July 7, 1995
                                     
                                     
                                     
                                     

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

            Re:   Form 10-C of Barringer Technologies Inc.

Dear Sir or Madam:

             Enclosed for filing, pursuant to the Securities Exchange  Act  of
1934,  is  Barringer  Technologies Inc.'s Report of  a  Change  in  Number  of
Outstanding Shares on Form 10-C.

             Thank  you  for your cooperation in this matter.  Please  contact
the undersigned if you have any questions or comments.

                                    Very truly yours,
                                    
                                    
                                    /s/ Michael E. Grossman
                                        Michael E. Grossman

MEG:ac
Enclosure
                                     
                    SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C. 10549

                                 FORM 10-C

   Report by Issuer of Securities Quoted on NASDAQ Interdealer Quotation
System Filed pursuant to Section 13 or 15(d) of the Securities Exchange Act
               of 1934 and Rule 13a-17 and 15d-17 Thereunder


                        BARRINGER TECHNOLOGIES INC.
______________________________________________________________________

              (Exact Name of Issuer as Specified in Charter)

                219 South Street, New Providence, NJ 07974
_______________________________________________________________________

                 (Address of Principal Executive Offices)

                               908-665-8200
___________________________________________________________________________

             (Issuer's Telephone Number, Including Area Code)


                I.  CHANGE IN NUMBER OF SHARES OUTSTANDING

Indicate  any  change (increase or decrease) of five percent or  more  in  the
number of shares outstanding:

1.    Title of security:                                    Common Stock

2.    Number of Shares outstanding before the change:       12,736,828

3.    Number of shares outstanding after the change:        13,646,286

4.    Effective date of change:                             June 30, 1995

5.    Method of change:

       Specify  method  (such as merger, acquisition, exchange,  distribution,
stock split, reverse split, acquisition of stock for treasury, etc.):

      Conversion  of  preferred  stock, issuance of dividends  on  classes  of
      convertible  preferred stock, and shares issued pursuant  to  a  private
      placement, all as set forth below.

      Give brief description of transaction:

      The  change  in  the number of shares of common stock, $0.01  par  value
      per  share  ("Common  Stock"),  of  the  issuer  outstanding  since  the
      issuer's  prior  Form  10-C filing results from  a  number  of  separate
      transactions, the last one of which occurred on June 30, 1995:

      (1)   560,532   shares  of  Common  Stock  issued  upon  conversion   of
            convertible preferred stock.

      (2)   68,926  shares of Common Stock issued as dividends on  classes  of
            convertible preferred stock.
      
      (3)   280,000  shares  of  Common Stock issued  pursuant  to  a  private
            placement.


                       II.  CHANGE IN NAME OF ISSUER

1.    Name prior to change:

2.    Name after change:

3.    Effective date of charter amendment changing name:

4.    Date of shareholder approval of change, if required:


July 7, 1995              /s/ Richard S. Rosenfeld, Vice President-Finance
   Date                              (Officer's Signature and Title)