSON *
BD
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Under the Securities Exchange Act of 1934
Item 1. SECURITY AND ISSUER
(a) Title of Class of Equity Securities: Common
(b) Name and Address of Issuer's Roper Industries, Inc.
Principal Executive Offices: 160 Ben Burton Rd
Bogart, GA 30622
Item 2. IDENTITY AND BACKGROUND
(a) Name: INGALLS & SNYDER LLC
(b) Address of Principal Business Office: 61 Broadway
New York, NY 10006
(c) Citizenship: New York Limited Liability Company
(d) Title of Class of Securities: Common
(e) Cusip Number 776696106
Item 3. If this statement is filed pursuant to rule 13d-1(b), or
13d-2(b), check whether the person filing is a:
(a) Broker or Dealer registered under Section 15 of the Act
Item 4. Ownership
(a) 1,730,012
(b) 5.6% (Based on 30,874,154 shares outstanding as of
September 8, 1997 pursuant to the Company's Form 10Q for
the period ended July 31, 1997).
(c)
(I) 253,810
(II) -0-
(III) 1,730,012
(IV) -0-
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable
Item 6. Ownership of More than five Percent on Behalf of Another
Person
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company
Not Applicable
Item 8. Identification and Classification of Members of the Group
Not Applicable
Item 9. Notice of Dissolution of Group
Not Applicable
Item 10. Certification
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having such
purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
February 9, 1998
Joseph F. Antizzo,
Managing Director