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

                            Form 13F

                       Form 13F COVER PAGE

Report for the Calendar Year or Quarter Ended:  December 31, 2001

Check here if Amendment [ X ]; Amendment Number:  1
    This Amendment (Check only one.):  [   ] is a restatement.
                                       [ X ] adds new holdings
                                             entries.

Institutional Investment Manager Filing this Report:

Name:    Ruane, Cunniff & Co., Inc.
Address: 767 Fifth Avenue
         New York, New York 10153


Form 13F File Number: 28-154

The institutional investment manager filing this report and the
person by whom it is signed hereby represent that the person
signing the report is authorized to submit it, that all
information contained herein is true, correct and complete, and
that it is understood that all required items, statements,
schedules, lists, and tables, are considered integral parts of
this form.

Person Signing this Report on Behalf of Reporting Manager:

Name:    Mr. Joseph Quinones, Jr.
Title:   Chief Financial Officer
Phone:   (212) 832-5280

Signature, Place, and Date of Signing:

         /s/ Joseph Quinones, Jr.    New York, NY      02/22/2002
         _______________________ _____________________ _________
              [Signature]           [City, State]        [Date]

Report Type (Check only one.):

[ X]     13F HOLDINGS REPORT.  (Check here if all holdings of
         this reporting manager are reported in this report.)

[  ]     13F NOTICE.  (Check her if no holdings reported are in
         this report, and all holdings are reported by other





         reporting manger(s).)

[  ]     13F COMBINATION REPORT.  (Check here if a portion of the
         holdings for this reporting manager are reported in this
         report and a portion are reported by other reporting
         manager(s).)

List of Other Managers Reporting for this Manager:  NONE













































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                      Form 13F SUMMARY PAGE

Report Summary:


Number of Other Included Managers:            None

Form 13F Information Table Entry Total:       7

Form 13F Information Table Value Total:       $746,809
                                              [thousands]

CONFIDENTIAL TREATMENT REQUESTED: the information for which
Ruane, Cunniff & Co., Inc. is requesting confidential treatment
has been omitted and filed separately with the Commission.

List of Other Included Managers:              NONE




































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                                                         Ruane, Cunniff & Co., Inc.

                                                                 December 31, 2001

                                                                  FORM 13F INFORMATION TABLE
                                                           VALUE   SHARES/  SH/ PUT/ INVSTMT    OTHER          VOTING AUTHORITY
        NAME OF ISSUER          TITLE OF CLASS    CUSIP   (x$1000) PRN AMT  PRN CALL DSCRETN   MANAGERS     SOLE    SHARED    NONE
- ------------------------------ ---------------- --------- -------- -------- --- ---- ------- ------------ -------- -------- --------
                                                                                           
Commerce Bancorp Inc/NJ        COM              200519106    24394   620090 SH       SOLE                                     620090
Credit Acceptance Corp-Mich    COM              225310101     4946   555700 SH       SOLE                                     555700
Expeditors Int'l of Wash. Inc. COM              302130109   545495  9578498 SH       SOLE                  3473426           6105072
Gladstone Capital Corp         COM              376535100     5920   320000 SH       SOLE                                     320000
Hotel Reservation Network      COM              441451101     3910    85000 SH       SOLE                                      85000
Prepaid Legal Services Inc     COM              740065107     6601   301400 SH       SOLE                                     301400
Tiffany & Co                   COM              886547108   155542  4942560 SH       SOLE                  2722985           2219575