Tweedy Browne Co LLC, et al. – ‘SC 13D’ on 9/6/00 re: Regal Beloit Corp

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General Statement of Beneficial Ownership   —   Schedule 13D
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Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D      General Statement of Beneficial Ownership             12±    48K 

Document Table of Contents

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SECURITIES AND EXCHANGE COMMISSION        
Washington, D.C. 20549    

SCHEDULE 13D      
(Amendment No. )*       
of        
Tweedy, Browne Company LLC        

SCHEDULE 13D        
(Amendment No. )*       

of          
TBK Partners, L.P.      

SCHEDULE 13D      
(Amendment No. )*         
of          
Vanderbilt Partners, L.P.     

Under the Securities Exchange Act of 1934 
Regal-Beloit Corp.      
(Name of Issuer)        

  Common Stock, Par Value $.01 per Share
(Title of Class of Securities)  

758750103       
(CUSIP Number)      

John D. Spears      
350 Park Avenue     
New York, New York  10022 
(212) 916-0600    
(Name, Address and Telephone Number of Persons
   Authorized to Receive Notices and Communications)

August 29, 2000   
     (Date of Event which Required Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to        
report the acquisition which is the subject of this Schedule 13D, and is        
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following    
box [   ].                                                                      

Check the following box if a fee is paid with the statement [  ].  (A fee is    
not required only if the reporting 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 on this form with respect to the subject class of       
securities, and for any subsequent amendment containing information which       
would alter disclosures provided in a prior cover page.                         

The information required on 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 the provisions of the Act (however, see    
the Notes).                                                                     

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CUSIP No.  758750103                                                            
----------------------------------------------------------------------------    
Names of Reporting Persons I.R.S. Identification Nos. of Above Persons          
Tweedy, Browne Company LLC ("TBC")                                    
----------------------------------------------------------------------------    
(2)  Check the Appropriate Box if a Member of a Group (See Instructions)        
                                                              (a)    [ ]
                                                              (b)    [x]
----------------------------------------------------------------------------    
(3)  SEC Use Only                                                               
----------------------------------------------------------------------------    
(4)  Source of Funds (See Instructions)                                         
00                                                                
----------------------------------------------------------------------------    
(5)  Check if Disclosure of Legal Proceedings is Required Pursuant to Items     
(2)(d) or 2(e)                                                        
                                                                    [  ]
----------------------------------------------------------------------------    
(6)  Citizenship or Place of Organization                                       
Delaware                                                          
----------------------------------------------------------------------------    
(7)   Sole Voting Power       
                            TBC has sole voting power with respect
                           to 883,638 shares held in certain TBC
                         accounts (as hereinafter  defined).
                             Additionally, certain of the Members of
                             TBC may be deemed to have sole power to
                             vote certain shares as more fully set
     forth herein.
Number of Shares     -------------------------------------------------------    
Beneficially             (8)   Shared Voting Power                              
Owned by Each                      0 shares                                     
Reporting Person                                                                
With:                -------------------------------------------------------    
(9)   Sole Dispositive Power  
                          0 shares, except that certain of the
                           members of TBC  may be deemed to have
                               sole power to vote certain shares as more
             fully set forth herein.
               -------------------------------------------------------
(10)  Shared Dispositive Power
                            935,378 shares held in accounts of TBC
               (as hereinafter defined).
----------------------------------------------------------------------------    
(11) Aggregate Amount Beneficially Owned by Each Reporting Person               
935,378 shares                                                
----------------------------------------------------------------------------    
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares          
(See Instructions)                                                 [x]
----------------------------------------------------------------------------    
(13) Percent of Class Represented by Amount in Row (11)                         
4.46%                                                         
----------------------------------------------------------------------------    
(14) Type of Reporting Person (See Instructions)                                
BD, IA & 00                                                   

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CUSIP No.  758750103                                                            
----------------------------------------------------------------------------    

(1)  Names of Reporting Persons I.R.S. Identification Nos. of Above Persons     
TBK Partners, L.P. ("TBK")                                    
----------------------------------------------------------------------------    
(2)  Check the Appropriate Box if a Member of a Group (See Instructions)        
                                                              (a) [  ]
                                                              (b) [ x]
----------------------------------------------------------------------------    
(3)  SEC Use Only                                                               

----------------------------------------------------------------------------    
(4)  Source of Funds (See Instructions)                                         
WC and BK                                                     
----------------------------------------------------------------------------    
(5)  Check if Disclosure of Legal Proceedings is Required Pursuant to           
 Items (2)(d) or 2(e)                                               [  ]

----------------------------------------------------------------------------    
(6)  Citizenship or Place of Organization                                       
Delaware                                                              
----------------------------------------------------------------------------    
 (7)   Sole Voting Power
                            95,120 shares, except that the
                          the general partners in TBK,
                                 solely by reason of their positions
                            as such, may be deemed to have
                                shared power to vote these shares.

Number of Shares       -----------------------------------------------------    
Beneficially                 (8)   Shared Voting Power                          
Owned by Each                          0 shares                                 
Reporting Person                                                                
With:                   -----------------------------------------------------   
      (9)   Sole Dispositive Power
                            95,120 shares, except that the
                             general partners in TBK, solely
                                   by reason of their positions as such,
                          may be deemed to have shared
                         power to vote these shares.
                   -----------------------------------------------------
        (10)  Shared Dispositive Power
      0 shares

----------------------------------------------------------------------------    

(11)  Aggregate Amount Beneficially Owned by Each Reporting Person              
95,120 shares                                               
----------------------------------------------------------------------------    
(12)  Check if the Aggregate Amount in Row (11) Excludes Certain Shares         
(See Instructions)                                               [  ] 
----------------------------------------------------------------------------    
(13) Percent of Class Represented by Amount in Row (11)                         
0.45%                                                         
----------------------------------------------------------------------------    
(14) Type of Reporting Person (See Instructions)                                
PN                                                            

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CUSIP No. 758750103                                                             
----------------------------------------------------------------------------    
(1)  Names of Reporting Persons I.R.S. Identification Nos. of Above Persons     
Vanderbilt Partners, L.P. ("Vanderbilt")                      
----------------------------------------------------------------------------    
(2)  Check the Appropriate Box if a Member of a Group                           
(See Instructions)                                                    
                                                             (a) [ ]
                                                             (b) [X]
----------------------------------------------------------------------------    
(3)  SEC Use Only                                                               

----------------------------------------------------------------------------    
(4)  Source of Funds (See Instructions)                                         
WC and BK                                                     
----------------------------------------------------------------------------    
(5)  Check if Disclosure of Legal Proceedings is Required Pursuant to           
Items (2)(d) or 2(e)                                              [ ] 
----------------------------------------------------------------------------    
(6)  Citizenship or Place of Organization                                       
Delaware                                                      
----------------------------------------------------------------------------    
(7)   Sole Voting Power           
                        19,980 shares, except that the general
                             partners in Vanderbilt, solely by reason of
                           their positions as such, may be deemed to
                         have shared power to vote these shares.

Number of Shares     ------------------------------------------------------     
Beneficially            (8)   Shared Voting Power                               
Owned by each                  0 shares                                         
Reporting Person     ------------------------------------------------------     
With:                        (9)   Sole Dispositive Power                       
                          19,980 shares, except that the general
                     partners in Vanderbilt, solely by
                          reason of their positions as such, may
                     be deemed to have shared power to
      vote these shares.
                 -------------------------------------------------------

(10)   Shared Dispositive Power 
0 shares  
----------------------------------------------------------------------------    
(11) Aggregate Amount Beneficially Owned by Each Reporting Person               
19,980 shares                                                 
----------------------------------------------------------------------------    
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares          
(See Instructions)                                              [  ]  
----------------------------------------------------------------------------    
(13) Percent of Class Represented by Amount in Row (11)                         
0.10%                                                       
----------------------------------------------------------------------------    
(14) Type of Reporting Person (See Instructions)                                
PN                                                            

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PRELIMINARY NOTE                                                                

   This Statement on Schedule 13D (the "Statement") is being filed because
the filing persons may be deemed to be members of a group comprised of Tweedy,  
Browne Company LLC ("TBC"), TBK Partners, L.P. ("TBK") and Vanderbilt           
Partners, L.P. ("Vanderbilt"), which group may be deemed to be beneficial       
owner in the aggregate of in excess of 5% of the Common Stock of Regal-Beloit   
Corp. (the "Company").  However, the filing of this Schedule 13D should not be  
deemed an admission that TBC, TBK and Vanderbilt comprise a group within the    
meaning of Section 13(d)(3) of the Securities and Exchange Act of 1934, as      
amended (the "Act").                                                            

ITEM 1.  SECURITY AND ISSUE                                                     

 This Statement relates to the Common Stock, $.01 par value (the
"Common Stock") of Regal-Beloit Corp. (the "Company"), which, to the best       
knowledge of the persons filing this Schedule 13D, is a company organized       
under the laws of Wisconsin, with its principal executive offices located at    
200 State Street, Beloit, WI 53511-6254.                                        

ITEM 2.  IDENTITY AND BACKGROUND                                                

 (a)      The persons filing this Statement are (i) Tweedy, Browne Company
LLC ("TBC"), a Delaware limited liability company, (ii) TBK Partners, L.P.      
("TBK") a Delaware limited partnership and (iii) Vanderbilt Partners, L.P.      
("Vanderbilt"), a Delaware limited partnership.  Annexed as Exhibit 99.1,       
which is incorporated by reference herein, is an agreement among TBC, TBK and   
Vanderbilt that this Statement is filed on behalf of each of them.  The filing  
of this Statement should not be deemed an admission that TBC, TBK and           
Vanderbilt comprise a group within the meaning of Section 13(d)(3) of the       
Securities Exchange Act of 1934 (the "Act").                                    

This Statement contains information regarding shares of Common
Stock that may be deemed to be beneficially owned by TBC.  Such shares are      
held in the accounts of various customers of TBC, with respect to which         
accounts TBC has investment discretion (the "TBC Accounts"), and with respect   
to some of which it has obtained sole or shared voting power.                   

   The general partners of TBK are Christopher H. Browne, William H.
Browne, and John D. Spears (the "TBK General Partners"). The general partners   
of Vanderbilt are Christopher H. Browne, William H. Browne and John D. Spears   
(the "Vanderbilt General Partners").  The members of TBC are Christopher H.     
Browne, William H. Browne, John D. Spears, Thomas H. Shrager, Robert Q.         
Wyckoff, Jr. (the "TBC Members") and AMG/TBC Holdings Inc. ("Holdings").  By    
reason of their positions as such, the TBC Members may be deemed to control     
TBC and the TBK and Vanderbilt General Partners may be deemed to control TBK    
and Vanderbilt, respectively.                                                   

(b) The business address of each of TBC, TBK, Vanderbilt, the General 
Partners and the TBC members is 350 Park Avenue, New York, NY 10022.            

 (c) TBC is engaged primarily in the business of a securities broker and
dealer and investment adviser, is registered as a broker-dealer and investment  
adviser with the Securities and Exchange Commission, and is a member of the     
National Association of Securities Dealers, Inc.                                

TBK is a private investment partnership and is currently, and at all
relevant times was, engaged primarily in the business of investing in           
securities for its own account.                                                 

   Vanderbilt is a private investment partnership and is currently, and at
all relevant times was, engaged primarily in the business of investing in       
securities for its own account.                                                 

   The present principal occupation of each of the TBK General Partners is
serving as such for TBK.  The present principal occupation of the TBC Members   
is serving as such for TBC. The present principal occupation of each of the     
Vanderbilt General Partners is serving as such for Vanderbilt. Holdings is      
wholly owned by Affiliated Managers Group, Inc., a Boston-based holding         
company which makes equity investments in investment management firms, in       
which management personnel retain a significant interest in the profits of the  
business.  The principal business address of each of TBC and TBK is set forth   
above.                                                                          

(d)    None of TBC, TBK, Vanderbilt, nor any TBK General Partner,   
Vanderbilt General Partner, or Member has, during the last five years, been     
convicted in any criminal proceeding (excluding traffic violations and similar  
misdemeanors).                                                                  

(e)     None of TBC, TBK, Vanderbilt, nor any TBK General Partner,    
Vanderbilt General Partner, or TBC Member has, during the last five years,      
been a party to a civil proceeding of a judicial or administrative body of      
competent jurisdiction as a result of which proceeding it or he was or is       
subject to a judgement, decree or final order enjoining future violations of,   
or prohibiting or mandating activities subject to, federal or state securities  
laws or finding any violations with respect thereto.                            

   (f)    Each of TBK and Vanderbilt is a Delaware limited partnership.  TBC
is a Delaware limited liability company.  Each of the TBK General Partners,     
the Vanderbilt General Partners and TBC Members is a citizen of the United      
States of America, with the exception of Holdings, which is a Delaware          
Corporation.                                                                    

ITEM 3.    SOURCE AND AMOUNTS OF FUNDS OR OTHER CONSIDERATION                   

 As of the date hereof, the number of shares with respect to which TBC
may be deemed to be beneficial owner is 935,378 shares of Common Stock (the     
"TBC Shares").  Such shares are held in the accounts of various customers of    
TBC with respect to which TBC has obtained investment discretion and sole or    
shared voting authority (the TBC "Accounts").  All of the TBC Shares were       
purchased in open market transactions.  The aggregate cost of the TBC Shares,   
including brokerage commissions, was $ 16,834,520.                              

  The TBC Shares are held in the TBC Accounts, the funds therefor coming
from the funds on hand in each individual managed account and in certain        
instances from standard margin account borrowings from brokerage accounts       
maintained at U.S. Clearing.  It is expected that the funds used by the TBC     
Accounts to purchase additional shares of Common Stock, if additional shares    
are purchased by the TBC Accounts (see Item 4 hereof), will come from the       
funds on hand for each individual managed account, which funds borrowed         
pursuant to margin accounts maintained at U.S. Clearing.  Borrowings made by    
certain TBC accounts pursuant to such margin accounts are secured by margin     
securities owned by the respective accounts, including some of the TBC Shares.  
Interest on outstanding borrowings under such margin accounts ranges from 1/2%  
to 2% over the brokers' call rate in effect from time to time at The Bank of    
New York, New York, New York, depending upon the amount of outstanding          
borrowings at any given time.                                                   

  As of the date hereof, TBK beneficially owns directly 95,120 shares of
Common Stock (the "TBK Shares"), all of which shares were purchased in open     
market transactions.  The aggregate cost of the TBK Shares, including           
brokerage commissions, was $1,664,307.                                          

  It is expected that funds used by TBK to purchase additional shares of
Common Stock, if additional shares are purchased by TBK (see Item 4 hereof),    
will come from TBK's general funds, which include cash and cash equivalents on  
hand and in banks.                                                              

TBK's general funds have included, and it is expected that they will
from time to time include, funds borrowed by it pursuant to an understanding    
with Chase Manhattan Bank.  As of the date hereof, TBK has a loan outstanding   
with Chase Manhattan Bank of in the amount $20,000.  Borrowings made by TBK     
pursuant to that understanding bear interest at the brokers' call rate in       
effect from time to time to Chase Manhattan Bank.  TBK's funds may also         
include funds borrowed pursuant to a Line of Credit Agreement between TBK and   
Boston Safe Deposit and Trust Company.  Pursuant to the Line of Credit          
Agreement, TBK may borrow up to $15,000,000 at the brokers' call rate charged   
from time to time by Boston Safe Deposit and Trust Company.  Borrowings made    
by TBK pursuant to its understandings with Chase Manhattan Bank and the Line    
of Credit Agreement with Boston Safe Deposit & Trust Company are secured by     
securities owned by TBK; such borrowings are not secured by any TBK Shares.     
No borrowing from Chase Manhattan Bank or Boston Safe Deposit and Trust         
Company were made for the purpose of acquiring the TBK Shares.  TBK reserves    
the right to include all or any of the shares of Common Stock owned by it at    
any time or from time to time, among the securities that serve as collateral    
for such borrowings, subject to compliance with any applicable statutes and     
regulations.                                                                    

As of the date hereof, Vanderbilt beneficially owns directly 19,980 
shares of Common Stock (the "Vanderbilt Shares"), all of which shares were      
purchased in open market transactions.  The aggregate cost of the Vanderbilt    
Shares, including brokerage commissions, was $321,722.                          

It is expected that funds used by Vanderbilt to purchase additional 
shares of Common Stock, if additional shares are purchased by Vanderbilt (see   
Item 4 hereof), will come from Vanderbilt's general funds, which include cash   
and cash equivalents on hand and in banks.                                      

Vanderbilt's funds may include funds borrowed pursuant to a Line of   
Credit Agreement between Vanderbilt and Boston Safe Deposit and Trust Company.  
Pursuant to the Line of Credit Agreement, Vanderbilt may borrow up to           
$2,000,000 at the brokers' call rate charged from time to time by Boston Safe   
Deposit and Trust Company.  Borrowings made by Vanderbilt pursuant to the Line  
of Credit Agreement with Boston Safe Deposit and Trust Company are secured by   
securities owned by Vanderbilt; such borrowings are not secured by any          
Vanderbilt Shares.  No borrowings from Boston Safe Deposit and Trust Company    
were made by Vanderbilt for the purpose of acquiring the Vanderbilt Shares.     
Vanderbilt reserves the right to include all or any of the shares of Common     
Stock owned by it at any time or from time to time, among the securities that   
serve as collateral for such borrowings, subject to compliance with applicable  
statutes and regulations.                                                       

ITEM 4.  PURPOSE OF TRANSACTION                                                 

   Each of TBC, TBK and Vanderbilt has acquired the shares of Common
Stock owned by it for investment purposes and for none of the reasons           
enumerated in Item 4 of Schedule 13D, except that TBC, TBK and Vanderbilt may   
dispose of all or some of the TBC Shares, the TBK Shares and the Vanderbilt     
Shares respectively, or may acquire additional shares of Common Stock from      
time to time, depending upon price and market conditions, evaluation of         
alternative investments and other factors.  Currently, TBC, TBK and Vanderbilt  
intend to acquire additional shares of Common Stock in the open market,         
depending upon price of the Common Stock from time to time.                     

ITEM 5.  INTEREST IN SECURITIES OF THE ISSUER                                   

(a)  As of the date hereof, TBC may be deemed to be the beneficial
owner of an aggregate of 935,378 shares of Common Stock, which constitutes      
approximately 4.46% of the 20,989,000 shares of Common Stock which TBC          
believes to be the total number of shares of Common Stock outstanding. The      
TBC Shares are held in the TBC Accounts.                                        

      Also included in the TBC shares are 245 shares of Common Stock held in
a certain TBC Account for a charitable foundation of which Christopher H.       
Browne is a trustee.  Mr. Browne is a TBC Member and is also a TBK General      
Partner and a Vanderbilt General Partner.                                       

   As of the date hereof, TBK beneficially owns directly 95,120 shares
of Common Stock, which constitutes approximately 0.45% of the 20,989,000        
shares of Common Stock which TBK believes to be the total number of             
shares of Common Stock outstanding.                                             

 As of the date hereof, Vanderbilt beneficially owns directly 19,980
shares of Common Stock, which constitutes approximately 0.10% of the            
20,989,000 shares of Common Stock which Vanderbilt believes to be the total     
number of shares of Common Stock outstanding.                                   

Each of TBC, TBK and Vanderbilt disclaims that it is the beneficial 
owner of any of the shares of Common Stock held in the TBC Accounts.  The       
aggregate number of shares of Common Stock with respect to which TBC, TBK       
and Vanderbilt could be deemed to be the beneficial owner as of the date        
hereof, is 1,050,478 shares, which constitutes approximately 5.01% of the       
20,989,000 shares of Common Stock, which the filing persons believe to be the   
total number of shares of Common Stock outstanding. Nothing contained           
herein shall be construed as an admission that TBC is the beneficial            
owner of any of the TBC Shares.                                                 

The aggregate number of shares and percentage of Common Stock with
respect to which Messrs. Christopher and William Browne and John D. Spears may  
be deemed to be the beneficial owner by reason of their being a Member of TBC   
and a general partner in TBK and Vanderbilt, respectively, is 1,050,478         
shares, which constitutes approximately 5.01% of the 20,989,000 shares of       
Common Stock outstanding.  Each of Thomas H. Shrager, Robert Q. Wyckoff, Jr.    
and Holdings, by reason of their positions as a TBC member, may be deemed to    
be the beneficial owner of 935,378 shares of Common Stock, which constitutes    
approximately 4.46% of the 20,989,000 shares of Common Stock outstanding.       

   Each of TBC, TBK and Vanderbilt disclaims beneficial ownership of
Common Stock held by the other.  Except as described herein, to the best        
knowledge of TBC, TBK and Vanderbilt, no person who may be deemed to            
comprise a group with any of TBC, TBK, Vanderbilt, or any other person          
named in Item 2 of the Statement, beneficially owns any shares of Common        
Stock.                                                                          

(b)    TBC has investment discretion with respect to 935,378 shares of  
Common Stock held by the TBC Accounts and has sole power to dispose or direct   
the disposition of all of such shares.  Of these shares of Common Stock, TBC    
has sole power to vote or to direct the voting of 883,638 shares of Common      
Stock held in certain TBC Accounts.                                             

Each of the TBC Members, solely by reason of their positions as 
such, may be deemed to have (i) shared power to dispose of or to direct the     
disposition of all of the shares of Common Stock held in the TBC Accounts; and  
(ii) shared power to vote or direct the vote of 883,638 shares of Common        
Stock held in certain TBC Accounts.                                             

   TBK has the sole power to vote or direct the voting of and dispose or
direct the disposition of the TBK Shares.  Each of the TBK General Partners,    
solely by reason of their positions as such, may be deemed to have shared       
power to vote or direct the vote of and to dispose or direct the disposition    
of the TBK Shares.                                                              

Vanderbilt has the sole power to vote or direct the voting of and 
dispose or direct the disposition of the Vanderbilt Shares.  Each of the        
Vanderbilt General Partners, solely by reason of their positions as such,       
may be deemed to have shared power to vote or direct the vote of and to         
dispose or direct the disposition of the Vanderbilt Shares.                     

    ( c)  Transactions in Common Stock effected by TBC, TBK and Vanderbilt
during the sixty-day period ended as of the date hereof are set forth below:    

                                                                [Download Table]

REPORTING                   NO. OF SHARES     NO. OF SHARES     PRICE       
PERSON          DATE        PURCHASED         SOLD              PER SHARE   
                                                                            
TBC Accounts    08/01/00    10,000                               $ 15.911800
                08/03/00    9,200                                $ 15.9090  
                08/04/00    139,890                              $ 16.000   
                08/08/00    575                                  $ 16.796900
                08/17/00                        450              $ 16 7/8   
                08/18/00                        170              $ 16 3/4   
                08/22/00    74,000                               $ 16.0000  
                08/23/00    2,455                                $ 16 3/8   
                08/29/00      315                                $ 17       

TBK:            08/04/00    45,480                               $ 16.000   
                08/08/00    15,425                               $ 16.796900
                08/23/00    6,245                                $ 16 3/8   

Vanderbilt:     08/04/00    18,205                               $ 16.000   


   (d)       To the best knowledge of TBC, each of the persons maintaining
an account with TBC has the right to receive or the power to direct the         
receipt of dividends from, or the proceeds from the sale of, the shares of      
Common Stock held in said person's TBC Account.                                 

  To the best knowledge of TBK, no person other than TBK has the right
to receive or the power to direct the receipt of dividends from, or the         
proceeds from the sale of, the TBK Shares, except that the TBK General          
Partners may be deemed to have such rights and powers solely by                 
reason of being general partners in TBK.                                        

  To the best knowledge of Vanderbilt, no person other than Vanderbilt
has the right to receive or the power to direct the receipt of dividends from,  
or the proceeds from the sale of, the Vanderbilt Shares, except that the        
Vanderbilt General Partners may be deemed to have such rights and powers        
solely by reason of being general partners in Vanderbilt.                       

(e)        Not applicable.                                        

ITEM 6.    CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH        
RESPECT TO SECURITIES OF THE ISSUER.                      

         Except as otherwise described herein, none of TBC, TBK, Vanderbilt,
nor, to the best knowledge of TBC, TBK or Vanderbilt, any other person named    
in Item 2 hereof, has any contact, arrangement, understanding or relationship   
with respect to any securities of the Issuer.                                   

ITEM 7.    MATERIAL TO BE FILED AS EXHIBITS                                     

  Exhibit 99.1- - Agreement pursuant to Rule 13d-1(f)(1)(iii).

SIGNATURE       

Each of Tweedy, Browne Company LLC ("TBC") TBK Partners, L.P.     
("TBK")and Vanderbilt Partners, L.P. ("Vanderbilt") after reasonable inquiry    
and to the best of its knowledge and belief, hereby certifies that the          
information set forth in this Statement is true, complete and correct.          

                                TWEEDY, BROWNE COMPANY LLC

                                    By:  /s/ Christopher H. Browne
                                      --------------------------------
                                     Christopher H. Browne
                      Member

                        TBK PARTNERS, L.P.

                                    By:  /s/ Christopher H. Browne
                                      --------------------------------
                                     Christopher H. Browne
                               General Partner

                               VANDERBILT PARTNERS, L.P.

                                     By :  /s/ Christopher H. Browne
                                      --------------------------------
                                       Christopher H. Browne
                                 General Partner

Dated:   August 29, 2000                                                        

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EXHIBIT 99.1    

        AGREEMENT dated as of August 29, 2000 among Tweedy, Browne Company
L.L.C., a Delaware limited liability company ("TBC"), TBK Partners L.P., a      
Delaware limited partnership ("TBK"), and Vanderbilt Partners, L.P., a          
Delaware limited partnership ("Vanderbilt").                                    

WITNESSETH:     

         WHEREAS, TBC, TBK and Vanderbilt may be deemed to have acquired, in
the aggregate, beneficial ownership of more than five percent of the Common     
Stock (the "Common Stock") of Regal-Beloit Corp.(the "Company") and             

       WHEREAS, pursuant to Rule 13d-1 under the Securities Exchange Act
of 1934 (the "Act"), a Statement on Schedule 13D must be filed by any person    
who acquires more than five percent of registered equity securities; and        

        WHEREAS, in accordance with Rule 13d-1(f)of the Act, only one such
Statement need be filed whenever two or more persons are required to file such  
a Statement pursuant to Section 13(d) of the Act with respect to the same       
securities, provided that said persons agree in writing that such Statement is  
filed on behalf of each of them.                                                

 NOW, THEREFORE, in consideration of the premises and mutual
agreements herein contained, the parties hereto agree as follows:               

      TBC, TBK and Vanderbilt do hereby agree, in accordance with Rule
13d-1(f) under the Act, to file one Statement on Schedule 13D relating to       
their ownership of the Common Stock, and do hereby further agree that said      
Statement shall be filed on behalf of each of TBC, TBK and Vanderbilt.          
Nothing herein, however, shall be, or shall be deemed to be, an admission that  
the parties hereto, or any of them, are members of a "group" (within the        
meaning of Section 13(d) of the Act and the rules and regulations promulgated   
thereunder) with respect to any securities of the Company.                      

      IN WITNESS WHEREOF, the parties have executed this Agreement as of the
date first above written.                                                       

TWEEDY, BROWNE COMPANY LLC                       TBK Partners, L.P.             

By /s/ Christopher H. Browne                     By /s/ Christopher H. Browne   
---------------------------                      -------------------------
Christopher H. Browne                            Christopher H. Browne    
Member                                           General Partner          

VANDERBILT PARTNERS LLC                                                         

By /s/ Christopher H. Browne                                                    
--------------------------                                                
Christopher H. Browne                                                     
General Partner                                                           

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 13D’ Filing		Date		First		Last			Other Filings
Filed on:		9/6/00							None on these Dates
		8/29/00		1		6
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