Robbins & Myers Inc · 10-K405 · For 8/31/95

Filed On 11/28/95   ·   SEC File 0-00288   ·   Accession Number 950152-95-2768

Annual Report -- [X] Reg. S-K Item 405   ·   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K405     Robbins & Myers 10-K 405                              44    238K 
 2: EX-4.1      Robbins & Myers EX-4.1                                21     79K 
 3: EX-4.4      Robbins & Myers EX-4.4                                 7     30K 
 4: EX-4.7      Robbins & Myers EX-4.7                                22     74K 
 5: EX-11.1     Robbins & Myers EX-11.1                                2±    11K 
 6: EX-23.1     Robbins & Myers EX-23.1                                1      7K 
 7: EX-24.1     Robbins & Myers EX-24.1                                6     18K 
 8: EX-27       Robbins & Myers EX-27                                  1      7K 

10-K405   ·   Robbins & Myers 10-K 405
Document Table of Contents

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549 

FORM 10-K 

[ X ]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF 
THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]

For the Fiscal Year                                          Commission       
Ended August 31, 1995                                      File Number 0-288    
---------------------                                      -----------------    

ROBBINS & MYERS, INC.   
----------------------------------------------------------------------------    
(Exact name of Registrant as specified in its charter)                          

   OHIO                                                 31-0424220
-------------------------                                -------------------    
(State of incorporation)                                    (I.R.S. employer    
                                                    identification number)

1400 Kettering Tower, Dayton, Ohio                                  45423 
---------------------------------------------------                  -------    
(Address of principal executive offices)                       (Zip code)     

Registrant's telephone number, including area code:   

(513)  222-2610   

Securities registered pursuant to section 12(b) of the Act:                     

                                                  Name of each exchange on
Title of each class                                      which registered       
-------------------                                  ------------------------   

NONE                                                     NONE       

Securities registered pursuant to section 12(g) of the Act:                     

Common shares, without par value
(Title of Class)

       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 at least the past 90 days.  Yes  x .  No_____.          

Indicate by check mark if disclosure of delinquent filers pursuant to Item  
405 of Regulation S-K is not contained herein, and will not be contained, to    
the best of registrant's knowledge, in definitive proxy or information          
statements incorporated by reference in Part III of this Form 10-K or any       
amendment to this Form 10-K. [X].                                               

(Cover Page continues on next page) 

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At the close of business on October 24, 1995:                                 

Number of Common Shares, without                                          
par value, outstanding...........................5,222,571              

Aggregate market value of Common                                          
Shares, without par value, held                                         
by non-affiliates of the Company..............$122,152,494              

DOCUMENT INCORPORATED BY REFERENCE  
----------------------------------  

  1)     Robbins & Myers, Inc. Proxy Statement, dated November 14, 1995,
      for its Annual Meeting of Shareholders on December 13, 1995,
     definitive copies of the foregoing have been filed with the
       Commission.  Only such portions of the Proxy Statement as are
       specifically incorporated by reference under Part III of this
Report shall be deemed filed as part of this Report.  

INDEX TO EXHIBITS at page 23 of this Report.

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ITEM 1.  BUSINESS.                                                              
------   --------                                                               

BACKGROUND                                                                      
----------                                                                      

     Robbins & Myers, Inc., an Ohio corporation (the "Company"), commenced
business operations in 1878. After a series of divestitures, which culminated   
in August 1991 with the sale of its electric motor business, the Company's sole 
remaining business was the manufacture and sale of Moyno(R) progressing cavity  
products for industrial, municipal wastewater treatment, and oilfield           
applications.                                                                   

In 1991, the Company stated that its long-term strategy was to  
capitalize on its domestic market leading position in progressing cavity pump   
technology, its manufacturing strengths, and expertise in fluids management to  
develop, through acquisitions and internal growth, a portfolio of               
highly-engineered fluids management equipment and products.  As markets and     
competition have become increasingly global, a key element of the Company's     
strategy is to compete worldwide with fluids management products, having strong 
market positions and recognized brand names, that offer significant             
opportunities for increasing domestic and international sales to the Company's  
principal markets.                                                              

      In February 1992, the Company purchased its Prochem mixer product line
and in February 1993 purchased a portable mixer product line. Those             
acquisitions provided the initial base for the development of the Company's     
mixer business.                                                                 

     On June 30, 1994, the Company acquired its Pfaudler, Inc., Chemineer,
Inc. and Edlon, Inc. business units for $117,045,000 in cash and subordinated   
notes of the Company and 2.0 million stock appreciation rights. The Company     
purchased and retired 1.85 million of these stock appreciation rights for $18.0 
million in cash on October 24, 1995. The June 30, 1994 acquisitions were        
accounted for as purchases and, accordingly, the results of the acquired        
companies are included in the Company's results of operations since July 1,     
1994.  See "Business Acquisition" note of the Notes to Consolidated Financial   
Statements included at Item 8 of this report ("Notes to Consolidated Financial  
Statements").                                                                   

On March 1, 1995, the Company purchased Pharoah Corp. and Cannon
Process Equipment Limited for cash and subordinated notes totaling $12,898,000  
and entered  into a partnership with Universal Process Equipment(UPE).  These   
transactions were key elements of the Company's initiative in 1995 to expand    
its parts and field service business.                                           

BUSINESS                                                                        
--------                                                                        

  The Company is principally engaged in the design, manufacture, and
marketing of fluids management equipment for the process industries. Its four   
product classifications are: (i) progressing cavity products; (ii) mixing and   
turbine agitation equipment; (iii) glass-lined storage and reactor vessels, and 
(iv) related products (engineered systems, fluoropolymer linings and valves).   
These products are used for applications in industries that must move, control, 
process and store fluids in specialized environments.  The Company's primary    
markets are the chemical, pharmaceutical, oil and gas recovery, wastewater      
treatment, pulp and paper, food and beverage and mining industries.  The        
Company believes its design and                                                 

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engineering capabilities, its worldwide knowledge of the process industries,    
its distributed manufacturing capabilities, its application know-how, and its   
parts and field service capabilities allow it to compete effectively both       
domestically and internationally in the fluids management industry.             

The Company operates in one industry segment--fluids  
management. Information concerning the Company's net sales, operating income    
and identifiable assets by geographic area and export sales for the years ended 
August 31, 1995, 1994, and 1993 is included in the Information by Geographic    
Area note to the Consolidated Financial Statements included at Item 8, and is   
incorporated herein by reference.                                               

International sales represented approximately 45% of  
consolidated sales in fiscal 1995.  The sales of the Company's four principal   
product classifications for fiscal 1995 as a percentage of consolidated sales   
were as follows:  progressing cavity products - 30%; mixing and turbine         
agitation equipment - 22%; glass-lined storage and reactor vessels - 38%; and   
related products (engineered systems, fluoropolymer linings, and valves) - 10%. 

PROGRESSING CAVITY PRODUCTS 

         The Company is the worldwide leader in the manufacture and sale
of progressing cavity products.  The principal elements of a progressing cavity 
product, e.g. a pump, consist of a high-strength steel rod...called the         
rotor...which is motor driven to rotate in a elastomer-lined steel              
tube...called the stator.  The rotating element generates positive displacement 
in the stator to deliver uniform fluid flow, at rates proportional to the       
rotational speed of the rotor.  Progressing cavity technology is used in pump   
products sold to industrial markets and pumps and power elements for the oil    
and gas markets.                                                                

INDUSTRIAL MARKETS                                    

     For industrial markets, the Company markets a wide range of
progressing cavity pumps under the brand names Moyno(R) and R&M(R).  Its        
principal customers in this market are involved in municipal wastewater         
treatment, pulp and paper production, and food and beverage processing.         
Related products sold for industrial uses include sensors, grinders, and        
accessories and replacement parts for its pump products.  Progressing cavity    
products for industrial markets are principally manufactured at the Company's   
Springfield, Ohio facilities.                                                   

    Progressing cavity pumps are versatile and well-suited for
demanding applications.  They can be positioned at any angle and can deliver    
flow in either direction, without modification or accessories.  They handle     
high pressure water and shear sensitive materials to heavy, viscous abrasive,   
solid-laden slurries and sludges.  In many demanding applications, they are     
regarded as the pump of choice.                                                 

            The marketing and sale of industrial products is directed from the
Company's Springfield, Ohio offices.  Distribution is managed through several   
regional and district offices in North America and foreign sales offices and    
product distribution centers located in Singapore, Chandlers Ford, England and  
Vilvoorde, Belgium.  Products are sold directly to wastewater treatment         
customers and through                                                           

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independent distributors for most other applications.  In addition to new       
product sales, the sale of replacement parts for the industrial pump market is  
a significant source of business.                                               

  While the Company believes it is the world leader in the
manufacture of progressing cavity pumps, the market is highly competitive and   
includes many different types of similar equipment and a significant number of  
competitors, none of which is dominant.  The Company is recognized for its high 
levels of product quality and attention to customer requirements.               

OIL AND GAS MARKETS                                   

         The Company's principal products for the oil and gas market are
down-hole pumps and power elements used to drive the drilling element in the    
drilling of wells.  The capability of the progressing cavity technology to be   
applied at various angles and to reverse fluid flow has enabled the Company to  
become a leader in the development of pumping and directional drilling products 
for the oil and gas recovery and drilling industries.                           

          Moyno(R) down-hole pumps are primarily used to pump crude oil to
the surface and for dewatering gas wells.  Moyno(R) pumps are available in a    
variety of models for various flow rates, pumping depths, and well conditions.  
The Company's down-hole pumps are noted for long run life and depth of pumping  
range.                                                                          

      Moyno(R) down-hole power elements utilize progressing cavity
technology to drive the drilling element in oil and gas well drilling. The      
Company manufactures over 30 models which operate at various speeds and torques 
to meet specific down-hole, directional, drilling requirements.                 

        Oilfield products are manufactured at facilities in Fairfield,
California and Petit-Rechain, Belgium.  Down-hole pumps are principally sold in 
North America through a sales alliance with the Highland Division of Energy     
Ventures, Inc.  Moyno(R) motor elements are sold worldwide on a direct basis to 
manufacturers of drilling equipment and major oilfield service companies.       

          Competition is increasing in down-hole pumps as more progressing
cavity pump manufacturers enter the market.  Competitive pressure is intense    
for the Moyno(R) motor elements due to backward integration of former customers 
and recent mergers and acquisitions among suppliers of oilfield services.  The  
Company intends to remain a leading supplier in this industry by continuing to  
maintain very high product quality and extensive customer support.  In          
addition, the Company continues its efforts in materials research aimed at both 
improving product life and extending product applications.                      

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MIXING AND TURBINE AGITATION EQUIPMENT

       The Company is one of the leading manufacturers of mixing and
turbine agitation equipment on a worldwide basis and is a technological leader  
in providing  solutions to customer mixing problems in the fluids management    
industry.  The uses of the Company's mixer and turbine agitation equipment      
range from simple storage tank agitation to critical applications in            
polymerization and fermentation processes.  Mixer products are sold under the   
Chemineer(R), Prochem(R), Kenics(R) and Valchem(R) brand names.                 

        Chemineer products include its line of high-quality HT Turbine
Agitators.  These gear-driven agitators are available in various sizes, with a  
wide selection of mounting methods, and drive ranges from 1 to 1,000            
horsepower.  The Chemineer line also includes top-entry CT Turbine Agitators,   
with drive ranges from 1/2 to 5 horsepower, designed for less demanding         
applications, and a line of portable, gear-driven mixers which can be clamp     
mounted to tanks to handle batch mixing needs.   The principal markets for      
Chemineer products are the chemical, pharmaceutical, petrochemical, food        
processing and wastewater treatment industries.                                 

  Prochem products are principally belt-driven mixers used
principally in the pulp and paper, mining, and mineral processing industries.   
Kenics mixers are continuous mixing and processing devices, with no moving      
parts, which are used in specialized static mixing and heat transfer            
applications.                                                                   

    Mixing and turbine agitation equipment is  manufactured at
facilities in the United States and England, and through a licensee in Mexico.  
These products are marketed worldwide to a diverse customer base, with products 
being sold primarily through manufacturers representatives.  The Company also   
maintains direct sales offices in Houston, Texas and England.  The Company      
established a research and development facility to focus on the development of  
new products and on applied research.  It has also introduced computer          
technology to perform on-site customized application engineering.  Replacement  
parts and service account for a significant portion of revenues.                

           The mixer and agitation equipment industry is highly competitive.
Three companies account for a significant portion of domestic sales, but        
compete with the numerous smaller companies.  The Company believes that         
Lightnin, a unit of General Signal Corporation, has the largest share of the    
global market, with the Company being number two in market share.  The Company  
believes that its application engineering know-how, diverse products, product   
quality, and customer support allow it to compete effectively in the market     
place.                                                                          

GLASS-LINED STORAGE AND REACTOR VESSELS 

            The Company is the worldwide leader in the manufacture and sale of
glass-lined storage and reactor vessels and related equipment for use in the    
chemical and pharmaceutical industries.                                         

          The Company's Pfaudler unit bonds glass to the interior of steel
vessels to form a fused composite, referred to as Glasteel(R), which provides a 
vessel in                                                                       

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which materials can be processed or stored in an inert, nonsticking,            
corrosion-resistant environment.  Reactor vessels range in capacities from 1 to 
15,000 gallons, are generally custom-ordered and designed, and can be equipped  
with various accessories, such as agitators, instrumentation and baffles.       
Storage vessels have capacities up to 25,000 gallons.                           

           Pfaudler vessels are manufactured at plants in the United States,
Scotland, England, Germany, Mexico, and Brazil and in India by a 40%-owned      
joint venture company.  Pfaudler's international manufacturing capability       
allows it to respond quickly to market demands for both sales and service.      

         Replacement parts, relining of glass vessels, and field service
represent a significant portion of revenues.  This portion of the Pfaudler      
business was strengthened in 1995 by the acquisition of Pharoah Corp. and       
Cannon Process Equipment Limited and the formation of a partnership with        
Universal Process Equipment Corporation.  This partnership is engaged in the    
sale of reconditioned and used vessels.                                         

     Pfaudler vessels are marketed worldwide under the tradename
Glasteel(R) to end-users through its direct sales force.  The industry is       
dominated by two major suppliers.  Pfaudler believes that it is currently the   
largest supplier of vessels, with DeDietrich, a French manufacturer, being the  
next largest supplier.                                                          

RELATED PRODUCTS

  The Company also manufactures and markets to the process
industries several products which compliment its principal products.  These     
related products include engineered systems, fluoropolymer linings and valves.  

        The Company's engineered systems group designs and sells fluid
heating/cooling systems used with reactor vessels to control fluid temperature  
in the manufacturing and processing of pharmaceuticals and specialty chemicals. 
These systems are often skid-mounted, functional systems comprised of heat      
exchangers, circulation pumps, piping, control valves, transmitters, heaters,   
refrigeration units, or cooling towers, depending on project requirements.  The 
Company's engineered systems group also designs and sells fluid separators,     
known as wiped film evaporators.  The Company maintains a computer-driven and   
controlled pilot plant test facility for use by Company and customer engineers  
to determine and evaluate operating parameters in the production and processing 
of pharmaceuticals, chemicals, and other products.                              

         The Company's Edlon unit manufactures and markets fluoropolymer
roll covers and liners for process equipment, isostatically molded liners for   
pipe and flowmeters, and vessel and piping accessories.  Its products are       
principally used in the chemical industry to provide corrosion-resistant        
environments and in the paper industry for release applications. Its products   
are manufactured at facilities in Avondale, Pennsylvania and Scotland.          

       The Company also manufactures pinch valves.  Pinch valves are
comprised of a molded rubber sleeve valve, ranging in diameter from one to 24   
inches, and a pincher, enclosed in a casting.  The pincher literally pinches    
shut the sleeve valve to provide quick shut-off.  These valves are used in      
general industrial                                                              

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applications, usually involving harsh fluids where immediate shut-off of flow   
is required.                                                                    

GENERAL                                                                         
-------                                                                         

            At August 31, 1995, the Company's order backlog was $106.7 million
compared to $73.9 million at the beginning of the year. Within the next twelve  
months, the Company expects to ship over 99% of the current backlog.  Sales of  
the Company's products are not subject to material seasonal fluctuations.       

      Basic manufacturing raw materials are purchased from various
domestic and foreign vendors.  The supply of raw materials and components has   
been adequate and available without significant delivery delays.  No events are 
known or anticipated that would change the sources and availability of raw      
materials.                                                                      

         The Company owns a number of patents relating to the design and
manufacture of its products.  While the Company considers these patents         
important to its operations, it believes that the successful manufacture and    
sale of its products depend more upon technological know-how and manufacturing  
skills.  The Company is committed to maintaining high quality manufacturing     
standards and has completed ISO certification at several facilities.  The       
Company owns a number of trademarks registered in various countries, including  
Moyno(R), R&M(R), RKL(R), Chemineer(R), Prochem(R), Valchem(R), Kenics(R),      
Pfaudler(R), Glasteel(R), Cryo-Lock(R), and Edlon(R) which it considers         
important to the successful marketing of its products.                          

      During 1995, the Company spent approximately $2.4 million on
research and development activities compared to $1.4 million and $1.3 million   
in 1994 and 1993, respectively.                                                 

      Compliance with federal, state and local laws regulating the
discharge of materials into the environment is not anticipated to have any      
material effect upon the capital expenditures, earnings, or competitive         
position of the Company.                                                        

            At August 31, 1995, the Company had approximately 2,340 employees.
Approximately 870 employees were covered by collective bargaining agreements at 
various locations.  In September 1995, the Company entered into a new           
three-year contract covering approximately 230 employees represented by the     
United Steelworkers of America at the Company's Pfaudler facility in Rochester, 
New York.  The agreement covering approximately 260 employees at its            
Springfield, Ohio facility expires on January 31, 1996.  The Company considers  
labor relations at each of its locations to be good.                            

ITEM 2.   PROPERTIES                                                            
------    ----------                                                            

           The following table sets forth certain information concerning the
Company's principal facilities.                                                 

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                                Floor                          Products                       
                                -----                          --------                       
                                Space   Owned/               Manufactured                     
                                -----   -----                ------------                     
Location                       Sq. Ft.  Leased            or Use of Facility                  
--------                       -------  ------            -------------------                 
                                                                                              
DOMESTIC:                                                                                     

Dayton, Ohio                   11,500   Leased (1)  Executive Offices                         

Fairfield, California          60,000   Owned       Progressing cavity pumps and power        
                                                    sections                                  

Springfield, Ohio             272,800   Owned       Progressing cavity pumps, grinders,       
                                                    sensors and pinch valves                  

Dayton, Ohio                  160,000   Leased (2)  Turbine agitators and static mixers       

North Andover, Massachusetts   30,000   Leased (3)  Static mixers and heat exchangers         

Avondale, Pennsylvania         50,000   Owned       Roll covers and liners for process        
                                                    equipment                                 

Rochester, New York           500,000   Owned       Glass-lined vessels                       

Rochester, New York            10,000   Owned       Parts and field service for glass-lined   
                                                    vessels                                   

FOREIGN:                                                                                      

Chandlers Ford, England        10,000   Leased (4)  Distribution center for progressing cavity
                                                    pumps and related products                

Petit-Rechain, Belgium         15,000   Owned       Progressing Cavity Pumps and power        
                                                    sections                                  

Singapore                       5,000   Leased (5)  Distribution center for progressing cavity
                                                    pumps and related products                

Brampton, Ontario              41,500   Leased (6)  Side entry agitators and portable mixers  

Derby, England                 20,000   Leased (7)  Turbine agitators and static mixers       

Bilston, England               50,000   Owned       Parts and field service for glass-lined   
                                                    vessels                                   

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                                                        · Enlarge/Download Table
                                                                                         
Kearsley, England             14,000  Owned       Parts and field service for glass-lined
                                                  vessels                                

Levin, Scotland              240,000  Owned       Glass-lined vessels                    

Mexico City, Mexico          110,000  Owned       Glass-lined vessels                    

Sao Jose Dos Campos, Brazil   30,000  Leased (8)  Blower wheels                          

Schwetzingen, Germany        400,000  Owned       Glass-lined vessels                    

Taubate, Brazil              100,000  Owned       Glass-lined vessels                    

     (1)    Leased for term expiring November 30, 1997, with options to renew.
(2)    Leased for a term expiring December 31, 1999, with options to
renew.                                                
 (3)    Leased for a term expiring October 31, 1995, with an option to
extend for three additional years.                    
(4)    Leased for a term expiring January 31, 1997                  
(5)    Leased for a term expiring May 31, 1997.                     
   (6)    Leased for a term expiring September 30, 1998, with an option to
renew for an additional five year term.               
(7)    Leased for a term expiring December 31, 2001.                
  (8)    Leased on an annual basis and renewable for successive one year
terms ending December 31 of each year.                

          In addition, the Company owns a 40,000 square-foot manufacturing
plant in Lumberton, New Jersey which has been vacated and listed for sale.  The 
Company believes its facilities are in satisfactory condition and generally     
adequate for its business requirements.  At August 31, 1995, utilization of     
plants was at an approximate 90% level.                                         

ITEM 3.   LEGAL PROCEEDINGS                                                     
------    -----------------                                                     

The Company is presently not a party to any material legal proceedings. 

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                   
------    ---------------------------------------------------                   

NONE.                                                 

EXECUTIVE OFFICERS OF THE REGISTRANT                                            
------------------------------------                                            

            Maynard H. Murch IV, age 51, has been Chairman of the Board of the
Company since July, 1979 and a director of the Company since 1977.  Mr. Murch   
is also President and Chief Executive Officer of Maynard H. Murch Co., Inc.     
(investments), which is managing general partner of M.H.M. & Co., Ltd.          
(investments).  Mr. Murch is also Vice President (since June, 1976) of          
Parker/Hunter Incorporated (dealer in securities), a successor firm to Murch    
and Co., Inc., a securities firm which Mr. Murch had been associated with since 
1968.                                                                           

           Daniel W. Duval, age 59, is President and Chief Executive Officer
of the Company and a director of the Company.  He was elected to his position   
on December 3, 1986.  Prior to joining the Company, he was President and Chief  
Operating Officer of Midland-Ross Corporation (a manufacturer of electrical,    

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electronic and aerospace products and thermal systems) having held various      
positions with that company since 1960.                                         

       Gerald L. Connelly, age 53, is Vice President of the Company,
having been elected to that position on June 30, 1994.  He is also President of 
the Process Industries Group and President of Pfaudler, Inc.  He was President  
of the Process Industries Group of Eagle Industries, Inc. from  1993 until      
joining the Company.  Previously, he served as President of Pulsafeeder, Inc.   
(metering pumps) for ten years.                                                 

         George M. Walker, age 58, is Vice President and Chief Financial
Officer of the Company, having been elected to that position in 1972. From 1968 
to 1972, he held various positions with the Company in the areas of finance     
and accounting, including the position of Controller. Prior to 1968, he was     
employed by the accounting firm of Ernst & Young LLP for eight years.           

           Howard O. Royer, age 57, is Treasurer of the Company, having been
elected to that position on June 28, 1995.  He had previously been employed by  
the Company from 1975 to 1985, serving as Treasurer at the time of his          
departure. Prior to rejoining the Company, he was employed by Nissan Motor      
Corp., USA, most recently holding the position of Vice President, Finance and   
Information Systems.                                                            

          Joseph M. Rigot, age 52, is Secretary and General Counsel of the
Company, having been elected to that position in 1990.  He has been a partner   
with the law firm of Thompson, Hine and Flory, Dayton, Ohio, for more than five 
years.                                                                          

        The term of office of all executive officers of the Company is
until the next Annual Meeting of Directors (December 13, 1995) or until their   
respective successors are elected.                                              

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PART II 
------- 

ITEM 5.   MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER     
------    -----------------------------------------------------------------     
MATTERS                                                                         
-------                                                                         

            (A)  The Company's common shares are traded on the NASDAQ/National
Market System under the symbol ROBN.  The prices presented in the following     
table are the high and low sales prices for the common shares for the periods   
presented as reported in the National Market System.                            

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                                                                    Dividends            
                                       High                 Low                    Paid  
-----------------------------------------------------------------------------------------
 1995                                                                                    
-----------------------                                                                  
                                                                                         
 1st Quarter                         $20.20              $16.75                   $.075  

 2nd Quarter                          22.75               16.50                    .075  

 3rd Quarter                          28.50               20.75                    .075  

 4th Quarter                          28.75               25.00                    .075  

 1994                                                                                    
------------------------                                                                 
 1st Quarter                          20.75               15.50                   .0625  

 2nd Quarter                          19.00               15.50                    .075  

 3rd Quarter                          20.50               17.00                    .075  

 4th Quarter                          20.25               18.00                    .075  

         (b) As of October 10, 1995, the Company had 636 shareholders of
record.  Based on requests from brokers and other nominees, the Company         
estimates there are an additional 884 shareholders, or 1520 beneficial owners   
of its shares.                                                                  

           (c) Dividends paid on common shares are presented in the table in
Item 5(a).  The Company's credit agreements include certain covenants which     
restrict the Company's payment of dividends.  At August 31, 1995, $5,789,000 of 
retained earnings were available for the payment of future dividends.           

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ITEM 6.   SELECTED FINANCIAL DATA                                               
---------------------------------                                               

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Robbins & Myers, Inc. and Subsidiaries                                                                                        
(in thousands except per share data)                            1995 (3)     1994 (3)       1993        1992(3)       1991    
============================================================================================================================  
                                                                                                                              
Summary of Operations                                                                                                         
      From Continuing Operations                                                                                              
           Net Sales                                            $302,952     $121,647     $ 85,057     $ 75,588     $ 78,662  
           Cost of Sales                                         201,648       76,666       52,296       45,508       49,415  
           Income Before Income Taxes                             19,033       10,645        9,746        9,832        9,711  
           Income Taxes                                            7,208        4,290        3,561        1,959        1,041  
                                                                ============================================================  
      Income Before Extraordinary Gain, Cumulative Effect                                                                     
           of Accounting Changes and Discontinued Operations      11,825        6,355        6,178        7,873        8,670  
      Extraordinary Gain from Early Extinguishment                                                                            
           of Debt                                                 1,332            0            0            0            0  
      Cumulative Effect of Accounting Changes                          0            0       (8,018)           0            0  
      Loss from Discontinued Operations                                0            0            0            0       (3,658) 
                                                                ============================================================  
      Net Income (Loss)                                           13,157        6,355       (1,840)       7,873        5,012  
      Income (Loss) Per Share:                                                                                                
           Fully Diluted:                                                                                                     
                 Before Extraordinary Gain, Cumulative Effect                                                                 
                       of Accounting Changes and Discontinued                                                                 
                       Operations                                   2.17         1.21         1.17         1.50         1.67  
                 Extraordinary Gain from Early Extinguishment                                                                 
                       of Debt                                      0.25            0            0            0            0  
                 From Cumulative Effect of Accounting Changes          0            0        (1.52)           0            0  
                 From Discontinued Operations                          0            0            0            0        (0.71) 
                                                                ============================================================  
           Total                                                    2.42         1.21        (0.35)        1.50         0.96  
Other Financial Statistics                                                                                                    
      Total Assets                                               270,407      258,130       84,636       74,318       69,258  
      Depreciation and Amortization                               12,401        4,594        2,798        2,442        1,972  
      Long-Term Debt                                              61,834       80,290            0          906          879  
      Shareholders' Equity                                        69,939       57,039       52,342       56,310       49,232  
                                                                ============================================================  
      Current Ratio                                                 1.4:1        1.8:1        3.2:1        3.9:1        3.5:1 
      Total Debt as a % of Total Debt and Equity                   49.3%        59.5%         1.8%         1.6%         2.2%  
      Return on Shareholders' Equity(2)                            18.6%        11.6%        11.4%        14.9%        18.5%  
      Price/Earnings Ratio at August 31                            11.2:1       15.5:1           NA       10.3:1       16.3:1 
                                                                ==============================================================
      Shareholders' Equity Per Common Share                       $13.44       $11.09       $10.27       $11.06        $9.77  
      Dividends Declared Per Common Share                           0.30         0.2875       0.2375       0.1875       0.1375
                                                                ==============================================================
      Weighted Average Number of Common Shares                                                                                
           Outstanding, Fully Diluted                              5,437        5,252        5,257        5,249        5,221  
      Number of Shareholders(1)                                    1,520        1,098        1,295        1,370        1,404  
      Number of Employees                                          2,337        2,226          615          622          593  
                                                                ============================================================  
      Market Price of Common Stock                                                                                            
           High                                                  $28 3/4      $20 3/4      $21 1/2      $21 1/2     $17 1/2   
           Low                                                    16 1/2       15 1/2       13           14 1/2       8 1/4   
           Close                                                  27 7/16      18 3/4       18 3/4       15 1/2      16 1/4   

Notes to Five-Year Financial Highlights                                         
(1) As of October 10, 1995 the Company had 636 shareholders of record.  Based   
on requests from brokers and other nominees, the company estimates there
are an additional 884 shareholders, or 1,520 beneficial owners of its   
shares.                                                                 
(2) Calculated using Income Before Extraordinary Gain, Cumulative Effect of     
Accounting Changes and Discontinued operations.                         
(3) 1995 reflects the acquisition of Pharaoh and Cannon, 1994 reflects the      
acquisition of Pfaudler, Chomineer and Edlon and 1992 includes the      
acquisition of Prochem.                                                 

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ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND       
-------------------------------------------------------------------------       
RESULTS OF OPERATIONS                                                           
---------------------                                                           

IMPACT OF ACQUISITIONS                                                          
      The purchase of Pfaudler, Chemineer and Edlon (the "acquired
companies") in June of 1994, significantly changed the business and financial   
profile of the Company.  As a result of the acquisitions, critical elements of  
the Company's strategy to serve the fluids management needs of the process      
industries, to offer a portfolio of products with brand-name recognition, and   
to have a strong presence in global markets, were achieved.                     

           The acquisitions allowed total sales and assets of the Company to
approximately triple and increased its international sales to 45% of            
consolidated sales.  The results of the acquired companies are included for 12  
months in fiscal 1995 and for two months in the prior year, which significantly 
impacts year-to-year comparisons.                                               

RESULTS OF OPERATIONS                                                           
           Fiscal 1995 - Sales reached $303.0 million and net income rose to
$13.2 million or $2.42 per share, assuming full dilution. This compares to      
sales of $121.6 million and net income of $6.4 million or $1.21 per share for   
1994. The increase in both sales and net income is due primarily to the         
acquired companies. However, it should be noted that the Company's traditional  
businesses also enjoyed a good year with sales reaching $102.5 million, an 11%  
increase. Operating income, which excludes corporate, interest and amortization 
expense, reached $19.4 million, a 10% increase. While the Company's increase in 
profitability was driven primarily by the acquisitions, there are other         
important factors.                                                              

          As can be seen in the Information by Geographic Area note to the
consolidated financial statements, the rate of profitability as measured by     
operating income to sales relationships, has declined for domestic operations   
in both 1994 and 1995. This is due to the rate for the acquired businesses      
being lower than that enjoyed by the Company's historic businesses. Some        
improvement is expected for the future, but the rate is not expected to reach   
that of 1993.                                                                   

        Profitability is further impacted by the fact that the foreign
businesses are currently less profitable than domestic businesses.  For 1995,   
the European businesses are impacted primarily by the German operation which    
accounts for 52% of the sales but is only nominally profitable. An important    
program for changing how we conduct business in Germany and the related cost    
structure is underway and significant progress is expected in 1996. The Company 
feels that the European businesses have an operating profit potential of 10%    
which could be attained in three to five years. The rate of profitability for   
the other foreign businesses is due in part to their being start-up operations. 
Their long term profit potential is consistent with that of domestic operations 
but is dependent upon higher sales associated with market growth. All foreign   
business units have planned profit improvement for 1996.                        

            Operating income also includes a pre-tax write off of $1.6 million
representing the value of the Company's remaining investment in Hazleton        
Environmental. The partnership was liquidated in 1995 which terminated the      
Company's relationship with the venture.                                        

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            Finally, during the year, the Company negotiated the repurchase of
$25 million of subordinated debt issued as a part of the consideration for the  
acquired companies. The transaction generated an after-tax extraordinary gain   
of $1.3 million and is so reflected in the results for the year.                

          The Company expects operating results for 1996 to improve as the
result of higher sales and continued improvement in cost structure. Prospects   
for higher sales are enhanced by record year end backlogs for all businesses.   
Order patterns from the chemical and pharmaceutical markets have been           
particularly strong.                                                            

     While improved results are expected to begin with the first
quarter, growth in shipments of reactor vessels could be delayed by some        
production capacity constraints.  In addition, the final consolidation of the   
Prochem industrial mixer line into Chemineer is scheduled to be completed       
during the first half of the fiscal year which could have a temporary           
disruptive effect.                                                              

           Finally, the debt incurred to finance the retirement of the SARs,
discussed in the Subsequent Event note to the consolidated financial            
statements, will impact interest expense for the year. However, expense is not  
expected to exceed that for 1995.                                               

         Fiscal 1994 - As discussed in the 1994 report, the acquisitions
and related restructure transactions had a significant impact on 1994 operating 
results. Aided by the inclusion of the acquired businesses for July and August, 
sales increased to $121.6 million or 43% and net income to $6.4 million or 3%   
greater than income before cumulative effect of accounting changes earned for   
1993. For the period owned, the acquired businesses accounted for $29.3 million 
in sales and provided sufficient income before tax to cover the additional      
interest and amortization expense incurred as result of the transaction.        

           The Company's traditional businesses enjoyed a good year in 1994.
Sales increased 8.5% and net income, before considering the restructure         
provision for the year, increased 28%. Improved sales were seen for products to 
the oilfield and industrial mixer markets. In addition, improved operating      
results were seen in Europe related to the restructuring process that took      
place there during the year. Recent orders improved for all traditional         
products with year end backlogs having increased 5% over those of the prior     
year.                                                                           

       As shown in the Business Acquisition note to the consolidated
financial statements, the Pfaudler business unit had been in the process of     
restructuring their operations prior to being acquired by Robbins & Myers. The  
provisions were primarily for employee termination costs and related to the     
Rochester, N.Y., Mexican and German operations. The actions in Rochester, N. Y. 
and the curtailment of new product manufacturing operations in Mexico were      
completed as planned in 1995 and the reorganization of the German facility is   
continuing and is expected to be substantially completed in fiscal year 1996.   
This reorganization of the German facility is the first phase of a longer term  
profitability improvement plan designed to bring operating profits at the       
European locations to 10% by 1998 to 2000.  The Company does not expect to      
incur any further restructuring charges with respect to the profitability       
improvement plan as it is implemented.                                          

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          In addition to the restructure process taking place at Pfaudler,
the acquisition of the Chemineer industrial mixer business offered the          
opportunity to integrate Chemineer with the Company's Prochem mixer operation.  
This action is expected to be completed by the end of the second quarter of     
fiscal year 1996.                                                               

    Unrelated to the acquisitions, the Company also planned to
consolidate the RKL valve business into its Springfield, Ohio facility.  This   
plan was completed in 1995 as originally expected.                              

            Activity in the restructuring reserves is detailed in the Business
Restructure note to the consolidated financial statements                       

            FISCAL 1993 - For the year, the Company experienced sales of $85.1
million and a net loss of $1.8 million. However, results for the year before    
the cumulative effect of accounting changes was income of $6.2 million. These   
results on a per share basis were a loss of $.35 and income of $1.18            
respectively. There were a number of factors contributing to the year's         
performance.                                                                    

          First, oilfield market strength returned and the Company enjoyed
record sales to this segment. In addition, the acquisition of the Prochem       
industrial mixer line as of February 28, 1992, resulted in a full year of sales 
for 1993. Offsetting these increases was a sales decline for other industrial   
products due to a general served market weakness early in the year.             

          Customer orders for all products improved during the second half
of the fiscal year resulting in the order backlog increasing from $12.2 million 
to $20.2 million at the end of the year.                                        

            Net income for the year was also impacted by several factors other
than changes in sales. First, due to normal integration problems, we did not    
receive the operating income contribution from the new industrial mixer line    
that we expected. Second, a decision was made in the fourth quarter to          
restructure European operations by discontinuing Belgium manufacturing. This    
resulted in a special charge of approximately $1 million being recorded in that 
quarter. This plan was implemented as originally expected during 1994.          

          Reported results were also impacted by a Company decision during
the fourth quarter to adopt Financial Accounting Standards (FAS) 106 and 109    
effective as of September 1, 1992. FAS 106 requires the recording of the        
cumulative effect of post-retirement benefits granted to employees and FAS 109  
defines new accounting rules for income taxes. The cumulative effect of these   
accounting changes, net of appropriate income taxes, was a charge of $8.8       
million being recorded for the year.                                            

In conjunction with the modifications made in employee
postretirement health care benefits, the Company also increased employee        
pension benefits which had an annual cost of approximately $.7 million. This    
cost was also recorded as if it had been made on September 1, 1992, consistent  
with the effective date for recording the adjustment for postretirement health  
care benefits.                                                                  

LIQUIDITY AND CAPITAL RESOURCES                                                 
      Given the high levels of debt at the end of fiscal 1994, the
Company placed a strong emphasis on debt reduction for 1995. While the effort   
was                                                                             

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successful, funding of programs with long term importance was continued. The    
best evidence of this is the $12.9 million investment to purchase Pharaoh Corp. 
and Cannon Process Equipment, Ltd. which will enhance the service component of  
the reactor vessel business. The purchase is further discussed in the Business  
Acquisitions note to consolidated financial statements. In addition, $10.7      
million was spent for capital expenditures as the Company continued to          
modernize production capability. The result of the debt reduction emphasis was  
a decrease of $15.9 million in total debt by year end. These uses of cash were  
financed by strong cash flow from operations of $32.4 million and the reduction 
of cash balances during the year.                                               

            Cash and cash equivalents decreased $5.9 million for the year. The
decline is primarily the result of a continuing foreign cash management         
program. It is the Company's general intention to repatriate cash from foreign  
business units in excess of operating requirements and no significant           
restrictions are known which would preclude accomplishing this objective. This  
program is expected to result in an additional cash reduction of $3-$5 million  
during 1996. The rates used to record income tax expense have been adjusted to  
provide for taxes associated with the plan.                                     

     Excluding the impact of the SAR retirement transaction, the
Company expects operating cash flow to be adequate for the year's needs,        
including scheduled debt service and shareholder dividend requirements.  A      
major requirement for the year will be approximately $16 million for capital    
expenditures compared to expected depreciation of $10 million. Major items      
include $3 million for oilfield products capacity  requirements, $1.9 million   
for the cost reduction programs, primarily for the industrial mixer product     
line, and approximately $9.5 million for replacement items. While there is some 
expected cost reduction associated with these replacement expenditures, they    
are a part of the continuing program to upgrade production capability. The      
largest replacement item is $1.5 million for a new furnace at the German        
reactor vessel production facility. Of the total capital expenditure plan for   
the year, commitments for approximately $6.2 million are outstanding at the end 
of fiscal 1995.                                                                 

            In addition to capital expenditures, working capital is planned to
require cash of approximately $7 million for the year. This requirement is      
caused primarily by customer advances, salaries, wages and payroll taxes and    
restructure costs as shown in the Accrued Expenses note to consolidated         
financial statements, declining to more normal levels by the end of fiscal      
1996.                                                                           

     The Company's significant foreign operations have the local
currency as their functional currency.  The foreign operations primarily buy    
and sell within the same country; therefore, mitigating the impact of currency  
fluctuations on operations.  To the extent that significant transactions are    
completed in a different currency, the Company hedges its risk to future        
currency fluctuations through foreign currency forward contracts with major     
financial institutions.                                                         

   Finally, as described in the Subsequent Event note to the
consolidated financial statements, 1.85 million of the outstanding SARs have    
been repurchased for $9.75 per SAR. The resulting $18 million requirement was   
satisfied by amounts borrowed from existing senior lenders.  This transaction   
resulted in an $18 million increase to goodwill which will be amortized over 39 
years. The remaining                                                            

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SARs can be exercised through 2002 and it is expected that any required payment 
will be financed from cash generated from operations.                           

        The Company is investigating a capital structure change during
1996 which could include the possibility of new long-term debt and the issuance 
of common stock. But, at August 31, 1995, the Company has $46.2 million         
available under its current bank credit agreements which management believes is 
adequate to meet its needs.                                                     

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ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA                           
------    -------------------------------------------                           

                                                        · Enlarge/Download Table

                                          CONSOLIDATED BALANCE SHEET                                    


Robbins & Myers, Inc. and Subsidiaries                                       August 31,      August 31, 
(in thousands except share data)                                                1995            1994    
--------------------------------------------------------------------------------------------------------
Assets                                                                                                  
                                                                                             (C>        
 Current Assets                                                                                         
   Cash and cash equivalents                                                   $10,210       $16,079    
   Accounts receivable, less allowances                                         49,415        41,388    
   Inventories                                                                  43,176        39,926    
   Other current assets                                                          2,492         2,828    
   Deferred taxes                                                                4,539         3,632    
                                                                              ----------------------    
      Total Current Assets                                                     109,832       103,853    
 Goodwill                                                                       73,497        68,210    
 Other Intangible Assets                                                        13,573         9,267    
 Deferred Taxes                                                                  4,522         7,802    
 Other Assets                                                                    4,378         6,836    
 Property, Plant and Equipment, Net                                             64,605        62,162    
                                                                              ----------------------    
                                                                              $270,407      $258,130    
Liabilities and Shareholders' Equity                                          ----------------------    
 Current Liabilities                                                                                    
   Accounts payable                                                            $22,442       $16,164    
   Accrued expenses                                                             49,190        38,842    
   Current portion long-term debt                                                6,067         3,500    
                                                                              ----------------------    
      Total Current Liabilities                                                 77,699        58,506    
 Long-Term Debt-Less Current Portion                                            61,834        80,290    
 Other Long-Term Liabilities                                                    60,935        62,295    
 Shareholders' Equity                                                                                   
   Common stock-without par value:                                                                      
   Authorized shares-25,000,000                                                                         
   Outstanding shares-5,202,544 in 1995 and 5,142,817 in 1994 after deducting                           
 shares in treasury of 135,805 in 1995 and 147,005 in 1994, at stated amount    20,682        19,573    
   Retained earnings                                                            49,254        37,656    
   Equity adjustment for foreign currency translation                              777           211    
   Equity adjustment to recognize minimum pension liability                       (774)         (401)   
                                                                              ----------------------    
                                                                                69,939        57,039    
                                                                              ----------------------    
                                                                              $270,407      $258,130    
See Notes to Consolidated Financial Statements                                ----------------------    

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                                                        · Enlarge/Download Table
                      STATEMENT OF CONSOLIDATED OPERATIONS                                             
                             AND RETAINED EARNINGS                                                     


Robbins & Myers, Inc. and Subsidiaries                                    Years Ended August 31,       
(in thousands except per share data)                                    1995        1994        1993   
-------------------------------------------------------------------------------------------------------
                                                                                                       
Net Sales                                                              $302,952    $121,647    $85,057 
 Less:                                                                                                 
   Cost of sales                                                        201,648      76,666     52,296 
   Engineering and development, selling and administrative expenses      74,234      28,733     22,171 
   Interest expense                                                       7,287       1,457        116 
   Other deductions:                                                                                   
     Provision for business restructure                                       0       2,551        950 
     Other items -- net                                                      750       1,595      1,240
                                                                       --------------------------------
                                                                         19,033      10,645      8,284 
Investment Income                                                             0           0      1,462 
                                                                       --------------------------------
Income Before Income Taxes                                               19,033      10,645      9,746 
Income Taxes                                                              7,208       4,290      3,568 
Income Before Extraordinary Gain and Cumulative                                                        
 Effect of Accounting Changes                                            11,825       6,355      6,178 
Extraordinary Gain from Early Extinguishment of                                                        
 Debt, Net of Income Taxes                                                1,332           0           0
Cumulative Effect of Accounting Changes, Net of Income Taxes                  0           0     (8,018)
                                                                       --------------------------------
Net Income (Loss)                                                        13,157       6,355     (1,840)
Retained Earnings at Beginning of Year                                   37,656      32,776     35,826 
Deduct Dividends Declared on Common Stock                                (1,559)     (1,475)    (1,210)
                                                                       --------------------------------
Retained Earnings at End of Year                                        $49,254     $37,656    $32,776 
Income (Loss) Per Share                                                --------------------------------
 Primary:                                                                                              
   Income Before Extraordinary Gain and Cumulative                                                     
      Effect of Accounting Changes                                       $2.19        $1.21      $1.18 
   Extraordinary Gain from Early Extinguishment of                                                     
      Debt, Net of Income Taxes                                            .25            0          0 
   Cumulative Effect of Accounting Changes, Net of Income Taxes              0            0      (1.53)
                                                                       --------------------------------
                                                                         $2.44        $1.21      $(.35)
 Assuming Full Dilution:                                               --------------------------------
   Income Before Extraordinary Gain and Cumulative                                                     
      Effect of Accounting Changes                                       $2.17        $1.21      $1.17 
   Extraordinary Gain from Early Extinguishment of                                                     
      Debt, Net of Income Taxes                                            .25            0          0 
   Cumulative Effect of Accounting Changes, Net of Income Taxes              0            0      (1.52)
                                                                       --------------------------------
                                                                         $2.42        $1.21      $(.35)
                                                                       --------------------------------

See Notes to Consolidated Financial Statements                                                         

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                           STATEMENT OF CONSOLIDATED CASH FLOWS                                         


Robbins & Myers, Inc. and Subsidiaries                                      Years Ended August 31,      
(in thousands)                                                            1995        1994       1993   
------------------------------------------------------------------------------------------------------  
                                                                                                        
Operating Activities                                                                                    
 Net Income (Loss)                                                     $13,157     $ 6,355    ($1,840)  
 Equity Adjustment for Foreign Currency Translation                        566        (81)     (1,069)  
 Adjustments Required to Reconcile Net Income (Loss) to Net                                             
   Cash and Cash Equivalents Provided by Operating Activities:                                          
   Depreciation                                                          8,549       3,761       2,637  
   Amortization                                                          3,852         833         161  
   Deferred taxes                                                         (800)       (523)        742  
   Gain on Extinguishment of Debt                                       (2,183)          0           0  
   Cumulative Effect of Accounting Changes                                   0           0       8,018  
Changes in operating assets and liabilities -- excluding the effects of                                 
the purchase of Pharaoh Corp. and Cannon Process Equipment, Ltd.,                                       
Pfaudler, Chemineer, Edlon and the JWI Mixer Line:                                                      
   Accounts receivable, less allowances                                 (7,487)         129      (2,020)
   Inventories                                                          (1,854)       2,476       2,029 
   Other current assets                                                  2,236       (1,436)        233 
   Intangible assets                                                    (1,795)         462      (2,032)
   Other assets                                                          1,510        1,187         189 
   Accounts payable                                                      5,273         (128)        863 
   Accrued expenses                                                      8,425       (2,468)       (942)
   Federal income taxes payable                                          1,180        3,017           0 
   Other long-term liabilities                                           1,813        1,017         564 
                                                                      ----------------------------------
 Net Cash and Cash Equivalents Provided by Operating Activities         32,442       14,601       7,533 
Investing Activities                                                                                    
 Capital Expenditures, Net of Nominal Disposals                        (10,133)      (6,798)     (2,579)
 Purchase of Marketable Securities                                           0      (29,796)    (32,533)
 Proceeds From Sale of Marketable Securities                                 0       52,860      31,566 
 Purchase of JWI Mixer Line                                                  0            0      (2,188)
 Purchase of Pfaudler, Chemineer and Edlon business units                    0      (96,725)          0 
 Purchase of Pharaoh Corp. and Cannon Process Equipment, Ltd.          (12,898)           0           0 
 Investment in Hazelton Environmental                                        0         (700)     (1,081)
                                                                      ----------------------------------
 Net Cash and Cash Equivalents Used by Investing Activities            (23,031)     (81,159)     (6,815)
Financing Activities                                                                                    
 Proceeds from Revolving Line of Credit                                 62,406       22,229      17,800 
 Proceeds from Subordinated Debt                                         4,969       43,576           0 
 Proceeds from Term Loan                                                     0       48,000           0 
 Payment of Term Loan                                                   (3,500)      (8,000)          0 
 Payment of Subordinated Debt                                          (20,000)           0           0 
 Payment of Revolving Line of Credit and Long-Term Liabilities         (58,705)     (23,200)    (17,769)
 Proceeds from Sale of Common Stock                                      1,109          580         338 
 Purchase of Common Stock                                                    0         (495)       (452)
 Dividends Paid                                                         (1,559)      (1,475)     (1,210)
                                                                      ----------------------------------
 Net Cash and Cash Equivalents (Used) Provided by Financing Activities (15,280)      81,215      (1,293)
                                                                      ----------------------------------
 (Decrease) Increase in Cash and Cash Equivalents                       (5,869)      14,657        (575)
 Cash and Cash Equivalents at Beginning of Year                         16,079        1,422       1,997 
                                                                      ----------------------------------
 Cash and Cash Equivalents at End of Year                              $10,210      $16,079      $1,422 
See Notes to Consolidated Financial Statements                                                          


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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Robbins & Myers, Inc. and Subsidiaries                                          

SUMMARY OF  ACCOUNTING POLICIES                                                 

CONSOLIDATION                                                                   

The consolidated financial statements include accounts                          
of the company and its wholly-owned subsidiaries. All significant               
inter-company accounts and transactions have been eliminated upon               
consolidation. All of the company's operations are conducted in the             
fluids management industry.                                                     

INCOME TAXES                                                                    

Income taxes are provided for all items included in the Statement of            
Consolidated Operations and Retained Earnings regardless of the                 
period when such items are reported for income tax purposes.                    
Deferred income taxes reflect the net effects of temporary                      
differences between the carrying amounts of assets and liabilities              
for financial reporting purposes and the amounts used for income tax            
purposes.                                                                       

PROPERTY, PLANT AND EQUIPMENT, NET                                              

Property, plant and equipment are stated at cost. Depreciation                  
expense is recorded over the estimated useful life of the asset on              
the straight-line method using the following lives:                             

Land improvements                                                  20 years     
Buildings                                                          40 years     
Machinery & equipment                                         3 to 15 years     

The company's normal policy is to charge repairs and improvements             
made to capital assets to expense as incurred.                                  
In limited circumstances, major building repairs are capitalized                
and amortized over the estimated life of the new asset and any                  
remaining value of the old asset is written off. Repairs to machinery and       
equipment must result in an addition to the useful life of the asset before     
the costs are capitalized.                                                      
At August 31, "Property, Plant and Equipment, Net" consisted of the           
following:                                                                      

(in thousands)                                           1995          1994     
---------------------------------------------------------------------------     
Land and improvements                                 $ 9,732       $ 9,366     
Buildings                                              20,182        21,658     
Machinery & equipment                                  69,255        58,876     
                                                 ---------------------
                                                  99,169        89,900
Less accumulated depreciation                          34,564        27,738     
                                                 ---------------------
                                                 $64,605       $62,162
                                                 ---------------------

INVENTORIES                                                                     

Domestic inventories are stated at the lower of cost or market                  
determined by the last-in, first-out (LIFO) method. At August 31,               
1995 and 1994, the difference between estimated current replacement             
cost and the stated LIFO value was approximately $7,436,000 and                 
$7,312,000, respectively.                                                       
Foreign inventories are reported on the first-in, first-out (FIFO)            
method and amounted to $23,226,000 and $21,995,000 at August 31,                
1995 and 1994, respectively.                                                    
At August 31, "Inventories" consisted of the following:                       

(in thousands)            1995  1994                                            
------------------------------------------------------------------------------- 
Finished products                                     $13,743       $12,491     
Work in process                                        15,149        13,913     
Raw materials                                          14,284        13,522     
                                                 ---------------------
                                                 $43,176       $39,926
                                                 ---------------------

GOODWILL AND OTHER INTANGIBLE ASSETS                                            

Goodwill is the excess of the purchase price paid over the value of             
net assets of businesses acquired. Amortization expense is                      
calculated on a straight-line basis over forty years. The carrying              
value of goodwill is reviewed quarterly if the facts and circumstances          
suggest that it may be permanently impaired. If the review indicates            
that goodwill will not be recoverable, as determined by the undiscounted        
cash flow method, the asset will be reduced to its estimated recoverable        
value. Accumulated amortization of goodwill and other intangible assets         
totaled $3,904,000 and $1,176,000 at August 31, 1995 and 1994, respectively.    
At August 31, "Other Intangible Assets" consisted of the following:           

(in thousands)                                           1995          1994     
------------------------------------------------------------------------------  
Patents                                               $ 1,019       $ 1,098     
Non-compete agreements                                  5,401         1,028     
Financing costs                                           396           393     
Acquisition costs                                       3,515         3,040     
Pension intangible                                      3,242         3,708     
                                                 ---------------------
                                                 $13,573       $ 9,267
                                                 ---------------------

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Amortization is calculated on the straight-line basis using the               
following lives:                                                                

Patents                                               14 to 17 years            
Non-compete agreements                                  3 to 5 years            
Financing costs                                              5 years            
Acquisition costs                                           40 years            

INCOME PER SHARE                                                                
All income per share amounts are based on the weighted average                  
number of shares outstanding during the year plus the dilutive                  
effect of common stock equivalents. The stock appreciation rights               
granted in connection with the prior year acquisitions of Pfaudler,             
Chemineer and Edlon have been excluded from the calculation of                  
income per share. See the Common Stock note for additional information.         

RESEARCH AND DEVELOPMENT                                                        
Research and development expenditures are expensed as incurred and              
amounted to approximately $2,403,000, $1,363,000 and $1,260,000 for             
the years ended August 31, 1995, 1994 and 1993, respectively.                   

ACCOUNTS RECEIVABLE                                                             
Accounts receivable are stated net of allowances for doubtful                   
accounts totaling $1,260,000 and $952,000 at August 31, 1995 and                
1994, respectively. Accounts receivable relate primarily to                     
customers located in North America and Western Europe and are                   
concentrated in the chemical, pharmaceutical and oil and gas                    
industries. To reduce credit risk, the company performs credit                  
investigations prior to accepting an order and when necessary,                  
requires advance payments and letters of credit to insure payment.              

STATEMENT OF CONSOLIDATED CASH FLOWS                                            
Cash and cash equivalents consist of working cash balances and                  
temporary investments having an original maturity of                            
90 days or less.                                                                

CHANGES IN ACCOUNTING POLICIES                                                  
In 1993, the company adopted Statement of Financial Accounting                  
Standards No. 106, "Employers Accounting for Postretirement Benefits            
Other Than Pensions" and No. 109, "Accounting for Income Taxes."                
Statement No. 106 generally requires the accrual of the expected              
costs of postretirement benefits by the date the employees become               
eligible for benefits. Previously, the expense for these benefits               
was recognized as claims were paid. A charge of $8,812,000, net of              
income taxes of $5,239,000, was recognized as the cumulative effect             
for the adoption of Statement No. 106.                                          
Statement No. 109 replaces Statement No. 96 and the company will              
continue using the liability method of computing deferred income                
taxes. A credit of $794,000 was recognized as the cumulative effect             
for the adoption of                                                             
Statement No. 109.                                                              

EQUITY INVESTMENTS                                                              
The company owns 40% of Gujarat Machinery Manufacturers, Ltd. (GMM).            
GMM is located in India and manufactures and markets glass-lined                
reactor and storage vessels, parts and services, primarily for the              
Indian market.  In addition, the Company owns 50% of Universal                  
Glasteel Equipment (UGE) located in Robbinsville, New Jersey.                   
UGE is a supplier of used and reconditioned glass-lined storage and             
reactor vessels.  The company uses the equity method of accounting for the      
investments, totaling approximately $2,980,000, which are included              
in "Other Assets" in the Consolidated Balance Sheet.                            

FAIR VALUE OF FINANCIAL INSTRUMENTS                                             
The following methods and assumptions were used by the company in               
estimating the fair value of financial instruments:                             
Current portion long-term debt and equity investments. -- The amounts         
reported approximate the market value of similar instruments.             
Long-term debt. -- The amounts reported are consistent with the               
terms, interest rates and maturities currently available to the           
company for similar debt instruments.                                     
Interest swap agreements. -- The amounts reported are consistent with         
values at which they could be settled, based upon dealer                  
estimates.                                                                
Foreign exchange contracts. -- The amounts reported are estimated             
using quoted market prices for similar instruments.                       

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FOREIGN CURRENCY ACCOUNTING                                                     
Gains and losses resulting from the settlement of a transaction                 
in a currency different from that used to record the transaction                
are charged or credited to operations when incurred. Adjustments                
resulting from the translation of foreign financial statements into             
U.S. dollars are recognized as a separate component of shareholders'            
equity for all foreign units except those located in Brazil. The                
U.S. dollar is the functional currency for the Brazilian units. As a            
result, translation gains and losses for these operations are                   
reflected in net income.                                                        

RECOGNITION OF REVENUE                                                          
Revenue is primarily recognized as products are shipped to customers            
except for infrequent long-term contracts for which revenue is                  
recognized under the percentage of completion method. At August 31,             
1995, 1994 and 1993 there were no such contracts in process.                    

PRODUCT WARRANTY                                                                
Provision for product warranty is recognized as a liability                     
at the time of sale based on the historical relationship of warranty            
expense to sales. Actual payments of warranty claims are charged                
against the liability as incurred. The liability is reviewed                    
quarterly and adjusted as necessary.                                            

COMMON STOCK                                                                    
The company's stock option plans provide for the granting of options            
to directors, officers and other key employees. Under the plans, the            
option price per share may not be less than the fair market value as            
of the date of grant and the options become exercisable on a vesting            
schedule determined by the Compensation Committee of the Board of               
Directors. Most currently outstanding grants become exercisable over            
a three or four year period. Proceeds from the sale of stock issued under       
option arrangements are credited to common stock. The company makes no          
charges or credits against earnings with respect to options.                    
At August 31, 1995 and 1994, 441,250 and 1,400,000 shares,                    
respectively, were reserved for future grants.                                  

                                                    1995            1994
------------------------------------------------------------------------------  
Options granted                                       76,750          83,000    
Options expired                                       43,300           2,400    
Options exercised: option price $5.13 - $17.00        46,100          55,200    
Options outstanding: option price $3.88 - $27.00     403,550         416,200    
Options which became exercisable:                                               
option price $16.25 - $20.25                         51,580          42,950   
Options exercisable: option price $3.88 - $20.25     250,600         245,120    

The company also sponsors a long-term incentive stock plan for                  
senior executives. Under the program, participants earn performance             
shares based on a three year measurement of how favorably the total             
return on company shares compares to the total shareholder return of            
the Russell 2000 Company Group. No performance shares are earned                
unless the total return on company shares is at least equal to the              
median return for companies included in the Russell 2000.                       
Performance shares earned under the program are issued to the                   
participants at the end of the three year measurement period and are            
subject to forfeit if the participant leaves the employment of the              
company within the next two years.                                              
At August 31, 1995, 36,500 units had been awarded under the                   
program. The company has estimated the total value of shares that               
could be earned under the program and has chosen to recognize the               
cost ratably over a five year period. The amount charged to expense             
for this program is $562,000 as of August 31, 1995.                             
During 1994, in connection with the acquisition of Pfaudler,                  
Chemineer and Edlon, the company issued to the seller stock                     
appreciation rights on 2,000,000 shares of its common stock. The                
stock appreciation rights entitle the holder to receive a payment equal         
to the increase in market value of the company's common stock above $23         
per share to a maximum market value of $40 per share. The stock                 
appreciation rights are exercisable by the holder during the period             
January 1, 1995 through June 30, 2000. At the company's option, payment         
may be made in cash or common stock of the company. It is the company's         
intention to make any payment for stock appreciation rights in cash             
and therefore the payment will result in additional goodwill at                 
the time of the transaction. See Subsequent Event note for                      
additional information.                                                         

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The net change in common shares outstanding during 1995, 1994 and             
1993 were increases of 59,727, 44,570 and 4,997 shares,                         
respectively. Activity for all years was limited to employee                    
transactions.                                                                   

RETIREMENT PLANS                                                                
The company sponsors three defined contribution plans covering most             
salaried employees and certain domestic hourly employees. Company               
contributions are made to the plans based on a percentage of                    
eligible amounts contributed by participating employees.                        
The company also has several defined benefit plans covering all               
domestic employees and certain foreign employees. Plans covering                
salaried employees provide benefits based on years of service and               
employees' compensation. Plans covering hourly employees generally              
provide benefits of stated amounts for each year of service. The                
company's funding policy is consistent with the funding requirements            
of applicable federal regulations. At August 31, 1995 and 1994                  
pension assets were invested in short and long-term interest bearing            
obligations and equity securities, including 119,000 shares of the              
company's common stock.                                                         
During 1995, the company adjusted its minimum pension liability to            
$4,016,000 from $4,109,000 in the prior year. This liability is                 
required for defined benefit plans whose accumulated benefits exceed            
assets. The transaction, which had no effect on income, was recorded            
by adjusting an intangible asset to the amount of $3,242,000 from               
$3,708,000 in 1994 and adjusting equity by $373,000 for a total                 
equity adjustment of $774,000 at August 31, 1995.                               

Retirement plan costs for the above plans include the following               
components:                                                                     

(in thousands)                            1995         1994       1993          
------------------------------------------------------------------------------  
Defined benefit plans:                                                          
Service cost -- benefits earned                                               
during the period                   $2,134       $1,128      $ 854      
Interest cost on projected                                                    
benefit obligation                   3,460        2,875      2,594      
Actual return on assets                (5,242)      (1,167)    (5,617)        
Net amortization and deferral           2,167       (1,865)     3,098         
                             -------------------------------
Total                                   2,519          971        929         
Defined contribution plans                 477          327        222          
                             -------------------------------
                              $2,996       $1,298     $1,151
                             -------------------------------

The increase in 1995 costs over the previous year is due primarily            
to the inclusion in 1995 of a full year's expense for Pfaudler,                 
Chemineer and Edlon compared with two months in 1994.                           
The funded status of domestic defined benefit plans at August 31,             
1995 and 1994 was as follows:                                                   

                                 Assets Exceed   Accumulated
                                   Accumulated      Benefits
                                      Benefits Exceed Assets
(in thousands)                                      1995          1995          
------------------------------------------------------------------------------- 
Actuarial present value of:                                                     
Vested benefit obligation                       $15,207       $31,109         
Accumulated benefit obligation                   15,849        33,824         
Projected benefit obligation                     19,177        33,830         
Plan assets at fair market value                  16,456        25,589          
                                       ---------------------
Plan assets less than projected                                                 
benefit obligation                               (2,721)       (8,241)        
Unrecognized net loss                              2,273            65          
Unrecognized prior service cost                    1,169         2,826          
Unrecognized net (asset) obligation                                             
at August 31                                       (432)          416         
Adjustment to recognize minimum liability              0        (4,016)         
                                       ---------------------
Net pension asset (liability) recognized                                        
in the Consolidated Balance Sheet                $  289       $(8,950)        
                                       ---------------------

                                 Assets Exceed   Accumulated
                                   Accumulated      Benefits
                                      Benefits Exceed Assets
(in thousands)                                      1994          1994          
------------------------------------------------------------------------------  

Actuarial present value of:                                                     
Vested benefit obligation                       $13,819       $30,687         
Accumulated benefit obligation                   14,353        30,862         
Projected benefit obligation                     17,504        31,915         
Plan assets at fair market value                  15,942        24,133          
Plan assets less than projected                   ---------------------         
benefit obligation                               (1,562)       (7,782)        
Unrecognized net loss                              1,091           401          
Unrecognized prior service cost                    1,528         3,208          
Unrecognized net (asset)                                                        
obligation at August 31                            (492)          500         

Adjustment to recognize minimum liability              0        (4,109)         
                                         ---------------------
Net pension asset (liability) recognized                                        
in the Consolidated Balance Sheet                $  565       $(7,782)        
                                         ---------------------

The projected benefit obligation was determined using a discount              
rate of 7% in 1995 (7 1/2% in 1994) and weighted average pay                    
increases of 6 3/4%. The assumed long-term rate of retutn on plan               
assets is 9 1/2% in 1995, 10% in 1994 and                                       

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10 1/2% in 1993. The effect of the change in the discount rate on               
the above plans is an increase in the projected benefit obligation              
of approximately $3,011,000.                                                    

       The following tables describe the amount recognized in the Consolidated
Financial Statements relating to Pfaudler's unfunded German pension plan as of  
the actuarial valuation dates at August 31, 1995 and June 30, 1994.             

 Net pension cost for this plan includes the following components:

(in thousands)                                  1995        1994                
-------------------------------------------------------------------             
Service cost                                  $  550        $ 79                
Interest cost                                  2,231         315                
                                 ---------------------
Net pension cost                              $2,781        $394                
                                 =====================

       The increase in pension cost during 1995 is primarily the result of the
inclusion of twelve months expense in 1995 and two months in 1994. The status   
of this plan at the actuarial valuation dates of  August 31, 1995 and June 30,  
1994 was as follows:                                                            

(in thousands)                                  1995        1994                
-------------------------------------------------------------------             
Actuarial present value of:                                                     
Accumulated benefit obligation             $28,636     $26,052              
Vested benefit obligation                   28,231      25,699              
Projected benefit obligation                31,746      29,014              
Plan assets at fair market value*                  0           0                
                                ----------------------
Plan assets less than projected                                                 
benefit obligation                          (31,746)    (29,014)              
Unrecognized net actuarial gain                 (966)          0                
                                ----------------------
Pension liability recognized in the                                             
Consolidated Balance Sheet                 $(32,712)   $(29,014)              
                                ======================
*Funding of pension obligations is not                                          
permitted in Germany.                                                           

     The projected benefit obligation for this plan was determined using a
discount rate of 7 1/4% and weighted average pay increases of 4%. Pension       
payments are paid from funds generated by operations as Germany does not permit 
funding of pension obligations.                                                 

OTHER POSTRETIREMENT BENEFITS                                                   

In addition to pension benefits, the company provides                           
health care and life insurance benefits for certain of its                      
retired domestic employees. The company's policy is to fund the cost            
of these benefits as claims are paid. The company's accumulated                 
postretirement benefit obligation includes the following components             
at August 31:                                                                   

(in thousands)                                  1995        1994                
-------------------------------------------------------------------             
Retirees                                     $13,988     $13,255                
Active employees                               3,680       4,313                
                                ----------------------
                             $17,668     $17,568
                                ======================

Net periodic postretirement benefit cost includes the following 
components:                                                                     

(in thousands)                       1995       1994        1993                
-------------------------------------------------------------------             
Interest Cost                      $1,237     $1,100        $957                
Service Cost                           93         87          29                
                      --------------------------------
                   $1,330     $1,187        $986
                      ================================

     The rate of increase in per capita health care costs is assumed to be
8% in 1996, decreasing 1% per year to 6% in 1998. The rate of increase in       
health care costs has a significant effect on the amounts reported. Each one    
percentage point change in the rate of increase would change the accumulated    
postretirement benefit obligation at August 31, 1995, by approximately $541,000 
and change net periodic postretirement benefit cost by approximately $39,000.   
The discount rate used in determining the accumulated postretirement benefit    
obligation was 7% in 1995 and 7 1/2% in 1994. The change resulted in an increase
in the accumulated postretirement benefit obligation of approximately $638,000. 

INVESTMENT INCOME                                                               

The following items are included in "Investment Income":                        

(in thousands)                       1995       1994        1993                
---------------------------------------------------------------------------     
Interest income                        $0      $ 474      $  477                
Dividend income                         0        403         733                
Realized (losses) gains-net             0       (778)        340                
Unrealized gains-net                    0          0          67                
Investment expenses                     0        (99)       (155)               
                             -----------------------------------------
                       $0       $  0      $1,462
                             -----------------------------------------

FINANCIAL INSTRUMENTS WITH                                                      
OFF-BALANCE-SHEET RISK                                                          

At August 31, 1994, the company had a foreign currency forward  contract which  
matured on March 1, 1995.  The                                                  

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objective of the contract was to reduce the exposure to foreign currency        
exchange risk associated with an intercompany loan from the company's           
German subsidiary which came due on the same date. The contract, which called   
for the purchase of Deutsche marks, had a value of approximately $16,500,000 at 
August 31, 1994.                                                                

                                                                · Download Table
OTHER DEDUCTIONS                                               
The following items are included in "Other items--net":        

(in thousands)                        1995      1994     1993  
---------------------------------------------------------------
                                                               
Costs associated with the business                             
 units sold in previous periods      $  982    $1,036    $1,034
Write-off of investment in                                     
 Hazleton Environmental               1,612         0         0
Income from equity investments         (944)      (80)        0
Royalty income                         (712)      (46)        0
All other items                        (188)      685       206
                                     --------------------------
                                     $  750    $1,595    $1,240
                                     ==========================

INCOME TAXES                                                                    
Deferred income taxes reflect the net effects of temporary                      
differences between the carrying amounts of assets and liabilities              
for financial reporting purposes and the amounts used for income tax            
purposes. Significant components of the company's deferred tax                  
position at August 31, are as follows:                                          

                                                                · Download Table

(in thousands)                                  1995     1994  
---------------------------------------------------------------
                                                               
Deferred tax benefits:                                         
 Other postretirement benefits obligation     $ 6,863  $ 7,035 
 Capital loss carryforward                      1,231    1,231 
 Foreign tax loss carryforward and                             
 restructuring charges                          2,822    3,489 
 Pension benefits                               1,627    1,738 
 Other items -- net                             4,748    4,445 
                                              ---------------- 
                                               17,291   17,938 
 Less valuation allowance                       2,853    4,020 
                                              ---------------- 
                                               14,438   13,918 
Deferred tax liabilities:                                      
 Tax depreciation in excess of book                            
  depreciation                                  2,725    1,768 
 Discount on subordinated debt                    971    2,484 
 Other items--net                               1,681    1,405 
                                              ---------------- 
                                                5,377    5,657 
                                              ---------------- 
 Net deferred tax benefit                     $ 9,061  $ 8,261 
                                      ================                          

Included in the valuation allowance for deferred tax benefits               
is $1,622,000 relating to foreign tax loss carryforwards.                       
The provision for federal, foreign and state income taxes charged           
to operations is as follows:                                                    

                                                                · Download Table

(in thousands)            1995          1994          1993     
---------------------------------------------------------------
                                                               
Current:                                                       
 Federal                 $5,021        $4,100        $1,812    
 Foreign                  2,007           337          (113)   
 State                      980           598           459    
                         ----------------------------------    
                          8,008         5,035         2,158    
Deferred:                                                      
 Federal                    366           (40)        1,328    
 Foreign                 (1,218)         (700)            0    
 State                       52            (5)           82    
                         ----------------------------------    
                           (800)         (745)        1,410    
                         ----------------------------------    
                         $7,208        $4,290        $3,568    
                         ==================================    

A summary of the differences between the effective income tax rate            
attributable to operations and the statutory rate is                            
as follows:                                                                     

                                                                · Download Table

                                   1995       1994       1993  
---------------------------------------------------------------
                                                               
Statutory rate                     35.0%      35.0%      34.0% 
State income taxes net of                                      
 federal tax benefit                3.5        3.7        3.1  
Other items--net                    (.6)       1.6        (.5) 
                                   --------------------------  
                                   37.9%      40.3%      36.6% 
                                   ==========================  

Income taxes paid in 1995, 1994 and 1993 were $3,007,000,                   
$3,299,000 and $2,808,000, respectively.                                        
The company also has a Canadian tax loss carryforward of                        
approximately $900,000 and a German tax loss carryforward of                    
$2,600,000 for corporation tax purposes and $6,700,000 for trade tax            
purposes. For financial reporting purposes, a valuation allowance               
was deducted for a portion of the deferred tax benefit related to               
the German tax loss carryforwards. The Canadian carryforward, if                
unused, will expire in future years beginning in 1998. The German               
carryforward has no expiration period.                                          
At August 31, 1995, the company has a capital loss carryforward of          
$3,077,000 for income tax purposes that expires in the years ending             
August, 31, 1997 through August 31, 1999.                                       

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The carryforward was primarily generated from the disposal of the               
Motion Control Group in 1991. For financial reporting purposes, a               
valuation allowance was deducted                                                
for the full amount of the deferred tax benefit related to                      
this carryforward.                                                              
It is the company's policy to provide income taxes on undistributed         
foreign earnings which the company intends to remit to the United               
States. The provision for income tax on those earnings was $220,000             
in 1995. No income taxes were recorded for this purpose in 1994 or              
1993. The amount of undistributed retained earnings is $3,339,000               
and $977,000 at August 31, 1995 and 1994.                                       

LEASES                                                                          
Future minimum payments, by year and in the aggregate, under non-               
cancellable operating leases with initial or remaining terms of one             
year or more consisted of the following at August 31, 1995:                     

                                                                · Download Table

(in thousands)                                          
--------------------------------------------------------
                                                        
1996                                    $2,042          
1997                                     1,610          
1998                                     1,219          
1999                                     1,034          
2000                                       531          
Thereafter                                 209          
                                        ------          
                                        $6,645          
                                        ======          

Rental expense for all operating leases in 1995 was approximately           
$2,352,000 ($904,000 in 1994 and                                                
$841,000 in 1993).                                                              

ACCRUED EXPENSES                                                                
At August 31, "Accrued Expenses" consisted of the following:                    

                                                                · Download Table

(in thousands)                                     1995     1994   
-------------------------------------------------------------------
                                                                   
Customer advances                                $ 9,531   $ 6,222 
Salaries, wages, payroll taxes and withholdings    9,158     6,031 
Federal income taxes                               4,197     3,017 
Business restructure costs                         3,712     5,541 
Warranty costs                                     3,040     2,139 
Pension benefits                                   2,373     1,392 
Medical benefits                                   2,257     2,260 
Workers' compensation benefits                     1,094     1,333 
All other items                                   13,828    10,907 
                                                 ----------------- 
                                                 $49,190   $38,842 
                                                 ================= 

LONG-TERM DEBT                                                                  
Long-term debt at August 31 is as follows:                                      

                                                                · Download Table

(in thousands)                  1995          1994      
--------------------------------------------------------
                                                        
Senior debt                                             
 Term loan                     $36,500      $40,000     
 Revolving credit loan           3,800            0     
Subordinated debt                                       
 Face amount                    30,495       50,000     
 Discount                       (2,894)      (6,210)    
                               --------------------     
Total debt                      67,901       83,790     
 Less current portion            6,067        3,500     
                               --------------------     
                               $61,834      $80,290     
                               ====================     

At August 31, 1995, the company had senior debt outstanding under           
an agreement with two Ohio banks. The agreement consists of a term              
loan and a revolving credit arrangement. The term loan portion of               
the agreement is payable in quarterly installments through 2001.                
During 1995, the company amended the revolving credit portion of the            
agreement and increased the amount the company can borrow by $15                
million to $50 million. The revolving credit agreement does not                 
require compensating balances; however, a nominal commitment fee is             
paid on the unused portion.                                                     
The interest rate on both the term loan and any outstanding balance         
under the revolving credit portion of the agreement is variable                 
based upon Prime or a formula tied to LIBOR rates. At August 31,                
1995, the interest rate for all amounts outstanding ranged from                 
7 1/2% to 8 1/3% (6 1/3% to 8 1/3% at August 31, 1994). During 1994, the        
company entered into interest rate swap agreements to manage its                
exposure to fluctuations in short-term interest rates. These                    
arrangements total $25 million, expire in 1997 and allow the company            
to pay an effective interest rate of approximately 8 1/3%. The                  
counter party to the transaction is one of the loan originating                 
banks and the company continually monitors its financial position               
and credit rating to guard against credit risk.                                 
The senior debt agreement is secured by all domestic assets except          
land and buildings and includes certain restrictive covenants which             
include, among other things, minimum requirements for tangible net              
worth, working capital, additional debt, debt service coverage and              
payment of cash dividends. At August 31, 1995, $5,789,000 of retained           

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earnings is available for future dividends. See Subsequent                      
Event note.                                                                     

At August 31, 1994, subordinated debt consisted of $50 million principal    
amount. During the third quarter of 1995, the company recorded an extraordinary 
gain of $2,183,000 ($1,332,000 after taxes or $.25 per share) in connection     
with the early retirement of $25 million of the subordinated debt. The          
remaining principal amount of $25 million bears interest at 5 1/2% but has been 
discounted to reflect a rate of 9 1/4% which approximated the market interest   
rate on debt instruments with similar features at the time the debt was         
incurred. The debt becomes due on June 30, 1998, and the agreement includes     
certain restrictive covenants which are generally consistent with, but less     
restrictive than, those of the senior debt. Subject to covenant compliance, the 
company may extend the maturity of the notes until June 30, 2001, by paying an  
interest rate consistent with the market rate paid on similar instruments as of 
the date of the maturity extension. The debt is unsecured. It is the company's  
current intention to avail itself of the renewal option as of June 30, 1998.    
During 1995, the company incurred additional subordinated debt in the amount of 
$5,495,000. This debt bears interest at 8% but has been discounted to reflect a 
rate of 11% which approximated the market interest rate on debt instruments     
with similar features at the time the debt was incurred. The debt is payable in 
annual installments on February 28 of each year through 1999. The debt is       
secured by all domestic assets of the company.                                  

Aggregate principal payments for the debt for the five years                
subsequent to August 31, 1995 are as follows:                                   

                                                                · Download Table

                              Senior    Subordinated   
(in thousands)                 Debt         Debt       
-------------------------------------------------------
                                                       
1996                         $ 4,500      $ 1,567      
1997                           6,000        1,461      
1998                           6,500        1,642      
1999                           6,500          825      
2000                           6,500            0      
2001 and thereafter           10,300       25,000      
                             --------------------      
                             $40,300      $30,495      
                             ====================      

Interest paid on all outstanding debt amounted to $6,753,000                
in 1995, $1,457,000 in 1994 and $124,000 in 1993.                               

OTHER LONG-TERM LIABILITIES                                                     
The following items are included in "Other Long-Term Liabilities" at            
August 31:                                                                      

                                                                · Download Table

(in thousands)                        1995       1994  
-------------------------------------------------------
                                                       
German pension liability            $31,478     $29,014
Other postretirement benefits        15,276      15,237
U.S. pension liability                7,347       8,321
Casualty insurance reserves           5,612       3,900
All other items                       1,222       5,823
                                    -------------------
                                    $60,935     $62,295
                                    ===================

BUSINESS ACQUISITIONS                                                           
On March 1, 1995, the company acquired Cannon Process Equipment Limited and 
Pharaoh Corporation for cash and subordinated notes totaling $12,898,000.       
Cannon, located in Bilston, England sells new and reconditioned glass-lined     
reactor vessels. Pharaoh, located in Rochester, New York is a supplier of       
replacement parts and services for glass-lined process equipment. At the same   
time, the company entered into a partnership with a major supplier of used      
process equipment to supply used and reconditioned glass-lined vessels          
worldwide. The new business units will be combined with similar activities of   
Pfaudler.                                                                       
On June 30, 1994, the company completed the acquisition of the Pfaudler,    
Chemineer and Edlon business units for approximately $117,045,000. Pfaudler is  
the foremost worldwide manufacturer of glass-lined steel chemical reactor and   
storage vessels. Chemineer is a leading producer of industrial mixing and       
agitation equipment and Edlon designs and fabricates engineered Teflon (R)      
products and coatings. The funds used for the acquisition were provided by a    
combination of cash on hand, bank debt of $52,000,000 and subordinated notes of 
$43,576,000, net of discount, issued to the seller. In addition to cash and     
subordinated notes, the seller also received certain stock appreciation rights  
as further described in the Common Stock note.                                  
The acquisitions were accounted for under the purchase method and,          
accordingly, the purchase price was allocated to the assets acquired and        
liabilities assumed based on their fair values on the dates of the respective   
transactions. These transactions resulted in Goodwill of $71,225,000.           
The operating results of the acquired businesses have                       
been included in consolidated operating results since the                       

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dates of each acquisition. The following unaudited pro forma summary            
presents the results of operations of the company combined with the             
results of Pfaudler, Chemineer and Edlon as if the acquisition of               
the business units had occurred at the beginning of 1993. In                    
preparing the pro forma data, certain adjustments have been made to             
historic operating results, including increased interest expense                
resulting from the new debt structure, amortization of intangible               
assets and the related income tax effects. The pro forma data                   
excludes business restructure provisions recorded at Pfaudler of                
$8,100,000 and $1,318,000 in 1994 and 1993, respectively. This                  
summary does not necessarily reflect the results of operations as               
they would have been had the acquisitions occurred at the beginning             
of 1993, nor is it necessarily indicative of future operating                   
results.                                                                        

                                                                · Download Table

(in thousands except per share data)             1994      1993  
-----------------------------------------------------------------
                                                                 
Net Sales                                      $261,090  $255,307
Income Before Extraordinary Gain and                             
 Cumulative Effect of Accounting Changes          4,388     4,911
Income Per Share Before Extraordinary Gain and                   
 Cumulative Effect of Accounting Changes                         
   Primary                                         $.83      $.94
   Fully Diluted                                    .83       .93

BUSINESS RESTRUCTURE                                                            
The following is a summary of the company's restructuring activities            
for the current and prior year.                                                 

                                                                · Download Table

                             Employee  Facility                  
                             Severance  Related  Other           
(in thousands)                 Costs     Costs   Costs     Total 
-----------------------------------------------------------------
                                                                 
Balance August 31, 1993       $   746   $  105   $  99    $  950 
Additional provision charged                                     
 against operations             1,266    1,245      40     2,551 
Additional provision recorded                                    
 by adjusting purchase entry    1,750      250     700     2,700 
Balances assumed from                                            
 former owner                   2,786        0    (311)    2,475 
Payments                       (1,681)    (105)    (99)   (1,885)
Non-cash asset reductions           0   (1,250)      0    (1,250)
                              ---------------------------------- 
Balance August 31, 1994         4,867      245     429     5,541 
Additional provision recorded                                    
 by adjusting purchase entry      300        0       0       300 
Payments                       (1,659)    (121)     (1)   (1,781)
Other activity*                  (215)     (44)    (89)     (348)
                              ---------------------------------- 
Balance August 31, 1995       $ 3,293   $   80   $ 339    $3,712 
                              ================================== 

*Primarily the result of foreign currency translation                           

During 1995 the company continued the implementation of an                  
extensive restructuring program at Pfaudler which was in process at             
the time of the acquisition in fiscal 1994. Included in the program             
is a major reorganization of the German facility, which includes                
employee termination costs. In addition, Pfaudler has completed the             
curtailment of new product manufacturing in Mexico.                             
The consolidation of the company's industrial mixer production,             
announced last year, is in process and will be completed during the             
first half of fiscal 1996. The program involves closing the existing            
Prochem manufacturing facility in Brampton, Ontario and relocating              
all business activities to the Chemineer facility in Dayton, Ohio.              
The move has been delayed approximately six months from the original            
timetable due to an ongoing systems implementation project at                   
Chemineer and the need to complete a building addition                          
to accommodate additional production.                                           
Finally, the move of the RKL valve production from a facility in            
Lumberton, New Jersey to the company's pump manufacturing plant in              
Springfield, Ohio was completed during fiscal 1995 as originally                
planned.                                                                        
At August 31, 1995, the company believes the above reserve is               
adequate to complete the various programs currently in process. The             
company continually monitors charges against the reserve and has                
made adjustments as required.                                                   

SUBSEQUENT EVENT                                                                
On October 10, 1995, 1,850,000 of the stock appreciation rights which were      
issued in connection with the acquisition of Pfaudler, Chemineer and Edlon (see 
Common Stock note) were retired for $9.75 per right. This resulted in a total   
payment of $18,037,500. The payment was made October 24, 1995. The payment was  
financed through the company's long-term revolving credit agreement. The        
company's covenants with its lenders have been amended as a result of this      
transaction and the company is in compliance with the modified covenants.       

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INFORMATION BY GEOGRAPHIC AREA  

                                                                · Download Table

                                             Years Ended August 31,           
(in thousands)                          1995          1994          1993      
----------------------------------------------------------------------------- 
                                                                              
Net Sales                                                                     
 U.S. domestic                        $165,135      $ 73,380       $56,376    
 U.S. export                            31,218        18,926        17,100    
                                      ------------------------------------    
 Total U.S.                            196,353        92,306        73,476    
 Europe                                 80,844        16,824         3,603    
 Other foreign                          25,755        12,517         7,978    
                                      ------------------------------------    
 Total Net Sales                      $302,952      $121,647       $85,057    
                                      ====================================    
Operating Income                                                              
 U.S.                                 $ 29,519      $ 17,718       $15,554    
 Europe                                  4,818           877        (1,156)(3)
 Other foreign                           3,377        (1,696)(2)    (2,024)   
                                      ------------------------------------    
 Total operating income                 37,714        16,899        12,374    
 Investment income                           0             0         1,462    
 Interest expense                       (7,287)       (1,457)         (116)   
 Amortization of intangible assets      (2,707)         (121)            0    
 Corporate expenses                     (8,687)(1)    (4,676)       (3,974)   
                                      ------------------------------------    
 Income Before Income Taxes           $ 19,033      $ 10,645       $ 9,746    
                                      ====================================    
Income Before Income Taxes                                                    
 U.S.                                 $ 10,838      $ 11,464       $12,926    
 Europe                                  4,818           877        (1,156)   
 Other foreign                           3,377        (1,696)       (2,024)   
                                      ------------------------------------    
 Total                                $ 19,033      $ 10,645       $ 9,746    
                                      ====================================    
Assets                                                                        
 U.S.                                 $193,852      $185,706       $71,105    
 Europe                                 56,063        50,694         4,579    
 Other foreign                          20,492        21,730         8,952    
                                      ------------------------------------    
 Total Assets                         $270,407      $258,130       $84,636    
                                      ====================================    
<FN>                                                                          
(1) Includes $1,612,000 write-off of investment in Hazleton Environmental.    
(2) Includes provision for business restructure of $1,929,000.                
(3) Includes provision for business restructure of $950,000.                  

MARKET PRICE AND DIVIDEND DATA

Per Share of Common Stock 

                                                                · Download Table

                          MARKET PRICE                            
1995              ---------------------------    DIVIDENDS        
QUARTER ENDED     HIGH        LOW       CLOSE       PAID          
------------------------------------------------------------      
                                                                  
November 30       $20 1/5     $16 3/4     $17 2/5      7 1/2 cents
February 28        22 3/4      16 1/2      20 3/4      7 1/2      
May 31             28 1/2      20 3/4      26 1/2      7 1/2      
August 31          28 3/4      25          27 7/16     7 1/2      
                                                      ------      
                                                      30     cents
                                                      ======      

                          Market Price                            
1994              ---------------------------    Dividends        
Quarter Ended     High        Low       Close       Paid          
------------------------------------------------------------      
                                                                  
November 30       $20 3/4     $15 1/2     $15 1/2      6 1/4 cents
February 28        19          15 1/2      18 3/4      7 1/2      
May 31             20 1/2      17          20 1/4      7 1/2      
August 31          20 1/4      18          18 3/4      7 1/2      
                                                      ------      
                                                      28 3/4 cents
                                                      ======      


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======================  
QUARTERLY DATA  
(Unaudited)   

                                                                · Download Table

Robbins & Myers, Inc. and Subsidiaries                                              
(in thousands except per share data)                      1995            1994      
---------------------------------------------------------------------------------   
                                                                                    
Net Sales                                                                           
 Quarter Ended                                                                      
   November 30                                            $ 68,628       $ 21,895   
   February 28                                              70,873         22,567   
   May 31                                                   79,973         25,018   
   August 31                                                83,478         52,167   
                                                          -----------------------   
   Total                                                  $302,952       $121,647   
                                                          =======================   
Gross Profit                                                                        
 Quarter Ended                                                                      
   November 30                                            $ 23,042       $  8,120   
   February 28                                              24,145          8,888   
   May 31                                                   26,180         10,350   
   August 31                                                27,937         17,623   
                                                          -----------------------   
   Total                                                  $101,304       $ 44,981   
                                                          =======================   
Income Before Income Taxes                                                          
 Quarter Ended                                                                      
   November 30                                            $  4,332       $  3,096   
   February 28                                               5,044          3,392   
   May 31                                                    4,317(1)       3,838   
   August 31                                                 5,340            319(3)
                                                          -----------------------   
   Total                                                  $ 19,033       $ 10,645   
                                                          =======================   


                                                        · Enlarge/Download Table


                                                 1995        1995        1994           
                                                Before                                  
                                         Extraordinary                                  
                                                  Gain       TOTAL       Total          
                                         ----------------------------------------       
                                                                                        
Net Income                                                                              
 Quarter Ended                                                                          
   November 30                                  $ 2,915     $ 2,915      $1,907         
   February 28                                    3,087       3,087       2,136         
   May 31                                         2,256(1)    3,588(2)    2,211         
   August 31                                      3,567       3,567         101(3)      
                                                -------------------------------         
   Total                                        $11,825     $13,157      $6,355         
                                                ===============================         
Income Per Share                                                                        
 Primary                                                                                
 Quarter Ended                                                                          
   November 30                                     $.55        $.55        $.36         
   February 28                                      .58         .58         .41         
   May 31                                           .42(1)      .67(2)      .42         
   August 31                                        .66         .66         .02(3)      
 Assuming Full Dilution                                                                 
 Quarter Ended                                                                          
   November 30                                     $.55        $.55        $.36         
   February 28                                      .58         .58         .41         
   May 31                                           .42(1)      .67(2)      .42         
   August 31                                        .65         .65         .02(3)      
<FN>                                                                                    
(1) Includes a pre-tax write-off of $1,612,000 for investment in Hazleton Environmental.
(2) Includes an after tax gain of $1,332,000 for early extinguishment of debt.          
(3) Includes a pre-tax provision for business restructure totaling $2,551,000.          


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ITEM 9.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND       
------    ---------------------------------------------------------------       
FINANCIAL DISCLOSURE                                                            
--------------------                                                            

None.                                                 

PART III
--------

ITEM 10.   DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT                   
-------    --------------------------------------------------                   

            The information required by this Item 10 is incorporated herein by
reference to the Company's Proxy Statement for its Annual Meeting of            
Shareholders on December 13, 1995, except for certain information concerning    
the executive officers of the Company which is set forth in Part I of this      
Report.                                                                         

ITEM 11.   EXECUTIVE COMPENSATION                                               
-------    ----------------------                                               

      The information required by this Item 11 is set forth in the
Company's Proxy Statement for its Annual Meeting of Shareholders on December    
13, 1995 and is incorporated herein by this reference.                          

ITEM 12.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT       
-------    --------------------------------------------------------------       

            The information required by this Item 12 is incorporated herein by
reference to the Company's Proxy Statement for its Annual Meeting of            
Shareholders on December 13, 1995.                                              

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ITEM 13.   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                       
-------    ----------------------------------------------                       

            The information required by this Item 13 is incorporated herein by
reference to the Company's Proxy Statement for its Annual Meeting of            
Shareholders on December 13, 1995.                                              

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PART IV 
------- 

ITEM 14.   EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K     
-------    ----------------------------------------------------------------     

(a) (1)      FINANCIAL STATEMENTS                     

      The following consolidated financial statements of Robbins &
Myers, Inc. and its subsidiaries are at Item 8 hereof.                          

Consolidated Balance Sheet - August 31, 1995 and 1994.

      Statement of Consolidated Operations and Retained Earnings -
Years ended August 31, 1995, 1994, and 1993.          

Statement of Consolidated Cash Flows -                
Years ended August 31, 1995, 1994, and 1993.          

Notes to Consolidated Financial Statements.           

(a)    (2)   FINANCIAL STATEMENT SCHEDULE             

Schedule II    - Valuation and Qualifying Accounts                              

          All other schedules are omitted because they are not applicable,
or not required, or because the required information is included in the         
consolidated financial statements or notes thereto.                             

        Separate financial statements of the Company have been omitted
since it is primarily an operating company and long-term debt of the subsidiary 
held by other than the Company is less than five percent of consolidated total  
assets.                                                                         

(a)    (3)   EXHIBITS.  See INDEX to EXHIBITS.        

           (b)     REPORTS ON FORM 8-K.  During the quarter ended August 31,
             1995, the Company did not file any reports on Form 8-K.

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SIGNATURES
----------

 Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, Robbins & Myers, Inc. has duly caused this report to be   
signed on its behalf by the undersigned, thereunto duly authorized, on this     
27th day of November, 1995.                                                     

                                             ROBBINS & MYERS, INC.

                                              By /S/ DANIEL W. DUVAL
                                                    ----------------------
                                                     DANIEL W. DUVAL
                                                     PRESIDENT AND CHIEF
                                                     EXECUTIVE OFFICER

        Pursuant to the requirements of the Securities Exchange Act of
1934, this Report has been signed below by the following persons on behalf of   
Robbins & Myers, Inc. and in the capacities and on the dates indicated:         

----------------------------------------------------------------------------    
  NAME                    TITLE                       DATE
----------------------------------------------------------------------------    

/s/ Daniel W. Duval                                                             
-----------------------------   Director, President and     November 27, 1995   
Daniel W. Duval                 Chief Executive Officer                         

/s/ George M. Walker                                                            
-----------------------------   Vice President-CFO          November 27, 1995   
George M. Walker                (Principal Financial                            
       and Accounting Officer)

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

*Maynard H. Murch, IV           Chairman of Board           November 27, 1995   

*Robert J. Kegerreis            Director                    November 27, 1995   

*Thomas P. Loftis               Director                    November 27, 1995   

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*William D. Manning, Jr.          Director            November 27, 1995         

*John N. Taylor, Jr.              Director            November 27, 1995         

*Jerome F. Tatar                  Director            November 27, 1995         

             *The undersigned, by signing his name hereto, executes this
Report on Form 10-K for the year ended August 31, 1995 pursuant to powers of    
attorney executed by the above-named persons and filed with the Securities and  
Exchange Commission.                                                            

                                   /s/ Daniel W. Duval
                                         -------------------------
                               DANIEL W. DUVAL
                                      THEIR ATTORNEY-IN-FACT

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Report of Independent Auditors

Shareholders and Board of Directors                                             
Robbins & Myers, Inc. and Subsidiaries                                          

We have audited the accompanying consolidated balance sheet of Robbins & Myers, 
Inc. and Subsidiaries as of August 31, 1995 and 1994, and the related           
statements of consolidated operations and retained earnings, and cash flows for 
each of the three years in the period ended August 31, 1995. Our audits also    
included the financial statement schedule listed in the Index at Item 14(a).    
These financial statements and schedule are the responsibility of the Company's 
management. Our responsibility is to express an opinion on these financial      
statements and schedule based on our audits.                                    

We conducted our audits in accordance with generally accepted auditing          
standards. Those standards require that we plan and perform the audit to obtain 
reasonable assurance about whether the financial statements are free of         
material misstatement. An audit includes examining, on a test basis, evidence   
supporting the amounts and disclosures in the financial statements. An audit    
also includes assessing the accounting principles used and significant          
estimates made by management, as well as evaluating the overall financial       
statement presentation. We believe that our audits provide a reasonable basis   
for our opinion.                                                                

In our opinion, the consolidated financial statements referred to above present 
fairly, in all material respects, the consolidated financial position of        
Robbins & Myers, Inc. and Subsidiaries at August 31, 1995 and 1994, and the     
consolidated results of their operations and their cash flows for each of the   
three years in the period ended August 31, 1995, in conformity with generally   
accepted accounting principles. Also, in our opinion, the related financial     
statement schedule, when considered in relation to the basic financial          
statements taken as a whole, presents fairly, in all material respects, the     
information set forth therein.                                                  

As discussed in the Summary of Accounting Policies note to the Consolidated     
Financial Statements, in 1993 the Company changed its method of accounting for  
postretirement benefits other than pensions and accounting for income taxes.    

                                     /s/ Ernst & Young LLP

Dayton, Ohio                                                                    
October 3, 1995,                                                                
Except for subsequent event note, as to which the date is                       
October 24,1995                                                                 

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SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS   
(AMOUNTS IN THOUSANDS)  

                                                        · Enlarge/Download Table

             COL. A                                 COL. B                COL. C             COL. D        COL. E  
------------------------------------------------  ----------   --------------------------  ----------    ----------
                                                                        ADDITIONS                                  
                                                               --------------------------                          
                                                  Balance at  Charged to       Charged to                  Balance 
                                                   Beginning   Costs and   Other Accounts  Deductions       at End 
                  DESCRIPTION                      of Period    Expenses       - Describe  - Describe    of Period 
------------------------------------------------  ----------  ----------   --------------  ----------    --------- 
                                                                                                                   
Year Ended August 31, 1995:                                                                                        
  Allowances and reserves deducted from assets:                                                                    
    Uncollectable accounts receivable                $952       $535               0        $227 (1)       $1,260  
    Inventory obsolescence                          3,948      1,259             982 (4)     550 (2)        5,639  
    Restructuring reserve for property, plant                                                                      
      equipment held for sale                       1,250          0              57 (5)       0            1,307  
  Other reserves:                                                                                                  
    Warranty claims                                 2,139      2,522             461 (5)   2,082 (3)        3,040  
    Restructuring liabilities                       5,541          0             300 (4)   2,129 (5),(6)    3,712  
    Casualty insurance reserves                     3,900      2,767           1,803 (4)   2,858 (7)        5,612  

Year Ended August 31, 1994:                                                                                        
  Allowances and reserves deducted from assets:                                                                    
    Uncollectable accounts receivable                $425       $230            $464 (4)    $167 (1)         $952  
    Inventory obsolescence                            775        574           2,956 (4)     357 (2)        3,948  
    Restructing reserve for property, plant                                                                        
      equipment held for sale                           0      1,000             250 (4)       0            1,250  
  Other reserves:                                                                                                  
    Warranty claims                                   267      1,088           1,357 (4)     573 (3)        2,139  
    Restructuring liabilities                         950      1,551           4,925 (4)   1,885 (6)        5,541  
    Casualty insurance reserves                       915      1,609           2,586 (4)   1,210 (4)        3,900  

Year Ended August 31, 1993:                                                                                        
  Allowances and reserves deducted from assets:                                                                    
    Uncollectable accounts receivable                $448       $144                        $167 (1)         $425  
    Inventory obsolescence                            720        338                         283 (2)          775  
    Restructing reserve for property, plant                                                                        
      equipment held for sale                           0          0               0           0                0  
  Other reserves:                                                                                                  
    Warranty claims                                   442        435                         610 (3)          267  
    Restructuring liabilities                           0        950               0           0              950  
    Casualty insurance reserves                       934      1,375               0       1,394 (7)          915  

Note (1)   Represents accounts receivable written off against the reserve.  
Note (2)   Inventory items scrapped and written off against the reserve.    
Note (3)   Warranty cost incurred applied against the reserve.              
Note (4)   Amount due to acquisition of Chemineer, Edlon, Pfaudler.         
Note (5)   Transferred from restructure reserve.                            
Note (6)   Spending against restructing reserve.                            
Note (7)   Spending against casualty reserves.                              

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INDEX TO EXHIBITS 
----------------- 

                                                                · Download Table
                                                                   
(3)       ARTICLES OF INCORPORATION AND BY-LAWS:                   

     3.1  Amended Articles of Incorporation of Robbins             
                  & Myers, Inc. were filed as Exhibit 3.1 to       
                  the Company's Report on Form 10-Q for the        
                  quarter ended February 28, 1995...              *

     3.2  Code of Regulations of Robbins & Myers, Inc.             
                  was filed as Exhibit 3.2 to the Company's        
                  Report on Form 10-Q for the quarter ended        
                  February 28, 1995...                            *

(4)       INSTRUMENTS DEFINING THE RIGHTS OF SECURITY              
          HOLDERS, INCLUDING INDENTURES:                           

     4.1  Purchase and Loan Agreement dated May 25,                
                  1989, relating to the issuance of 100,000        
                  Common Shares of the Company...                 +

     4.2  SAR and Registration Rights Agreement between            
                  Robbins & Myers, Inc. and Eagle Industrial       
                  Products Corporation, dated June 30, 1994,       
                  was filed as Exhibit 4.1 to the Company's        
                  Report on Form 8-K, dated July 14, 1994...      *

     4.3  Indenture relating to $50,000,000 Senior                 
                  Subordinated Extendible Reset Notes of Robbins   
                  & Myers, Inc., with PNC Bank, Ohio, National     
                  Association, Trustee, dated June 30,1994, was    
                  filed as Exhibit 4.2 to the Company's Report     
                  on Form 8-K, dated July 14, 1994...             *

     4.4  First Supplemental Indenture, dated April 10, 1995,      
                  and Second Supplemental Indenture, dated         
                  October 24, 1995, relating to the $50,000,000    
                  Senior Subordinated Extendible Reset Notes of    
                  Robbins & Myers, Inc....                        +

     4.5  Registration Rights Agreement, dated June 30,            
                  1994, relating to registration of $50,000,000    
                  Senior Subordinated Extendible Reset Notes       
                  of Robbins & Myers, Inc., was filed as Exhibit   
                  4.3 to the Company's Report on Form 8-K,         
                  dated July 14, 1994...                          *

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                                                                · Download Table
                                                                        
   4.6      Credit Agreement, effective June 30, 1994,                  
                    among Robbins & Myers, Inc. and certain of          
                    its subsidiaries, as Borrowers, Bank One,           
                    Dayton, NA, as Agent, and Bank One, Dayton,         
                    NA and National City Bank, Columbus, as             
                    Lenders, was filed as Exhibit 4.4 to the            
                    Company's Report on Form 8-K, dated                 
                    July 14, 1994...                                  * 

    4.7     Amendment No. 1, dated January 12, 1995,                    
                    Amendment No. 2 and No. 3 dated February 28,        
                    1995, Amendment No.4, dated April 10, 1995,         
                    and Amendment No. 5, dated October 24, 1995         
                    to the Credit Agreement with Bank One,              
                    Dayton NA, as agent...                            + 

(10) MATERIAL CONTRACTS:                                                

   10.1     Robbins & Myers, Inc. Pension Plan (As                      
                    Amended and Restated Effective as of                
                    October 1, 1989) was filed as Exhibit 10.3          
                    to the Company's Annual Report on Form 10-K         
                    for year ended August 31, 1990...                 * 

   10.2     First Amendment to Supplement One to the                    
                    Robbins & Myers, Inc. Pension Plan dated            
                    October 22, 1990 was filed as Exhibit 10.4 to       
                    the Company's Annual Report on Form 10-K for        
                    the year ended August 31, 1990...                 * 

   10.3     Amendments to the Robbins & Myers, Inc. Pension             
                    Plan dated March 5, 1991, December 16, 1992, and    
                    two additional amendments both dated                
                    September 30, 1993 were filed as Exhibit 10.4       
                    to the Company's Annual Report on Form 10-K for     
                    the year ended August 31, 1993...                 * 

   10.4     Salary Continuation Agreement between                       
                    Robbins & Myers, Inc. and Daniel W. Duval           
                    dated May 8, 1987 was filed as Exhibit 10.5 to      
                    the Company's Annual Report on Form 10-K for        
                    the year ended August 31, 1993...                 * 

   10.5     Robbins & Myers, Inc. Employee Savings                      
                    Plan was filed as Exhibit 10.6 to the Company's     
                    Annual Report on Form 10-K for the year ended       
                    August 31, 1990...                                * 

   10.6     First Amendment, dated April 30, 1991, and                  
                    Second Amendment, dated May 28, 1992, to            
                    Robbins & Myers, Inc. Employee Savings Plan         
                    was filed as Exhibit 10.7 to the Company's          

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                 Report on Form 10-K for the year ended                         
                 August 31, 1993...                                           * 

10.7     Robbins & Myers, Inc. 1984 Stock Option                                
                 Plan was filed as Exhibit 10.8 to the Company's                
                 Report on Form 10-K for the year ended                         
                 August 31, 1992...                                           * 

10.8     Robbins & Myers, Inc. Supplemental Pension                             
                 Program adopted May 29, 1987 was filed as                      
                 Exhibit 10.9 to the Company's Report on                        
                 Form 10-K for the year ended August 31, 1993...              * 

10.9     Robbins & Myers, Inc. Stock Option Plan for                            
                 Non-Employee Directors was filed as Exhibit 10.11              
                 to the Company's Report on Form 10-K for the year              
                 ended August 31, 1992...                                     * 

10.10    Form of Indemnification Agreement between                              
                 Robbins & Myers, Inc., and each director of                    
                 the Company was filed as Exhibit 10.11 to the                  
                 Company's Report on Form 10-K for the                          
                 year ended August 31, 1993...                                * 

10.11    Robbins & Myers, Inc. 1994 Directors Stock                             
                 Compensation Plan was filed as Exhibit 10.13                   
                 to the Company's Report on Form 10-K for the                   
                 year ended August 31, 1994...                                * 

10.12    Robbins & Myers, Inc. 1994 Long-Term Incentive                         
                 Stock Plan was filed as Exhibit 10.14 to the                   
                 Company's Report on Form 10-K for the year                     
                 ended August 31, 1994...                                     * 

10.13    Executive Employment Agreement between                                 
                 Robbins & Myers, Inc. and Gerald L. Connelly,                  
                 effective June 30, 1994, was filed as Exhibit                  
                 10.15 to the Company's Report on Form 10-K for                 
                 the year ended August 31, 1994...                            * 

10.14    Amended and Restated Stock Purchase Agreement                          
                 among Robbins & Myers, Inc., as buyer, and                     
                 Eagle Industrial Products Corporation and                      
                 O.D.E. Manufacturing, Inc., as sellers,                        
                 dated June 29, 1994, was filed as Exhibit 2.1                  
                 to the Company's Report on Form 8-K, dated                     
                 July 14, 1994...                                             * 

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(11)  STATEMENT RE:  COMPUTATION OF PER SHARE EARNINGS:     

      11.1       Computation of Per Share Earnings...    +  

(21)  SUBSIDIARIES OF THE REGISTRANT:                                           

             Robbins & Myers, Inc. has the following subsidiaries all of
             which (i) are wholly-owned; (ii) do business under the name
               under which they are organized; and (iii) are included in the
              consolidated financial statements of the Company.  The names
of such subsidiaries are set forth below.     

                                                                · Download Table

                                               JURISDICTION                
     NAME OF SUBSIDIARY                        IN WHICH INCORPORATED       
----------------------------                   ---------------------       
                                                                           
Chemineer, Inc.                                       Delaware             

Chemineer Limited                                     England              

Edlon, Inc.                                           Delaware             

Glasteel Parts and Services, Inc.                     Delaware             

Pfaudler, Inc.                                        Delaware             

Robbins & Myers Canada, Ltd.                          Dominion of Canada   

Robbins & Myers, Limited                              England              

Robbins & Myers International                                              
      Sales Company, Inc.                             Ohio                 

Robbins & Myers NRO Ltd.                              Dominion of Canada   

Pfaudler Equipamentos                                                      
      Industrias Ltda.                                Brazil               

Pfaudler-Werke GMBH                                   Germany              

Robbins & Myers                                                            
      U.K. Limited                                    England              

Pfaudler S.A. de C.V.                                 Mexico               

R & M Environmental Strategies, Inc.                  Ohio                 

(23)       CONSENTS OF EXPERTS AND COUNSEL                                 

           23.1  Consent of Ernst & Young LLP                             +

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(24)  POWER OF ATTORNEY                                          

           24.1  Powers of Attorney of any person who            
                          signed this Report on Form 10-K on     
                          behalf of another pursuent to a        
                          Power of attorney...                +  

(27)  27.1       Financial Data Schedule(submitted for SEC's     
                           information)                       +  

"+"   Indicates Exhibit is being filed with this Report.                        

"*"   Indicates that Exhibit is incorporated by reference in this Report from a 
previous filing with the Commission.                                

44

Dates Referenced Herein   and   Documents Incorporated By Reference

				Referenced-On Page
This 10-K405 Filing		Date		First		Last			Other Filings
		2/28/92		16
		5/28/92		41
		8/31/92		42
		9/1/92		16
		12/16/92		41
		8/31/93		4		42
		9/30/93		41
		6/29/94		42
		6/30/94		3		42
		7/1/94		3
		7/14/94		40		42
		8/31/94		4		42
		1/1/95		24
		1/12/95		41
		2/28/95		40		41			10-Q
		3/1/95		3		29
		4/10/95		40		41
		6/28/95		11
For The Period Ended		8/31/95		1		39			11-K
		10/3/95		38
		10/10/95		12		30
		10/24/95		2		41
		10/31/95		10
		11/14/95		2					DEF 14A
		11/27/95		36		37
Filed On / Filed As Of		11/28/95
		12/13/95		2		34			10-12G/A, S-3, DEF 14A, 10-Q
		1/31/96		8
		1/31/97		10
		5/31/97		10					10-Q
		11/30/97		10					10-Q
		6/30/98		29
		9/30/98		10
		8/31/99		27					10-K
		12/31/99		10					11-K
		6/30/0		24
		6/30/1		29
		12/31/1		10					11-K
Top									List All Filings