UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                               ___________________

                                    FORM 10-Q

[X]     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
        SECURITIES EXCHANGE ACT OF 1934
                        For the quarterly period ended January 31, 2002.

[_]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934
             For the transition period from_______________ to ___________.

                         Commission File Number 1-12273

                             ROPER INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)

                  Delaware                                      51-0263969
        (State or other jurisdiction of                      (I.R.S. Employer
        incorporation or organization)                       Identification No.)

             160 Ben Burton Road
                Bogart, Georgia                                    30622
        (Address of principal executive offices)                 (Zip Code)

                                 (706) 369-7170
              (Registrant's telephone number, including area code)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X   No___
                                      ---

The number of shares outstanding of the Registrant's common stock as of March
11, 2002 was approximately 31,199,763.

ROPER INDUSTRIES, INC.

REPORT ON FORM 10-Q FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2002

TABLE OF CONTENTS

                                                                                      Page
                                                                                      ----

PART I.       FINANCIAL INFORMATION

Item 1.    Financial Statements:

              Condensed Consolidated Statements of Earnings                             3

              Condensed Consolidated Balance Sheets                                     4

              Condensed Consolidated Statements of Cash Flows                           5

              Condensed Consolidated Statements of Changes in Stockholders'
                Equity and Comprehensive Earnings                                       6

              Notes to Condensed Consolidated Financial Statements                      7

Item 2.    Management's Discussion and Analysis of Financial
              Condition and Results of Operations                                      11

Item 3.    Quantitative and Qualitative Disclosures About Market Risk                  15

PART II.      OTHER INFORMATION

Item 6.    Exhibits and Reports on Form 8-K                                            16

           Signatures                                                                  17

                                       2

PART I.           FINANCIAL INFORMATION

Item 1.           Financial Statements

Roper Industries, Inc. and Subsidiaries
Condensed Consolidated Statements of Earnings (unaudited)
(in thousands, except per share data)

                                                     Three months ended
                                                         January 31,
                                               -------------------------------
                                                   2002              2001
                                               -------------    --------------

Net sales                                      $     149,584    $      137,664
Cost of sales                                         70,155            67,923
                                               -------------    --------------

Gross profit                                          79,429            69,741

Selling, general and administrative expenses          54,782            47,877
                                               -------------    --------------

Operating profit                                      24,647            21,864

Interest expense                                       4,631             4,099
Other income                                           1,969               467
                                               -------------    --------------

Earnings before income taxes                          21,985            18,232

Income taxes                                           7,475             6,472
                                               -------------    --------------

Net earnings                                   $      14,510    $       11,760
                                               =============    ==============

Net earnings per common share:
   Basic                                       $        0.47    $         0.38
   Diluted                                              0.46              0.38

Weighted average common shares outstanding:
   Basic                                              30,987            30,613
   Diluted                                            31,826            31,297

Dividends declared per common share            $      0.0825    $       0.0750

     See accompanying notes to condensed consolidated financial statements.

                                       3

Roper Industries, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets (unaudited)
(in thousands)

                                                             January 31,         October 31,
                                                                2002                 2001
                                                             -----------         -----------
                                                                           
ASSETS

Cash and cash equivalents                                    $    19,961         $    16,190
Accounts receivable, net                                         111,785             121,271
Inventories                                                       89,720              90,347
Other current assets                                               3,554               5,245
                                                             -----------         -----------
   Total current assets                                          225,020             233,053

Property, plant and equipment, net                                49,921              51,887
Goodwill, net                                                    423,521             421,916
Other intangible assets, net                                      30,664              31,101
Other noncurrent assets                                           31,456              24,165
                                                             -----------         -----------

   Total assets                                              $   760,582         $   762,122
                                                             ===========         ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

Accounts payable                                             $    31,630         $    34,233
Accrued liabilities                                               48,516              61,020
Income taxes payable                                              10,953               5,617
Current portion of long-term debt                                  8,367               3,010
                                                             -----------         -----------
   Total current liabilities                                      99,466             103,880

Long-term debt                                                   315,361             323,830
Other noncurrent liabilities                                      11,345              10,906
                                                             -----------         -----------
   Total liabilities                                             426,172             438,616
                                                             -----------         -----------

Common stock                                                         324                 321
Additional paid-in capital                                        85,266              80,510
Retained earnings                                                287,201             275,259
Accumulated other comprehensive earnings                         (13,799)             (7,757)
Treasury stock                                                   (24,582)            (24,827)
                                                             -----------         -----------
   Total stockholders' equity                                    334,410             323,506
                                                             -----------         -----------

   Total liabilities and stockholders' equity                $   760,582         $   762,122
                                                             ===========         ===========

     See accompanying notes to condensed consolidated financial statements.

                                        4

Roper Industries, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows (unaudited)
(in thousands)

                                                                              Three months ended
                                                                                 January 31,
                                                                           -------------------------
                                                                             2002             2001
                                                                           --------         --------
                                                                                      
Cash flows from operating activities:
   Net earnings                                                            $ 14,510         $ 11,760
   Depreciation                                                               2,879            2,405
   Amortization                                                               1,178            4,196
   Other, net                                                                (7,041)           6,877
                                                                           --------         --------

     Net cash provided by operating activities                               11,526           25,238
                                                                           --------         --------

Cash flows from investing activities:
   Acquisitions of business, net of cash acquired                            (7,747)            (839)
   Capital expenditures                                                      (1,935)          (1,441)
   Other, net                                                                  (212)             (17)
                                                                           --------         --------

     Net cash used in investing activities                                   (9,894)          (2,297)
                                                                           --------         --------

Cash flows from financing activities:
   Debt borrowings                                                           12,743                -
   Debt payments                                                            (12,242)         (17,763)
   Dividends                                                                 (2,568)          (2,297)
   Other, net                                                                 4,961              846
                                                                           --------         --------

     Net cash provided (used) in financing activities                         2,894          (19,214)
                                                                           --------         --------

Effect of foreign currency exchange rate changes on cash                       (755)             226
                                                                           --------         --------

Net increase (decrease) in cash and cash equivalents                          3,771            3,953

Cash and cash equivalents, beginning of period                               16,190           11,372
                                                                           --------         --------

Cash and cash equivalents, end of period                                   $ 19,961         $ 15,325
                                                                           ========         ========

Supplemental disclosures:
   Cash paid for:
     Interest                                                              $  6,692         $  5,522
                                                                           ========         ========
     Income taxes, net of refunds received                                 $  2,598         $  1,190
                                                                           ========         ========
     Net assets of businesses acquired:
       Fair value of assets, including goodwill                            $  7,747         $    839
       Liabilities assumed                                                        -                -
                                                                           --------         --------
         Cash paid, net of cash acquired                                   $  7,747         $    839
                                                                           ========         ========

     See accompanying notes to condensed consolidated financial statements.

                                        5

Roper Industries, Inc. and Subsidiaries
Condensed Consolidated Statements of Changes in Stockholders' Equity and
Comprehensive Earnings (Unaudited)
(In thousands)

                                                                                   Accum.
                                                                                    other
                                                         Additional                compre-                                Compre-
                                               Common     paid-in     Retained     hensive      Treasury                  hensive
                                               stock      capital     earnings     earnings      stock        Total       earnings
                                             ---------   ---------   ---------    ---------    ---------    ---------    ---------
                                                                                                    
Balances at October 31, 2000                 $     319   $  75,117   $ 228,652    $  (8,913)   $ (24,984)   $ 270,191

Net earnings                                         -           -      11,760            -            -       11,760    $  11,760
Exercise of stock options                            -         781           -            -            -          781            -
Treasury stock sold                                  -          21           -            -           44           65            -
Other comprehensive earnings:
  Currency translation adjustments                   -           -           -        2,849            -        2,849        2,849
Dividends declared                                   -           -      (2,297)           -            -       (2,297)           -
                                             ---------   ---------   ---------    ---------    ---------    ---------    ---------

Balances at January 31, 2001                 $     319   $  75,919   $ 238,115    $  (6,064)   $ (24,940)   $ 283,349    $  14,609
                                             =========   =========   =========    =========    =========    =========    =========

Balances at October 31, 2001                 $     321   $  80,510   $ 275,259    $  (7,757)   $ (24,827)   $ 323,506

Net earnings                                         -           -      14,510            -            -       14,510    $  14,510
Exercise of stock options                            3       4,386           -            -            -        4,389            -
Treasury stock sold                                  -          45           -            -           35           80            -
Shares issued under incentive bonus plan             -         325           -            -          210          535            -
Other comprehensive earnings:
  Currency translation adjustments                   -           -           -       (6,042)           -       (6,042)      (6,042)
Dividends declared                                   -           -      (2,568)           -            -       (2,568)           -
                                             ---------   ---------   ---------    ---------    ---------    ---------    ---------

Balances at January 31, 2002                 $     324   $  85,266   $ 287,201    $ (13,799)   $ (24,582)   $ 334,410    $   8,468
                                             =========   =========   =========    =========    =========    =========    =========

     See accompanying notes to condensed consolidated financial statements.

                                        6

Roper Industries, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements

1.   Basis of Presentation

The accompanying condensed consolidated financial statements for the three-month
periods ended January 31, 2002 and 2001 are unaudited. In the opinion of
management, the accompanying unaudited condensed consolidated financial
statements reflect all adjustments, which include only normal recurring
adjustments, necessary to present fairly the financial position, results of
operations and cash flows of Roper Industries, Inc. ("Roper") and its
subsidiaries for all periods presented.

Certain reclassifications have been made to previously reported information.

Roper's management has made a number of estimates and assumptions relating to
the reporting of assets and liabilities and the disclosure of contingent assets
and liabilities to prepare these condensed consolidated financial statements in
conformity with generally accepted accounting principles. Actual results could
differ from those estimates.

The results of operations for the three months ended January 31, 2002 are not
necessarily indicative of the results to be expected in the future or for the
full fiscal year. It is recommended that these unaudited condensed consolidated
financial statements be read in conjunction with Roper's consolidated financial
statements and the notes thereto included in its 2001 Annual Report on Form 10-K
filed with the Securities and Exchange Commission.

2.   Earnings Per Share

Basic earnings per share was calculated by dividing net earnings (the same as
earnings available to common shares) by the weighted average number of common
shares outstanding during the period. Diluted earnings per share included the
dilutive effect of common stock equivalents outstanding during the period.
Common stock equivalents consisted of stock options.

3.   Fair Value of Financial Instruments

At January 31, 2002, the estimated fair value of Roper's $125 million
fixed-rate, long-term notes was $130.6 million, representing an unrecorded
decrease in Roper's net assets of $5.6 million. This compared to a similar
unrecorded decrease in net assets of $11.7 million at October 31, 2001. The
change from October 31, 2001 was the result of increased interest rates during
the three months ended January 31, 2002.

The fair values of all other financial instruments at January 31, 2002 were
considered to approximate the carrying values of the underlying assets and
liabilities.

4.   Inventories

                                                  January 31,       October 31,
                                                     2002              2001
                                                  -----------       -----------
                                                         (in thousands)

Raw materials and supplies                        $    46,274       $    47,339
Work in process                                        11,633            13,047
Finished products                                      33,136            31,284
LIFO reserve                                           (1,323)           (1,323)
                                                  -----------       -----------

                                                  $    89,720       $    90,347
                                                  ===========       ===========

                                        7

5.   Goodwill, net

                                                  Analytical           Fluid         Industrial
                                                     Inst.           Handling         Controls            Total
                                                 -------------    --------------    -------------    --------------
                                                                           (in thousands)

Balances at October 31, 2001                     $     283,289    $       64,721    $      73,906    $      421,916

Additions                                                7,638               107                2             7,747
Currency translation adjustments                        (4,184)             (747)            (180)           (5,111)
Reclassifications                                       (1,120)               89                -            (1,031)
                                                 -------------    --------------    -------------    --------------

Balances at January 31, 2002                     $     285,623    $       64,170    $      73,728    $      423,521
                                                 =============    ==============    =============    ==============

Roper has adopted Statement of Financial Accounting Standards ("SFAS") 142 -
"Goodwill and Other Intangible Assets" effective November 1, 2001. SFAS 142
provides that goodwill is not subject to amortization. Instead, it is subject to
a periodic review that must occur at least annually at a reporting unit level
for possible impairment. SFAS 142 also provides that the initial reviews of each
reporting unit must be completed within six months of the adoption of the
standard. If upon completion of these reviews an impairment of goodwill is
indicated, the valuation of the impairment is to occur as soon as possible, but
no later than the end of Roper's current fiscal year. Roper has yet to complete
these initial reviews. Any such initial impairment would be reported as a change
in accounting principles and would require retroactive recognition to the
beginning of this fiscal year.

6.   Other intangible assets, net

                                                                                     Accumulated        Net book
                                                                       Cost            amort.             value
                                                                  --------------    -------------    --------------
                                                                                   (in thousands)
                                                                                            
Assets subject to amortization:
   Existing customer base                                         $       12,784    $        (532)   $       12,252
   Unpatented technology                                                   7,257             (704)            6,553
   Patents and other protective rights                                     6,709           (3,096)            3,613
   Deferred financing costs                                                1,374             (252)            1,122
   Sales order backlog                                                       389             (389)                -
Assets not subject to amortization:
   Trade names                                                             7,124                -             7,124
                                                                  --------------    -------------    --------------

Balances at January 31, 2002                                      $       35,637    $      (4,973)   $       30,664
                                                                  ==============    =============    ==============

Amortization expense of other intangible assets was $1,178,000 and $225,000
during the three months ended January 31, 2002 and 2001, respectively.

                                       8

7.    Industry Segments

Sales and operating profit by industry segment are set forth in the following
table (dollars in thousands):

                                            Three months ended
                                                January 31,
                                     -------------------------------        Percent
                                          2002             2001             change
                                     --------------    -------------    --------------
                                                                   
Net sales:
   Analytical Instrumentation        $       81,668    $      58,727         +39.1   %
   Fluid Handling                            23,470           33,130         -29.2
   Industrial Controls                       44,446           45,807          -3.0
                                     --------------    -------------    --------------

     Total                           $      149,584    $     137,664          +8.7   %
                                     ==============    =============    ==============

Gross profit:
   Analytical Instrumentation        $       46,324    $      32,437         +42.8   %
   Fluid Handling                            10,217           16,054         -36.4
   Industrial Controls                       22,888           21,250          +7.7
                                     --------------    -------------    --------------

     Total                           $       79,429    $      69,741         +13.9   %
                                     ==============    =============    ==============

Operating profit*:
   Analytical Instrumentation        $       16,099    $       9,331         +72.5   %
   Fluid Handling                             3,742            7,613         -50.8
   Industrial Controls                        8,242            7,258         +13.6
                                     --------------    -------------    --------------

     Total                           $       28,083    $      24,202         +16.0   %
                                     ==============    =============    ==============

  *  Operating profit is before unallocated corporate general and administrative
     expenses. Such expenses were $3,436 and $2,338 for the three months ended
     January 31, 2002 and 2001, respectively.

                                       9

8.  SFAS 142 Transitional Reporting Requirements

With the adoption of SFAS 142 at the beginning of fiscal 2002, this standard
provides that its accounting for goodwill and other intangible assets not be
retroactively applied to previously reported results. However, it does provide
for the following analysis comparing the current to the previous accounting
practice.

                                                             Three months ended
                                                                 January 31,
                                                          ----------------------
                                                             2002        2001
                                                          ----------  ----------

Net earnings, as reported                                 $   14,510  $   11,760
Add back: goodwill amortization, net of income taxes               -       3,169
                                                          ----------  ----------

Net earnings, adjusted                                    $   14,510  $   14,929
                                                          ==========  ==========

Basic earnings per share:
  Net earnings, as reported                               $     0.47  $     0.38
  Add back: goodwill amortization, net of income taxes             -        0.10
  Rounding                                                         -        0.01
                                                          ----------  ----------

  Net earnings, adjusted                                  $     0.47  $     0.49
                                                          ==========  ==========

Diluted earnings per share:
  Net earnings, as reported                               $     0.46  $     0.38
  Add back: goodwill amortization                                  -        0.10
                                                          ----------  ----------

  Net earnings, adjusted                                  $     0.46  $     0.48
                                                          ==========  ==========

                                       10

Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations

Roper's consolidated financial statements are prepared in conformity with
generally accepted accounting principles in the United States ("GAAP"). GAAP
requires the use of estimates, assumptions, judgments and interpretations
(collectively referred to as "uncertainties") that can affect the reporting of
assets, liabilities, revenues, expenses and supplemental disclosures. Although
Roper believes the positions it has taken with regard to uncertainties are
reasonable, others might reach different conclusions and Roper's positions can
change over time as more information becomes available.

For accounting and financial reporting purposes, Roper's uncertainties are most
frequently encountered in the areas of accounts receivable collectibility,
inventory utilization, goodwill analysis, future warranty obligations, future
medical and other employee welfare costs, future claims related to product
liability, employment practices and other casualty and liability issues, amounts
that might be recoverable from insurance companies, revenue recognition and
income taxes.

Most of these uncertainties are evaluated using a combination of historical
experience, current conditions and relatively short-term forecasting. Accounts
receivable are regularly reviewed for customers not paying within agreed upon
terms, whether these amounts are consistent with past experiences, what
historical experience has been with amounts deemed uncollectible, impacts of
current and near-term forecast economic conditions might have on collection
efforts in general and with specific customers, etc. Inventory quantities on
hand are regularly compared against anticipated future usage determined as a
function of historical usage or forecasts related to specific items to evaluate
obsolescence and excessive quantities. Future warranty obligations are evaluated
using, among other factors, historical cost experience, product evolution and
customer feedback. Insurance-related claims are evaluated weighing the costs of
various courses of action against the probability of various outcomes and the
length of time involved to reach a conclusion. A large volume of Roper's sales
involves products and services related to custom and/or highly engineered items.
Interpretation may be required to determine the appropriate point in time when
revenue is properly recorded. Revenues related the use of the percentage-of-
completion method of accounting are dependent on comparisons of total costs
incurred compared to total estimated costs. Income taxes can be affected by
estimates of where (i.e. numerous worldwide jurisdictions) future earnings will
occur and how and when cash is repatriated, combined with other aspects of
Roper's overall income tax strategy. Some historical transactions have income
tax effects going forward. Accounting rules require these future effects to be
evaluated using current laws, rules and regulations. These laws, rules and
regulations can change at any time and in an unpredictable manner.

Except for goodwill, the diversity of Roper's operations and the insignificance
of individual transactions and balances to Roper as a whole lead Roper to
believe it unlikely that different assumptions or different conditions regarding
uncertainties would result in materially different results from those reported
by Roper.

The evaluation of goodwill under Roper's newly adopted standard (although not
yet fully implemented, see Note 5 to Roper's condensed consolidated financial
statements included elsewhere in this report) requires a valuation of the entire
underlying business. This can be significantly affected by estimates of future
performance and discount rates over a relatively long period of time. These
estimates will likely change over time. If an impairment of goodwill is
indicated, the entire impairment is recorded immediately, and it is possible in
this circumstance that an impairment of goodwill could result that would be
material to Roper's results. Roper's acquisitions have generally included a
large goodwill component and this is expected to continue with future
acquisitions. Roper generally expects its acquisition activity to increase.

Additional discussion of various accounting policies used by Roper can be found
in its consolidated financial statements included in its Annual Report on Form
10-K as filed with the Securities and Exchange Commission for the year ended
October 31, 2001 and elsewhere in this report.

The following discussion should be read in conjunction with Management's
Discussion and Analysis of Financial Condition and Results of Operations
included in Roper's Annual Report on Form 10-K for the year ended October 31,
2001 and Note 7 to Roper's condensed consolidated financial statements included
elsewhere in this report.

Results of operations

The following table sets forth certain information relating to the operations of
Roper expressed as a percentage of net sales:

                                                       Three months ended
                                                           January 31,
                                                 ------------------------------
                                                     2002              2001
                                                 -------------    -------------
Gross profit:
  Analytical Instrumentation                            56.7 %           55.2 %
  Fluid Handling                                        43.5             48.5
  Industrial Controls                                   51.5             46.4
                                                 -------------    -------------
                                                        53.1 %           50.7 %
                                                 =============    =============
Operating profit:
  Analytical Instrumentation                            19.7 %           15.9 %
  Fluid Handling                                        15.9             23.0
  Industrial Controls                                   18.5             15.8
  Unallocated corporate expenses                        (2.3)            (1.7)
                                                 -------------    -------------
                                                        16.5             15.9
Interest expense                                        (3.1)            (3.0)
Other income                                             1.3              0.3
                                                 -------------    -------------
Earnings before income taxes                            14.7             13.2
Income taxes                                             5.0              4.7
                                                 -------------    -------------
Net earnings                                             9.7 %            8.5 %
                                                 =============    =============

                                       11

Net sales increased $11.9 million, or 9%, during the three months ended January
31, 2002 compared to the three months ended January 31, 2001. Most of this
increase resulted from the fiscal 2002 contributions of businesses acquired
subsequent to January 31, 2001, particularly the Struers and Logitech
businesses. On a pro forma basis to include all fiscal 2001 acquisitions and
exclude the exited Petrotech businesses from the beginning of fiscal 2001, sales
for the quarter ended January 31, 2002 decreased 5% compared to the quarter
ended January 31, 2001. Most of this decrease was attributed to weak
semiconductor, automotive and general industrial markets.

The Analytical Instrumentation segment's net sales increased 39% primarily due
to acquisitions, particularly Struers and Logitech. Net sales for the first
quarter of fiscal 2002 increased 2% compared to pro forma net sales for the
first quarter of fiscal 2001. Net sales for the Fluid Handling segment decreased
29% for the three months ended January 31, 2002 compared to the similar period
ended January 31, 2001 on sharply lower semiconductor-related sales. These sales
were down 84%. Other sales in this segment decreased 10%, mostly from weaker
markets throughout the remaining businesses. Although the Industrial Controls
segment's net sales decreased 3% in the first quarter of fiscal 2002 compared to
the similar period in fiscal 2001, net sales increased 2% compared to last
year's pro forma net sales. The decrease in actual net sales was caused mostly
by Petrotech's exited operations being excluded from fiscal 2002's results. The
increase in pro forma net sales was mostly the result of additional sales to RAO
Gazprom, a large Russian natural gas company.

Roper's overall gross profit percentage increased mostly due to the higher
margins experienced at recently acquired companies (that contributed most of the
increase for the Analytical Instrumentation segment) and the elimination of
Petrotech's lower margin businesses (that contributed most of the increase in
the Industrial Controls segment) that was partially offset by the adverse
leverage from reduced sales at other businesses (that, along with a
lesser-margin product mix in 2002, contributed most of the decrease in the Fluid
Handling segment).

Selling, general and administrative ("SG&A") expenses increased $6.9 million, or
14%, during the three months ended January 31, 2002 compared to the first three
months of fiscal 2001. SG&A expenses in the first quarter of fiscal 2001
included $4.0 million of goodwill amortization compared to no such amortization
recorded in fiscal 2002. SG&A expenses in fiscal 2002 for recently acquired
companies were $10.2 million.

Interest expense increased in the first quarter of fiscal 2002 compared to the
first quarter of fiscal 2001 as a result of higher borrowing levels partially
offset by lower interest rates. Average borrowing levels were about $100 million
higher in the first quarter of fiscal 2002 compared to the prior year (due to
financing the recent acquisitions), but Roper's effective interest rate was
about 1.5 percentage points lower this year. Most of Roper's current borrowings
bear interest at a function of 3-month or shorter LIBOR (or similar) rates.

Other income in fiscal 2002 includes about $1.3 million of foreign currency
exchange gains, mostly on certain euro-denominated borrowings. These borrowings
represent a natural hedge against some of the euro-denominated operating results
of non-U.S. businesses. Also included in other income was $0.3 million of
interest earned associated with the vendor financing program with Gazprom. There
were no comparable items to these in the first quarter of fiscal 2001.

Roper's effective income tax rate was 34.0% during the first three months of
fiscal 2002 compared to 35.5% during the first three months of fiscal 2001. This
decrease resulted primarily from the new accounting standard affecting goodwill.
Although goodwill is no longer amortized for book purposes, some goodwill
amortization is allowed for income tax purposes.

Other comprehensive earnings represented the change in cumulative translation
adjustments related to the net assets of non-U.S. subsidiaries whose functional
currency was not the U.S. dollar. The net change during each of the three months
ended January 31, 2002 and 2001 was mostly related to Roper's subsidiaries in
Europe and Japan. Foreign currency effects on Roper's reported net earnings and
cash flows have generally not been significant.

                                       12

The following table summarizes net sales orders and backlog information
(in thousands):

                                           Net sales orders                      Sales order backlog
                                    Three months ended January 31,                   January 31,
                                -------------------------------------  --------------------------------------
                                   2002                2001                2002                2001
                                -----------  ------------------------  -----------  -------------------------
                                  Actual      Pro forma      Actual       Actual      Pro forma        Actual
                                -----------  -----------  -----------  -----------  -------------- ----------

Analytical Instrumentation      $    79,379  $    92,855  $    66,886  $    59,527  $    80,054   $    60,713
Fluid Handling                       27,704       33,270       33,270       25,241       26,406        26,406
Industrial Controls                  46,445       51,902       54,430       32,759       34,997        38,413
                                -----------  -----------  -----------  -----------  -----------   -----------
                                $   153,528  $   178,027  $   154,586  $   117,527  $   141,457   $   125,532
                                ===========  ===========  ===========  ===========  ===========   ===========

Analytical Instrumentation sales orders reflect the recently acquired
businesses partially offset by lower sales orders by the segment's digital
imaging businesses, which had very strong sales orders in the first quarter of
fiscal 2001. Fluid Handling's sales orders decreased in the first quarter of
fiscal 2002 primarily from the reduced level of semiconductor-related business.
Sales orders for Industrial Controls decreased in fiscal 2002 compared to the
prior year mostly due to the timing of orders received from Gazprom. Gazprom
orders were relatively high in the first quarter of fiscal 2001 and low in the
second quarter of that year. Changes in backlog are generally consistent with
the changes in sales orders. However in the Fluid Handling segment, the
non-semiconductor-related businesses enter the second quarter of fiscal 2002
with backlog 23% higher than that at January 31, 2001. Part of this increase
represents large orders for extended term projects. These other businesses
largely offset the 88% decline in the semiconductor-related business.

Total sales orders for the three months ended January 31, 2002 were also
adversely impacted about 1% due to currency exchange rate differences compared
to either the end of fiscal 2001 or the first quarter of fiscal 2001.

Financial Condition, Liquidity and Capital Resources

Total current assets exceeded total current liabilities by $125.6 million at
January 31, 2002 compared to $129.2 million at October 31, 2002, or a decrease
of $3.6 million. Excluding cash and cash equivalents, the decrease would have
been $7.4 million. Approximately $4 million of this decrease resulted from
converting assets into cash and most of the remaining decrease resulted from the
effects of currency translation adjustments. Total debt was $323.7 million at
January 31, 2002 (49% of total capital) compared to $326.8 million at October
31, 2001 (50% of total capital). The modest level of improved financial leverage
was impacted by the Gazprom vendor financing program which had an $11.8 million
adverse effect on cash flows from operating activities in the first
quarter of fiscal 2002. This program will not apply to future shipments. Roper
expects its financial leverage to decrease throughout the remainder of fiscal
2002, excluding the effects of any future acquisitions.

Roper's principal $275 million credit facility with a group of banks provides
most of its daily external financing requirements, consisting of revolving
loans, swing line loans and letters of credit. At January 31, 2002, utilization
of this facility included $174.8 million of borrowings and $3.1 million of
outstanding letters of credit, resulting in approximately $97.1 million
available for additional borrowings. Roper expects that its available additional
borrowing capacity combined with the cash flows expected to be generated from
its existing businesses will be sufficient to fund any reasonable normal
operating requirements and finance additional acquisitions.

Roper may also explore opportunities to increase its access to additional funds
through debt and/or equity instrument transactions.

Roper expects to continue an active acquisition program. However, the completion
of future acquisitions will be dependent upon numerous factors and it is not
feasible to reasonably estimate when any such acquisitions will occur, what the
financing requirements will be or what the impact will be on Roper's operations,
earnings, or other financial results or financial condition. Completion of
future acquisitions may increase Roper's financial leverage from that at January
31, 2002.

Roper expects fiscal 2002 to be another year of record sales and earnings.

                                       13

Recently Issued Accounting Standards

Roper has adopted Statement of Financial Accounting Standards ("SFAS") 142 -
"Goodwill and Other Intangible Assets" effective November 1, 2001. However,
Roper has yet to complete all of the steps required by this new standard in
their entirety. Roper has yet to complete its initial review of its acquired
units for possible impairment of any goodwill associated with these
acquisitions. See Note 5 to Roper's condensed consolidated financial statements
included elsewhere in this report for further discussion of the transition
procedures related to the adoption of this standard.

SFAS 143 - "Accounting for Asset Retirement Obligations" is required to be
adopted by Roper by November 1, 2002. Roper does not currently have, nor is it
expected to have, any material asset retirement obligations subject to this new
standard.

SFAS 144 - "Accounting for the Impairment or Disposal of Long-Lived Assets" is
required to be adopted by Roper by November 1, 2002. This new standard does not
apply to goodwill. Roper does not expect the adoption of this standard to result
in an impairment charge.

Forward-Looking Information

The information provided in this report, in other Roper filings with the
Securities and Exchange Commission, and in other press releases and public
disclosures contains forward-looking statements about Roper's businesses and
prospects as to which there are numerous risks and uncertainties which are
generally beyond Roper's control. Some of these risks include the level and the
timing of future business with Gazprom and other Eastern European customers and
their ability to obtain financing, changes in interest and currency exchange
rates, market conditions including the duration and extent of the current
economic recession, continued success of Roper's cost reduction efforts and the
future operating results of newly acquired companies. There is no assurance that
these and other risks and uncertainties will not have an adverse impact on
Roper's future operations, financial condition, or financial results. Roper does
not undertake any obligation to update any forward-looking statements.

                                       14

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Roper is exposed to interest rate risks on its outstanding variable-rate
borrowings and to the extent changing interest rates affect the fair value of
its fixed-rate term note borrowings. Roper is exposed to foreign exchange risks
pertaining to its business denominated in currencies other than the U.S. dollar.
Roper is exposed to equity market risks pertaining to the traded price of its
common stock.

At January 31, 2002, Roper had a combination of relatively variable-rate
borrowings (primarily borrowings under the $275 million credit facility) and
fixed-rate borrowings (primarily $125 million of term notes). Although each
borrowing under the $275 million credit facility has a fixed rate, the terms of
these individual borrowings are generally only 1-3 months.

Roper's outstanding variable-rate borrowings were approximately $130 million at
January 31, 2002. Based on this level of debt, an increase or decrease in
interest rates by 10 basis points would increase or decrease annualized interest
expense by about $130,000. At January 31, 2002, current interest rates were
below the fixed rates on the term notes. This resulted in the estimated total
fair value of these notes at that date being greater than the total face amount
of the notes by approximately $5.6 million (compared to $11.7 million at October
31, 2001). The excess fair value of the notes represents an unrecorded decrease
in Roper's net assets. A 0.1% increase or decrease in interest rates decreases
or increases the fair value of the notes by about $700,000.

Roper and its subsidiary companies generally do not enter into significant
transactions denominated in currencies other than the U.S. dollar or their
functional currency. Non-U.S. dollar balances and transactions at January 31,
2002 and for the period then ended were principally denominated in Western
European or Japanese currencies. For the three months ended January 31, 2002,
approximately 28% of Roper's net sales were denominated in these currencies.
Roper expects that these currencies will remain relatively stable. Compared to
currency exchange rates that existed at either October 31, 2001 or during the
first quarter of fiscal 2001, sales and operating profit during the first
quarter of fiscal 2002 were adversely affected by about 1% due to currency
exchange rate differences. These adverse effects were mitigated by
currency-related gains reported as part of other income.

Equity markets are influenced by many factors and changes in Roper's stock price
may be influenced by factors other than Roper's historical earnings and by
factors not within Roper's control. The volatility of Roper's common stock
prices preceding an option grant is directly related to the valuation of that
grant for purposes of determining pro forma earnings disclosures. Roper's stock
prices following an option grant directly influence the dilutive effect of these
options for earnings per share calculations. The sensitivities of these issues
to a change in Roper's stock price are not readily determinable, but a change in
Roper's stock price by $1.00 is not believed to have a material effect on
Roper's financial statements or disclosures.

                                       15

Part II.          OTHER INFORMATION

Item 6.           Exhibits and Reports on Form 8-K

a.        Exhibits

         /(a)/ 3.1   Amended and Restated Certificate of Incorporation,
                     including Form of Certificate of Designation, Preferences
                     and Rights of Series A Preferred Stock

         /(b)/ 3.2   Amended and Restated By-Laws

         /(c)/4.01   Rights Agreement between Roper Industries, Inc. and
                     SunTrust Bank, Atlanta, Inc. as Rights Agent, dated as of
                     January 8, 1996, including Certificate of Designation,
                     Preferences  and Rights of Series A  Preferred  Stock
                     (Exhibit A), Form of Rights Certificate (Exhibit B)
                     and Summary of Rights (Exhibit C)

         /(b)/4.02   Credit Agreement dated as of May 18, 2000

         /(b)/4.03   Note Purchase Agreement dated as of May 18, 2000

b.           Reports on Form 8-K

                     None.

_______________________________

   /(a)/  Incorporated herein by reference to Exhibits 3.1 and 10.2 to the Roper
          Industries, Inc. Annual Report on Form 10-K filed January 21, 1998.
   /(b)/  Incorporated herein by reference to Exhibits 3.2, 4.02, 4.03 and 10.06
          to the Roper Industries, Inc. Quarterly Report on Form 10-Q filed
          September 13, 2000.
   /(c)/  Incorporated herein by reference to Exhibit 4.02 to the Roper
          Industries, Inc. Current Report on Form 8-K filed January 18, 1996.

                                       16

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated.

    Signature                                    Title                           Date
    ---------                                    -----                           ----
                                                                       
/s/ Brian D. Jellison                   Chief Executive Officer and          March 14, 2002
- ----------------------------------
Brian D. Jellison                       President

/s/ Martin S. Headley                   Vice President and                   March 14, 2002
- ----------------------------------
Martin S. Headley                       Chief Financial Officer

/s/ Kevin G. McHugh                     Controller                           March 14, 2002
- ----------------------------------
Kevin G. McHugh

                                       17

                                  EXHIBIT INDEX
                             TO REPORT ON FORM 10-Q

Number                                  Exhibit
- ------                                  -------

   3.1   Amended and Restated Certificate of Incorporation, including Form of
         Certificate of Designation, Preferences and Rights of Series A
         Preferred Stock, incorporated herein by reference to Exhibit 3.1 to the
         Roper Industries, Inc. Annual Report on Form 10-K filed January 21,
         1998.

   3.2   Amended and Restated By-Laws, incorporated herein by reference to
         Exhibit 3.2 to the Roper Industries, Inc. Quarterly Report on Form 10-Q
         filed September 13, 2000.

  4.01   Rights Agreement between Roper Industries, Inc. and SunTrust Bank,
         Atlanta, Inc. as Rights Agent, dated as of January 8, 1996, including
         Certificate of Designation, Preferences and Rights of Series A
         Preferred Stock (Exhibit A), Form of Rights Certificate (Exhibit B) and
         Summary of Rights (Exhibit C), incorporated herein by reference to
         Exhibit 4.02 to the Roper Industries, Inc. Current Report on Form 8-K
         filed January 18, 1996.

  4.02   Credit Agreement dated as May 18, 2000, incorporated herein by
         reference to Exhibit 4.02 to the Roper Industries, Inc. Quarterly
         Report on Form 10-Q filed September 13, 2000.

  4.03   Note Purchase Agreement dated as May 18, 2000, incorporated herein by
         reference to Exhibit 4.03 to the Roper Industries, Inc. Quarterly
         Report on Form 10-Q filed September 13, 2000.

                                       18