[Beneficial Owner]
 
January 7, 1997
 
Dear Shareholder:
 
  The enclosed Roper Industries, Inc. proxy card is different from the usual
proxy card. Not only does it provide for you to give instructions as to how to
vote your Roper Common Stock, but it also provides a place for you to confirm
the number of shares you beneficially own on the date shown on the card. This,
in turn, will indicate how many votes you will be entitled to cast at the
Annual Meeting to be held on February 14, 1997
 
  The number of votes to which you will be entitled depends generally on when
you acquired your shares and whether or not there has been any change since
the date of acquisition in the "beneficial ownership" of your Common Stock, as
that phrase is defined in Roper's Certificate of Incorporation.
 
  For example, if you purchased all of your Common Stock after December 27,
1992, you will have one vote per share. If you acquired your shares on or
before December 27, 1992 and there has been no change in the beneficial
ownership of your shares, you are entitled to five votes per share.
 
  Also, you may beneficially own some Common Stock in each category, in which
case you will be entitled to five votes with respect to some shares and one
vote with respect to others.
 
  Even though you have acquired shares after December 27, 1992, you may be
entitled to five votes per share if the acquisition of such shares falls
within one of the prescribed exceptions stated in the Certificate of
Incorporation, pertinent portions of which are set forth beginning on page
[A1] of the Notice of Annual Meeting of Shareholders and Proxy Statement.
 
  It is important that you provide the information confirming the beneficial
ownership of your shares in the space provided on the card. If you do not
provide this information, you will be entitled to one vote per share for all
shares covered by the proxy.
 
                                          Very truly yours,
 
                                          Derrick N. Key
                                          President & Chief Executive Officer