10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

 QUARTERLY  REPORT PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE SECURITIES EXCHANGE  ACT  OF  1934

For the quarterly period ended September 30, 2014.

 TRANSITION REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE SECURITIES EXCHANGE  ACT  OF  1934

For the transition period from to.

Commission File Number   1-12273

ROPER INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization)	51-0263969 (I.R.S. Employer Identification No.)
6901 Professional Pkwy. East, Suite 200 Sarasota, Florida (Address of principal executive offices)	34240 (Zip Code)

(941) 556-2601

(Registrant's telephone number, including area code)

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 the past 90 days.  Yes   No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes     No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

   Large accelerated filer	 Accelerated filer
Non-accelerated filer (do not check if smaller reporting company)	 Smaller reporting company

Indicate by check mark if the registrant is a shell company (as defined in Rule 12b-2 of the Act).  Yes    No

The number of shares outstanding of the Registrant's common stock as of October 24, 2014 was 102,105,552.

ROPER INDUSTRIES, INC.

REPORT ON FORM 10-Q FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2014

TABLE OF CONTENTS

		Page
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited):
	Condensed Consolidated Statements of Earnings	3
	Condensed Consolidated Statements of Comprehensive Income	4
	Condensed Consolidated Balance Sheets	5
	Condensed Consolidated Statements of Cash Flows	6
	Condensed Consolidated Statement of Changes in Stockholders' Equity	7
	Notes to Condensed Consolidated Financial Statements	8
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	18
Item 4.	Controls and Procedures	18
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	18
Item 1A.	Risk Factors	18
Item 6.	Exhibits	19
	Signatures	20

2

PART I.FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

Roper Industries, Inc. and Subsidiaries

Condensed Consolidated Statements of Earnings (unaudited)

(in thousands, except per share data)

	Three months ended				Nine months ended
	September 30,				September 30,
	2014		2013		2014		2013
Net sales	$	884,122	$	827,810	$	2,603,349	$	2,348,955
Cost of sales		360,082		345,185		1,067,191		999,247
Gross profit		524,040		482,625		1,536,158		1,349,708
Selling, general and administrative expenses		278,382		263,276		820,434		765,436
Income from operations		245,658		219,349		715,724		584,272
Interest expense, net		20,013		24,705		59,352		67,924
Other income, net		552		409		1,042		453
Earnings before income taxes		226,197		195,053		657,414		516,801
Income taxes		70,687		58,730		197,317		144,211
Net earnings	$	155,510	$	136,323	$	460,097	$	372,590
Net earnings per share:
Basic	$	1.55	$	1.37	$	4.61	$	3.76
Diluted		1.54		1.36		4.56		3.72
Weighted average common shares outstanding:
Basic		100,068		99,207		99,837		99,058
Diluted		101,006		100,302		100,803		100,152
Dividends declared per common share	$	0.200	$	0.165	$	0.600	$	0.495

See accompanying notes to condensed consolidated financial statements.

3

Roper Industries, Inc. and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income (unaudited)

(in thousands)

	Three months ended					Nine months ended
	September 30,					September 30,
	2014			2013		2014			2013
Net earnings	$	155,510		$	136,323	$	460,097		$	372,590
Other comprehensive income/(loss), net of tax:
Foreign currency translation adjustments		(60,755	)		31,902		(53,763	)		(10,219	)
Total other comprehensive income/(loss), net of tax		(60,755	)		31,902		(53,763	)		(10,219	)
Comprehensive income	$	94,755		$	168,225	$	406,334		$	362,371

See accompanying notes to condensed consolidated financial statements.

4

Roper Industries, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets (unaudited)

(in thousands)

	September 30,			December 31,
	2014			2013
ASSETS:
Cash and cash equivalents	$	564,112		$	459,720
Accounts receivable, net		528,734			519,075
Inventories, net		213,440			204,923
Deferred taxes		65,230			64,464
Unbilled receivables		103,124			86,945
Other current assets		58,051			38,210
Total current assets		1,532,691			1,373,337
Property, plant and equipment, net		115,243			117,310
Goodwill		4,731,394			4,549,998
Other intangible assets, net		2,020,798			2,039,136
Deferred taxes		29,051			28,773
Other assets		81,089			76,427
Total assets	$	8,510,266		$	8,184,981
LIABILITIES AND STOCKHOLDERS' EQUITY:
Accounts payable	$	145,660		$	150,313
Accrued compensation		115,167			107,953
Deferred revenue		221,552			209,332
Other accrued liabilities		161,057			153,712
Income taxes payable		-			4,275
Deferred taxes		7,495			6,490
Current portion of long-term debt, net		11,074			11,016
Total current liabilities		662,005			643,091
Long-term debt, net of current portion		2,358,474			2,453,836
Deferred taxes		753,798			783,805
Other liabilities		87,765			91,199
Total liabilities		3,862,042			3,971,931
Commitments and contingencies (Note 10)
Common stock		1,021			1,013
Additional paid-in capital		1,317,906			1,229,233
Retained earnings		3,359,297			2,959,196
Accumulated other comprehensive earnings		(10,680	)		43,083
Treasury stock		(19,320	)		(19,475	)
Total stockholders' equity		4,648,224			4,213,050
Total liabilities and stockholders' equity	$	8,510,266		$	8,184,981

See accompanying notes to condensed consolidated financial statements.

5

Roper Industries, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows (unaudited)

(in thousands)

	Nine months ended September 30,
	2014			2013
Cash flows from operating activities:
Net earnings	$	460,097		$	372,590
Adjustments to reconcile net earnings to cash flows from operating activities:
Depreciation and amortization of property, plant and equipment		30,442			28,269
Amortization of intangible assets		117,179			111,210
Amortization of deferred financing costs		3,003			2,916
Non-cash stock compensation		47,011			40,040
Changes in operating assets and liabilities, net of acquired businesses:
Accounts receivable		(5,225	)		43,101
Unbilled receivables		(16,615	)		(13,257	)
Inventories		(8,833	)		(15,202	)
Accounts payable and accrued liabilities		10,342			13,055
Income taxes payable		(54,178	)		(12,643	)
Other, net		(3,991	)		(3,306	)
Cash provided by operating activities		579,232			566,773
Cash flows from investing activities:
Acquisitions of businesses, net of cash acquired		(305,254	)		(1,014,952	)
Capital expenditures		(29,835	)		(33,349	)
Proceeds from sale of assets		1,262			1,740
Other, net		(6,566	)		(144	)
Cash used in investing activities		(340,393	)		(1,046,705	)
Cash flows from financing activities:
Borrowings/(payments) under revolving line of credit, net		(95,000	)		290,000
Proceeds from senior notes		-			800,000
Principal payments on senior notes		-			(500,000	)
Principal payments on convertible notes		(561	)		(2,115	)
Cash premiums paid on convertible note conversions		(1,518	)		(5,100	)
Debt issuance costs		-			(7,717	)
Cash dividends to stockholders		(59,827	)		(32,706	)
Proceeds from stock based compensation, net		26,424			16,839
Stock award tax excess windfall benefit		14,892			7,763
Treasury stock sales		2,080			1,833
Other		38			723
Cash provided by/(used in) financing activities		(113,472	)		569,520
Effect of foreign currency exchange rate changes on cash		(20,975	)		(198	)
Net increase in cash and cash equivalents		104,392			89,390
Cash and cash equivalents, beginning of period		459,720			370,590
Cash and cash equivalents, end of period	$	564,112		$	459,980

See accompanying notes to condensed consolidated financial statements.

6

Roper Industries, Inc. and Subsidiaries

Condensed Consolidated Statement of Changes in Stockholders' Equity (unaudited)

(in thousands)

	Common stock		Additional paid-in capital			Retained earnings			Accumulatedothercomprehensive earnings			Treasury stock			Total
Balances at December 31, 2013	$	1,013	$	1,229,233		$	2,959,196		$	43,083		$	(19,475	)	$	4,213,050
Net earnings		-		-			460,097			-			-			460,097
Stock option exercises		6		29,488			-			-			-			29,494
Treasury stock sold		-		1,924			-			-			155			2,079
Currency translation adjustments, net of $1,652 tax		-		-			-			(53,763	)		-			(53,763	)
Stock based compensation		-		47,009			-			-			-			47,009
Restricted stock activity		2		(3,072	)		-			-			-			(3,070	)
Stock option tax benefit, net of shortfalls		-		14,727			-			-			-			14,727
Conversion of senior subordinated convertible notes, net of $115 tax		-		(1,403	)		-			-			-			(1,403	)
Dividends declared		-		-			(59,996	)		-			-			(59,996	)
Balances at September 30, 2014	$	1,021	$	1,317,906		$	3,359,297		$	(10,680	)	$	(19,320	)	$	4,648,224

See accompanying notes to condensed consolidated financial statements.

7

Roper Industries, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (unaudited)

September 30, 2014

1. Basis of Presentation

The accompanying condensed consolidated financial statements for the three and nine month periods ended September 30, 2014 and 2013 are unaudited. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the financial position, results of operations, comprehensive income and cash flows of Roper Industries, Inc. and its subsidiaries ("Roper" or the "Company") for all periods presented. The December 31, 2013 financial position data included herein was derived from the audited consolidated financial statements included in the 2013 Annual Report on Form 10-K ("Annual Report") filed on February 21, 2014 with the Security and Exchange Commission ("SEC") but does not include all disclosures required by U.S. generally accepted accounting principles ("GAAP").

Roper's management has made estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these condensed consolidated financial statements in conformity with GAAP. Actual results could differ from those estimates.

The results of operations for the three and nine month periods ended September 30, 2014 are not necessarily indicative of the results to be expected for the full year. You should read these unaudited condensed consolidated financial statements in conjunction with Roper's consolidated financial statements and the notes thereto included in its Annual Report.

2. Recent Accounting Pronouncements

The Financial Accounting Standards Board ("FASB") establishes changes to accounting principles under GAAP in the form of accounting standards updates ("ASUs") to the FASB's Accounting Standards Codification.  The Company considers the applicability and impact of all ASUs.  

In June 2014, the FASB issued updates to the accounting for stock compensation. These updates, effective for fiscal years beginning after December 15, 2015, modify the accounting for share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period. The Company does not expect these updates to have an impact on its results of operations, financial condition or cash flows.

In May 2014, the FASB issued updates on accounting and disclosures for revenue from contracts with customers. These updates, effective for annual reporting periods after December 15, 2016, create a single, comprehensive revenue recognition model for all contracts with customers. The model is based on changes in contract assets (rights to receive consideration) and liabilities (obligations to provide a good or service). Revenue will be recognized based on the satisfaction of performance obligations, which occurs when control of a good or service transfers to a customer. The Company is evaluating the impact of these updates on its results of operations, financial condition and cash flows.

3. Earnings Per Share

Basic earnings per share were calculated using net earnings and the weighted average number of shares of common stock outstanding during the respective period. Diluted earnings per share were calculated using net earnings and the weighted average number of shares of common stock and potential common stock outstanding during the respective period. Potentially dilutive common stock consisted of stock options and the premium over the conversion price on Roper's senior subordinated convertible notes based upon the trading price of Roper's common stock. The effects of potential common stock were determined using the treasury stock method.  Weighted average shares outstanding are shown below (in thousands):

	Three months ended September 30,				Nine months ended September 30,
	2014		2013		2014		2013
Basic shares outstanding		100,068		99,207		99,837	$	99,058
Effect of potential common stock:
Common stock awards		788		905		815		894
Senior subordinated convertible notes		150		190		151		200
Diluted shares outstanding		101,006		100,302		100,803		100,152

For the three and nine month periods ended September 30, 2014 there were 670,000 and 781,000 outstanding stock options, respectively, that were not included in the determination of diluted earnings per share because doing so would have been antidilutive, as compared to 551,850 and 601,350 outstanding stock options, respectively, that would have been antidilutive for the three and nine month periods ended September 30, 2013.

8

4.    Business Acquisitions

During the quarter ended September 30, 2014, Roper acquired 100% of the shares of  for  million of cash, in order .  Foodlink is reported in the RF Technology segment, and SHP and IPA are both reported in the Medical & Scientific Imaging segment.  The Company recorded  million in goodwill and  million of other identifiable intangibles in connection with the acquisitions; however, purchase price allocations are preliminary pending final intangibles valuations and tax-related adjustments.  Supplemental pro forma information has not been provided as the acquisitions were immaterial both individually and in aggregate.

During the nine month period ended September 30, 2014, the Company expensed transaction costs of  million related to the acquisitions as corporate general and administrative expenses, as incurred.

5. Stock Based Compensation

The Roper Industries, Inc. Amended and Restated 2006 Incentive Plan is a stock-based compensation plan used to grant incentive stock options, nonqualified stock options, restricted stock, stock appreciation rights or equivalent instruments to Roper's employees, officers and directors.

Roper's stock purchase plan allows employees in the U.S. and Canada to designate up to 10% of eligible earnings to purchase Roper's common stock at a 5% discount to the average closing price of the stock at the beginning and end of a quarterly offering period. Common stock sold to employees may be either treasury stock, stock purchased on the open market, or newly issued shares.

The following table provides information regarding the Company's stock-based compensation expense (in thousands):

	Three months ended September 30,						Nine months ended September 30,
	2014			2013			2014			2013
Stock based compensation		$	16,998		$	13,756		$	47,011		$	40,040
Tax effect recognized in net income			5,949			4,814			16,454			14,014
Windfall tax benefit/(shortfall), net			3,126			2,075			14,727			7,632

Stock Options - In the nine months ended September 30, 2014, 614,500 options were granted with a weighted average fair value of $35.02 per option. During the same period in 2013, 560,350 options were granted with a weighted average fair value of $36.87 per option. All options were issued at grant date fair value, which is defined by the Plan as the closing price of Roper's common stock on the date of grant.

Roper records compensation expense for employee stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model. Historical data is used to estimate the expected price volatility, the expected dividend yield, the expected option life and the expected forfeiture rate. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for the estimated life of the option. The following weighted average assumptions were used to estimate the fair value of options granted during current and prior year quarters using the Black-Scholes option-pricing model:

	Nine Months Ended September 30,
	2014		2013
Risk-free interest rate (%)		1.63		0.80
Expected option life (years)		5.23		5.19
Expected volatility (%)		27.27		36.20
Expected dividend yield (%)		0.59		0.57

Cash received from option exercises for the nine months ended September 30, 2014 and 2013 was $29.5 million and $20.5 million, respectively.

Restricted Stock Awards - During the nine months ended September 30, 2014, 341,810 restricted stock awards were granted with a weighted average fair value of $140.91 per restricted share. During the same period in 2013, 357,240 restricted stock awards were granted with a weighted average fair value of $116.76 per restricted share. All grants were issued at grant date fair value.

During the nine months ended September 30, 2014, 94,645 restricted awards vested with a weighted average grant date fair value of $85.33 per restricted share, and a weighted average vest date fair value of $143.14 per restricted share.

Employee Stock Purchase Plan - During the nine months ended September 30, 2014 and 2013, participants of the employee stock purchase plan purchased 15,695 and 15,458 shares, respectively, of Roper's common stock for total consideration of $2.10 million and $1.80 million, respectively. All shares were purchased from Roper's treasury shares.

9

6. Inventories

The components of inventory were as follows (in thousands):

	September 30, 2014			December 31, 2013
Raw materials and supplies	$	133,473		$	127,525
Work in process		33,915			30,498
Finished products		91,054			90,352
Inventory reserves		(45,002	)		(43,452	)
	$	213,440		$	204,923

7. Goodwill and Other Intangible Assets

The carrying value of goodwill by segment was as follows (in thousands):

	IndustrialTechnology			Energy Systems& Controls			Medical &Scientific Imaging			RF Technology			Total
Balances at December 31, 2013	$	425,501		$	434,697		$	2,435,506		$	1,254,294		$	4,549,998
Goodwill Acquired		-			-			173,707			33,470			207,177
Other		-			275			(2,549	)		-			(2,274	)
Currency translation adjustments		(8,913	)		(3,550	)		(9,484	)		(1,560	)		(23,507	)
Balances at September 30, 2014	$	416,588		$	431,422		$	2,597,180		$	1,286,204		$	4,731,394

Other relates primarily to a tax purchase accounting adjustment for MHA, Inc., acquired in May 2013.

Other intangible assets were comprised of (in thousands):

	Cost		Accumulated amortization			Net book value
Assets subject to amortization:
Customer related intangibles	$	1,936,336	$	(464,018	)	$	1,472,318
Unpatented technology		216,044		(120,091	)		95,953
Software		160,618		(58,084	)		102,534
Patents and other protective rights		31,394		(21,922	)		9,472
Trade names		656		(16	)		640
Assets not subject to amortization:
Trade names		358,219		-			358,219
Balances at December 31, 2013	$	2,703,267	$	(664,131	)	$	2,039,136
Assets subject to amortization:
Customer related intangibles	$	1,988,946	$	(522,581	)	$	1,466,365
Unpatented technology		212,812		(129,498	)		83,314
Software		156,740		(59,716	)		97,024
Patents and other protective rights		26,771		(17,866	)		8,905
Backlog		1,100		(168	)		932
Trade names		653		(60	)		593
Assets not subject to amortization:
Trade names		363,665		-			363,665
Balances at September 30, 2014	$	2,750,687	$	(729,889	)	$	2,020,798

Amortization expense of other intangible assets was $114,317 and $108,223 during the nine months ended September 30, 2014 and 2013, respectively.

An evaluation of the carrying value of goodwill and indefinite-lived intangibles is required to be performed on an annual basis and on an interim basis if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. There have been no events or changes in circumstances which indicate an interim impairment review is required in 2014. The Company expects to perform the annual analysis during the fourth quarter.

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8. Debt

Roper's 3.75% senior subordinated convertible notes due 2034 became convertible on January 15, 2009.  During the nine months ended September 30, 2014, 1,178 notes were converted by note holders for $2.1 million in cash.  No gain or loss was recorded upon these conversions.  In addition, a related $0.12 million deferred tax liability associated with excess deductions recorded for tax purposes was relieved to additional paid-in capital upon the conversions.

At September 30, 2014, the conversion price on the remaining outstanding notes was $488.37 per note.  If converted at September 30, 2014, the value would have exceeded the $8 million principal amount of the outstanding notes by $22 million and could have resulted in the issuance of 151,922 shares of Roper's common stock.

9. Fair Value of Financial Instruments

Roper's debt at September 30, 2014 included $2.2 billion of fixed-rate senior notes with the following fair values (in millions):

$400 million senior notes due 2017	$	403
$800 million senior notes due 2018		797
$500 million senior notes due 2019		582
$500 million senior notes due 2022		487

The fair values of the senior notes are based on the trading prices of the notes, which the Company has determined to be Level 2 in the FASB fair value hierarchy.  Short-term debt included $8 million of fixed-rate convertible notes which were at fair value due to the ability of note holders to exercise the conversion option of the notes.

10. Contingencies

Roper, in the ordinary course of business, is the subject of, or a party to, various pending or threatened legal actions, including product liability and employment practices. It is vigorously contesting all lawsuits that, in general, are based upon claims of the kind that have been customary over the past several years. After analyzing the Company's contingent liabilities on a gross basis and, based upon past experience with resolution of its product liability and employment practices claims and the limits of the primary, excess, and umbrella liability insurance coverages that are available with respect to pending claims, management believes that adequate provision has been made to cover any potential liability not covered by insurance, and that the ultimate liability, if any, arising from these actions should not have a material adverse effect on Roper's consolidated financial position, results of operations or cash flows.

Over recent years there has been an increase in certain U.S. states in asbestos-related litigation claims against numerous industrial companies. Roper or its subsidiaries have been named defendants in some such cases. No significant resources have been required by Roper to respond to these cases and the Company believes it has valid defenses to such claims and, if required, intends to defend them vigorously. Given the state of these claims it is not possible to determine the potential liability, if any.

Roper's financial statements include accruals for potential product liability and warranty claims based on its claims experience. Such costs are accrued at the time revenue is recognized. A summary of the warranty accrual activity for the nine months ended September 30, 2014 is presented below (in thousands):

Balance at December 31, 2013	$	14,336
Additions charged to costs and expenses		10,357
Deductions		(13,561	)
Other		(1	)
Balance at September 30, 2014	$	11,131

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11. Business Segments

Sales and operating profit by industry segment are set forth in the following table (dollars in thousands):

	Three months ended September 30,							Nine months ended September 30,
	2014		2013		Change			2014		2013		Change
Net sales:
Industrial Technology	$	205,688	$	200,684		2.5	%	$	607,503	$	580,466		4.7	%
Energy Systems & Controls		170,765		155,058		10.1	%		491,804		456,031		7.8	%
Medical & Scientific Imaging		268,809		237,338		13.3	%		793,899		645,739		22.9	%
RF Technology		238,860		234,730		1.8	%		710,143		666,719		6.5	%
Total	$	884,122	$	827,810		6.8	%	$	2,603,349	$	2,348,955		10.8	%
Gross profit:
Industrial Technology	$	104,012	$	101,259		2.7	%	$	306,464	$	296,414		3.4	%
Energy Systems & Controls		99,233		88,104		12.6	%		281,055		256,431		9.6	%
Medical & Scientific Imaging		193,132		167,433		15.3	%		572,738		440,718		30.0	%
RF Technology		127,663		125,829		1.5	%		375,901		356,145		5.5	%
Total	$	524,040	$	482,625		8.6	%	$	1,536,158	$	1,349,708		13.8	%
Operating profit*:
Industrial Technology	$	62,046	$	60,753		2.1	%	$	178,540	$	164,278		8.7	%
Energy Systems & Controls		49,033		41,076		19.4	%		130,844		118,432		10.5	%
Medical & Scientific Imaging		91,227		71,968		26.8	%		275,379		179,433		53.5	%
RF Technology		69,351		66,469		4.3	%		203,183		183,828		10.5	%
Total	$	271,657	$	240,266		13.1	%	$	787,946	$	645,971		22.0	%
Long-lived assets:
Industrial Technology	$	47,147	$	49,055		(3.9	)%
Energy Systems & Controls		17,537		19,501		(10.1	)%
Medical & Scientific Imaging		44,513		43,105		3.3	%
RF Technology		29,211		28,360		3.0	%
Total	$	138,408	$	140,021		(1.2	)%

*Segment operating profit is before unallocated corporate general and administrative expenses. These expenses were $25,999 and $20,917 for the three months ended September 30, 2014 and 2013, respectively, and $72,222 and $61,699 for the nine months ended September 30, 2014 and 2013, respectively.

ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion in conjunction with Management's Discussion and Analysis of Financial Conditions and Results of Operations included in our Annual Report for the year ended December 31, 2013 as filed on February 21, 2014 with the SEC and the notes to our Condensed Consolidated Financial Statements included elsewhere in this report.

Information About Forward-Looking Statements

This report includes "forward-looking statements" within the meaning of the federal securities laws. In addition, we, or our executive officers on our behalf, may from time to time make forward-looking statements in reports and other documents we file with the U.S. Securities and Exchange Commission ("SEC") or in connection with oral statements made to the press, potential investors or others. All statements that are not historical facts are "forward-looking statements."  Forward-looking statements may be indicated by words or phrases such as "anticipate," "estimate," "plans," "expects," "projects," "should," "will," "believes" or "intends" and similar words and phrases. These statements reflect management's current beliefs and are not guarantees of future performance. They involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in any forward-looking statement.

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Examples of forward-looking statements in this report include but are not limited to statements regarding operating results, the success of our internal operating plans, our expectations regarding our ability to generate operating cash flows and reduce debt and associated interest expense, profit and cash flow expectations, the prospects for newly acquired businesses to be integrated and contribute to future growth and our expectations regarding growth through acquisitions. Important assumptions relating to the forward-looking statements include, among others, assumptions regarding demand for our products, the cost, timing and success of product upgrades and new product introductions, raw materials costs, expected pricing levels, the timing and cost of expected capital expenditures, expected outcomes of pending litigation, competitive conditions, general economic conditions and expected synergies relating to acquisitions, joint ventures and alliances. These assumptions could prove inaccurate. Although we believe that the estimates and projections reflected in the forward-looking statements are reasonable, our expectations may prove to be incorrect. Important factors that could cause actual results to differ materially from estimates or projections contained in the forward-looking statements include, but are not limited to:

 ● general economic conditions;

 ● difficulty making acquisitions and successfully integrating acquired businesses;

 ● any unforeseen liabilities associated with future acquisitions;

 ● limitations on our business imposed by our indebtedness;

 ● unfavorable changes in foreign exchange rates;

 ● difficulties associated with exports;

 ● risks and costs associated with our international sales and operations;

 ● increased directors' and officers' liability and other insurance costs;

 ● risk of rising interest rates;

 ● product liability and insurance risks;

 ● increased warranty exposure;

 ● future competition;

 ● the cyclical nature of some of our markets;

 ● reduction of business with large customers;

 ● risks associated with government contracts;

 ● changes in the supply of, or price for, raw materials, parts and components;

 ● environmental compliance costs and liabilities;

 ● risks and costs associated with asbestos-related litigation;

 ● potential write-offs of our substantial goodwill and other intangible assets;

 ● our ability to successfully develop new products;

 ● failure to protect our intellectual property;

 ● the effect of, or change in, government regulations (including tax);

 ● economic disruption caused by terrorist attacks, health crises or other unforeseen events; and

 ● the factors discussed in other reports filed with the SEC.

We believe these forward-looking statements are reasonable; however, you should not place undue reliance on any forward-looking statements, which are based on current expectations. Further, forward-looking statements speak only as of the date they are made, and we undertake no obligation to publicly update any of these statements in light of new information or future events.

Overview

Roper Industries, Inc. ("Roper," "we" or "us") is a diversified technology company that designs, manufactures and distributes radio frequency ("RF") products, services and application software, industrial technology products, energy systems and controls and medical and scientific imaging products and software. We market these products and services to a broad range of markets, including RF applications, medical, water, energy, research, education, software-as-a-service ("SaaS")-based information networks, security and other niche markets.

We pursue consistent and sustainable growth in earnings by emphasizing continuous improvement in the operating performance of our existing businesses and by acquiring other carefully selected businesses that offer high value-added services, engineered products and solutions and are capable of achieving growth and maintaining high margins. Our acquisitions have represented both financial bolt-ons and new strategic platforms. We strive for high cash and earnings returns from our investments.

Critical Accounting Policies

There were no material changes during the nine months ended September 30, 2014 to the items that we disclosed as our critical accounting policies and estimates in "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in our 2013 Annual Report on Form 10-K filed on February 21, 2014.

Recently Issued Accounting Standards

Information regarding new accounting pronouncements is included in Note 2 of the Notes to Condensed Consolidated Financial Statements.

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Results of Operations

General

The following table sets forth selected information for the periods indicated. Dollar amounts are in thousands and percentages are the particular line item shown as a percentage of net sales. Percentages may not foot due to rounding.

	Three months ended September 30,						Nine months ended September 30,
	2014			2013			2014			2013
Net sales:
Industrial Technology	$	205,688		$	200,684		$	607,503		$	580,466
Energy Systems & Controls		170,765			155,058			491,804			456,031
Medical & Scientific Imaging		268,809			237,338			793,899			645,739
RF Technology		238,860			234,730			710,143			666,719
Total	$	884,122		$	827,810		$	2,603,349		$	2,348,955
Gross margin:
Industrial Technology		50.6	%		50.5	%		50.4	%		51.1	%
Energy Systems & Controls		58.1			56.8			57.1			56.2
Medical & Scientific Imaging		71.8			70.5			72.1			68.3
RF Technology		53.4			53.6			52.9			53.4
Total		59.3			58.3			59.0			57.5
Selling, general & administrative expenses:
Industrial Technology		20.4	%		20.2	%		21.1	%		22.8	%
Energy Systems & Controls		29.4			30.3			30.5			30.3
Medical & Scientific Imaging		37.9			40.2			37.5			40.5
RF Technology		24.4			25.3			24.3			25.8
Total		28.5			29.3			28.7			30.0
Segment operating margin:
Industrial Technology		30.2	%		30.3	%		29.4	%		28.3	%
Energy Systems & Controls		28.7			26.5			26.6			26.0
Medical & Scientific Imaging		33.9			30.3			34.7			27.8
RF Technology		29.0			28.3			28.6			27.6
Total		30.7			29.0			30.3			27.5
Corporate administrative expenses		(2.9	)		(2.5	)		(2.8	)		(2.6	)
		27.8			26.5			27.5			24.9
Interest expense		(2.3	)		(3.0	)		(2.3	)		(2.9	)
Other income		0.1			-			-			-
Earnings before income taxes		25.6			23.6			25.3			22.0
Income taxes		(8.0	)		(7.1	)		(7.6	)		(6.1	)
Net earnings		17.6	%		16.5	%		17.7	%		15.9	%

Three months ended September 30, 2014 compared to three months ended September 30, 2013

Net sales for the quarter ended September 30, 2014 increased by 7% as compared to the third quarter of 2013. The increase was the result of organic growth of 5% and sales related to acquisitions of 2%.

In our Industrial Technology segment, net sales increased by 2% to $206 million in the third quarter of 2014 as compared to $201 million in the third quarter of 2013, due primarily to increased sales in our fluid handling businesses.  Gross margin was relatively unchanged at 50.6% for the third quarter of 2014 as compared to 50.5% for the third quarter of 2013. Selling, general and administrative ("SG&A") expenses as a percentage of net sales were relatively unchanged at 20.4% in the current year quarter as compared to 20.2% in the prior year quarter. The resulting operating margin was 30.2% in the third quarter of 2014 as compared to 30.3% in the third quarter of 2013.

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Net sales in our Energy Systems & Controls segment increased by 10% to $171 million during the third quarter of 2014 compared to $155 million in the third quarter of 2013.  Organic sales increased by 8% and sales related to acquisitions added 2%.  The increase in organic sales was due to increased sales in oil and gas products, including safety systems and valves, and nuclear power plant testing equipment markets.  Gross margin increased to 58.1% in the third quarter of 2014, as compared to 56.8% in the third quarter of 2013 due to product mix. SG&A expenses as a percentage of net sales were 29.4% compared to 30.3% in the prior year quarter due to leverage on higher sales volume. As a result, operating margin was 28.7% in the third quarter of 2014 as compared to 26.5% in the third quarter of 2013.

Our Medical & Scientific Imaging segment net sales increased by 13% to $269 million in the third quarter of 2014 as compared to $237 million in the third quarter of 2013.  Organic sales increased by 10% and acquisitions added 3%. The increase in organic sales was due to increased sales in our medical businesses. Gross margin increased to 71.8% in the third quarter of 2014 from 70.5% in the third quarter of 2013 due primarily to additional sales from medical products and software which have a higher gross margin.  SG&A expenses as a percentage of net sales were 37.9% in the third quarter of 2014 as compared to 40.2% in the third quarter of 2013 due to leverage on higher sales volume.  As a result, operating margin was 33.9% in the third quarter of 2014 as compared to 30.3% in the third quarter of 2013.

In our RF Technology segment, net sales were $239 million in the third quarter of 2014 as compared to $235 million in the third quarter of 2013, an increase of 2%.  Organic sales increased by 1% and acquisitions added 1%. The increase in organic sales was due primarily to growth in our toll and traffic businesses.  Gross margin was relatively unchanged at 53.4% as compared to 53.6% in the prior year quarter.  SG&A expenses as a percentage of net sales in the third quarter of 2014 decreased to 24.4% as compared to 25.3% in the prior year due to operating leverage on higher sales volume. The resulting operating margin was 29.0% in the third quarter of 2014 as compared to 28.3% in the third quarter of 2013.

Corporate expenses were $26.0 million, or 2.9% of sales, in the third quarter of 2014 as compared to $20.9 million, or 2.5% of sales, in the third quarter of 2013.  The increase was due to an increase in acquisition expenses, as well as increased stock-based compensation costs (see Note 5 of the Notes to Condensed Consolidated Financial Statements for details of stock-based compensation costs).

Interest expense was $20 million for the third quarter of 2014 as compared to $25 million for the third quarter of 2013.  The decrease was due to lower average interest rates on lower average outstanding debt balances.

Other income was $0.6 million in the third quarter of 2014, as compared to $0.4 million in the third quarter of 2013.

Income taxes as a percent of  pretax earnings were 31.3% in the third quarter of 2014 and as compared to 30.1 % in the third quarter of 2013.  We expect the effective tax rate for 2014 to be approximately 31%.

At September 30, 2014,  the functional currencies of most of our European subsidiaries and the Canadian dollar were weaker against the U.S. dollar compared to currency exchange rates at June 30, 2014. The currency changes resulted in a pretax decrease of $63 million in the foreign exchange component of comprehensive earnings for the current year quarter, $28 million of which is related to goodwill and does not directly affect our expected future cash flows. During the quarter ended September 30, 2014, the functional currencies of our European subsidiaries were stronger and the Canadian dollar was weaker against the U.S. dollar as compared to the quarter ended September 30, 2013.  The difference in operating profit related to foreign exchange, translated into U.S. dollars, was less than 1% for these companies in the third quarter of 2014 compared to the third quarter of 2013.

Net orders were $893 million in the third quarter of 2014, 7% higher than the third quarter 2013 net order intake of $838 million.  Our order backlog at September 30, 2014 was 3% higher compared to September 30, 2013. Acquisitions contributed 2% to the current quarter orders.

	Net orders booked for the three months ended September 30,					Order backlog as of September 30,
	2014			2013		2014		2013
	(in thousands)
Industrial Technology		$	205,945	$	197,549	$	121,768	$	131,768
Energy Systems & Controls			173,172		148,922		127,803		120,415
Medical & Scientific Imaging			270,881		262,320		303,295		276,926
RF Technology			243,363		229,484		519,824		515,683
Total		$	893,361	$	838,275	$	1,072,690	$	1,044,792

Nine months ended September 30, 2014 compared to nine months ended September 30, 2013

Net sales for the nine months ended September 30, 2014increased by 11% as compared to the nine months ended September 30, 2013. The increase was the result of organic growth of 7% and sales related to acquisitions of 4%.

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In our Industrial Technology segment, net sales increased by 5% to $608 million in the nine months ended September 30, 2014 as compared to $580 million in the nine months ended September 30, 2013, due primarily to increased sales in our water meter, fluid handling and materials testing businesses.  Gross margin decreased to 50.4% for the nine months ended September 30, 2014 as compared to 51.1% for the nine months ended September 30, 2013 due to product mix. Selling, general and administrative expenses as a percentage of net sales decreased to 21.1% in the current year from 22.8% in the prior year due primarily to the non-recurrence of a $9.1 million warranty expense in the prior-year period. The resulting operating margin was 29.4% in the nine months ended September 30, 2014 as compared to 28.3% in the nine months ended September 30, 2013.

Net sales in our Energy Systems & Controls segment increased by 8% to $492 million during the nine months ended September 30, 2014 compared to $456 million in the nine months ended September 30, 2013.  Organic sales increased by 6% and acquisitions added 2%.  The increase in organic sales was due to sales of new instruments for refinery applications and increased sales in the fluid properties testing equipment market.  Gross margin increased to 57.1% in the nine months ended September 30, 2014, as compared to 56.2% in the nine months ended September 30, 2013, due to operating leverage on higher sales volume. SG&A expenses as a percentage of net sales were relatively unchanged at 30.5% in the current nine month period as compared to 30.3% in the prior year nine month period. As a result, operating margin was 26.6% in the nine months ended September 30, 2014 as compared to 26.0% in the nine months ended September 30, 2013.

Our Medical & Scientific Imaging segment net sales increased by 23% to $794 million in the nine months ended September 30, 2014 as compared to $646 million in the nine months ended September 30, 2013.  Organic sales increased by 11% and acquisitions added 12%. The increase in organic sales was due to increased sales in our medical businesses. Gross margin increased to 72.1% in the nine months ended September 30, 2014 from 68.3% in the nine months ended September 30, 2013 due primarily to additional sales from medical products and software which have a higher gross margin.  SG&A expenses as a percentage of net sales were 37.5% in the nine months ended September 30, 2014 as compared to 40.5% in the nine months ended September 30, 2013 due to leverage on higher sales volume.  As a result, operating margin was 34.7% in the nine months ended September 30, 2014 as compared to 27.8% in the nine months ended September 30, 2013.

In our RF Technology segment, net sales were $710 million in the nine months ended September 30, 2014 as compared to $667 million in the nine months ended September 30, 2013, an increase of 7%.  The increase was due primarily to growth in our toll and traffic businesses.  Gross margin decreased to 52.9% as compared to 53.4% in the prior year nine month period due to product mix in our toll and traffic businesses.  SG&A expenses as a percentage of net sales in the nine months ended September 30, 2014 decreased to 24.3% as compared to 25.8% in the prior year nine month period due to operating leverage on higher sales volume. The resulting operating margin was 28.6% in 2014 as compared to 27.6% in 2013.

Corporate expenses were $72.2 million, or 2.8% of sales, in the nine months ended September 30, 2014 as compared to $61.7 million, or 2.6% of sales, in the nine months ended September 30, 2013.  The increase was due to higher compensation costs, including increased stock-based compensation costs (see Note 5 of the Notes to Condensed Consolidated Financial Statements for details of stock-based compensation costs).

Interest expense was $59 million for the nine months ended September 30, 2014 as compared to $68 million for the nine months ended September 30, 2013.  The decrease was due to lower average interest rates on lower average outstanding debt balances.

Other income was $1.0 million in the nine months ended September 30, 2014, as compared to $0.5 million in the nine months ended September 30, 2013.

Income taxes were 30.0% of pretax earnings in the nine months ended September 30, 2014, higher than the 27.9% rate experienced in the nine months ended September 30, 2013.  The current year rate was impacted by a $6 million reduction in the liability for unrecognized tax benefits due to the lapse of applicable statute of limitations. The prior year rate was lower due to $6 million in discrete tax benefits related to the enactment of the American Taxpayer Relief Act of 2012 ("ATRA"), as well as a $6 million benefit from the correction of an out of period adjustment of tax balances which were immaterial to any covered period.  We expect the effective tax rate for 2014 to be approximately 31%.

At September 30, 2014, the functional currencies of most of our European subsidiaries and the Canadian dollar were weaker against the U.S. dollar compared to currency exchange rates at December 31, 2013. The currency changes resulted in a pretax decrease of $55 million in the foreign exchange component of comprehensive earnings for the nine months ended September 30, 2014, $24 million of which is related to goodwill and does not directly affect our expected future cash flows. During the nine month period ended September 30, 2014, the functional currencies of our European subsidiaries were stronger and the Canadian dollar was weaker against the U.S. dollar as compared to the nine month period ended September 30, 2013.  The difference in operating profit related to foreign exchange, translated into U.S. dollars, was less than 1% for these companies in the nine months ended September 30, 2014 compared to the nine months ended September 30, 2013.

Financial Condition, Liquidity and Capital Resources

Selected cash flows for the three and nine months ended September 30, 2014 and 2013 were as follows (in millions):

	Three months ended September 30,						Nine months ended September 30,
Cash provided by/(used in):	2014			2013			2014			2013
Operating activities	$	226.1			255.8		$	579.2			566.8
Investing activities		(317.6	)		(18.6	)		(340.4	)		(1,046.7	)
Financing activities		112.9			(161.4	)		(113.5	)		569.5

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Operating activities - Net cash provided by operating activities decreased by 12% to $226 million in the third quarter of 2014 as compared to $256 million in the third quarter of 2013 due primarily to higher tax payments and a decrease in receivables collections offset in part by increased earnings net of intangible amortization, and increased by 2% to $579 million in the nine months ended September 30, 2014 as compared to $567 million in the nine months ended September 30, 2013, due to increased earnings net of intangible amortization related to acquisitions offset in part by tax payments and a decrease in receivables collections.

Investing activities - Cash used in investing activities during the three and nine months ended September 30, 2014 and 2013 was primarily for business acquisitions and capital expenditures.

Financing activities - Cash used in financing activities was primarily for debt principal repayments and dividends in the three and nine months ended September 30, 2014 and 2013.  Cash provided by financing activities in the three and nine months ended September 30, 2014 and 2013 was primarily from debt borrowings. Net debt payments were $96 million in the nine months ended September 30, 2014 as compared to net debt proceeds of $588 million in the nine months ended September 30, 2013.

Total debt at September 30, 2014 consisted of the following (amounts in thousands):

$400 million senior notes due 2017	$	400,000
$800 million senior notes due 2018		800,000
$500 million senior notes due 2019		500,000
$500 million senior notes due 2022		500,000
Senior Subordinated Convertible Notes		7,928
Revolving Facility		155,000
Other		6,620
Total debt		2,369,548
Less current portion		11,074
Long-term debt	$	2,358,474

The interest rate on borrowings under our $1.5 billion credit facility is calculated based upon various recognized indices plus a margin as defined in the credit agreement. At September 30, 2014, there were $155 million of outstanding borrowings under the facility.  At September 30, 2014, we had $6.6 million of other debt in the form of capital leases, several smaller facilities that allow for borrowings or the issuance of letters of credit in various foreign locations to support our non-U.S. businesses and $38 million of outstanding letters of credit.

Cash and short-term investments at our foreign subsidiaries at September 30, 2014 totaled $495 million.  Repatriation of these funds under current regulatory and tax law for use in domestic operations would expose us to additional taxes.  We consider this cash to be permanently reinvested.  We expect existing cash and cash equivalents, cash generated by our U.S. operations, our unsecured credit facility, as well as our expected ability to access the capital markets, will be sufficient to fund operating requirements in the U.S. for the foreseeable future.

We were in compliance with all debt covenants related to our credit facilities throughout the nine months ended September 30, 2014.

Net working capital (total current assets, excluding cash, less total current liabilities, excluding debt) was $318 million at September 30, 2014 compared to $282 million at December 31, 2013, reflecting increases in working capital due primarily the timing of income tax payments and an increase in unbilled receivables which was offset in part by an increase in deferred revenue. Total debt was $2.37 billion at September 30, 2014 as compared to $2.46 billion at December 31, 2013, due to the use of operating cash flows to reduce outstanding debt.   Our leverage is shown in the following table (in thousands):

	September 30, 2014			December 31, 2013
Total Debt	$	2,369,548		$	2,464,852
Cash		(564,112	)		(459,720	)
Net Debt		1,805,436			2,005,132
Stockholders' Equity		4,648,224			4,213,050
Total Net Capital	$	6,453,660		$	6,218,182
Net Debt / Total Net Capital		28.0	%		32.2	%

At September 30, 2014, we did not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.

Capital expenditures of $30 million and $33 million were incurred during the nine months ended September 30, 2014 and 2013, respectively. We expect capital expenditures for the balance of the year to be comparable to prior years as a percentage of sales.

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There have been no significant changes to our contractual obligations from those disclosed in our 2013 Annual Report on Form 10-K filed on February 21, 2014.

Outlook

Current geopolitical uncertainties could adversely affect our business prospects. A significant terrorist attack or other global conflict could cause changes in world economies that would adversely affect us. It is impossible to isolate each of these factor's effects on current economic conditions. It is also impossible to predict with any reasonable degree of certainty what or when any additional events may occur that also would similarly disrupt the economy.

We maintain an active acquisition program; however, future acquisitions will be dependent on numerous factors and it is not feasible to reasonably estimate if or when any such acquisitions will occur and what the impact will be on our business, financial condition and results of operations. Such acquisitions may be financed by the use of existing credit lines, future cash flows from operations, the proceeds from the issuance of new debt or equity securities or some combination of these methods.

We anticipate that our recently acquired companies as well as our other companies will generate positive cash flows from operating activities, and that these cash flows will permit the reduction of currently outstanding debt. However, the rate at which we can reduce our debt during 2014 (and reduce the associated interest expense) will be affected by, among other things, the financing and operating requirements of any new acquisitions and the financial performance of our existing companies; and none of these factors can be predicted with certainty.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

See "Item 7A - Quantitative and Qualitative Disclosures about Market Risk," in our 2013 Annual Report on Form 10-K filed on February 21, 2014. There were no material changes during the nine months ended September 30, 2014.

ITEM 4. CONTROLS AND PROCEDURES

As required by SEC rules, we have evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this quarterly report ("Evaluation Date"). This evaluation was carried out under the supervision and with the participation of our management, including our principal executive officer and principal financial officer. Based on this evaluation as of the Evaluation Date, these officers have concluded that the design and operation of our disclosure controls and procedures are effective.

Our disclosure controls and procedures are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act are accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

There were no changes to our internal controls during the period covered by this quarterly report that materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

Part II. OTHER INFORMATION

Item 1. Legal Proceedings

Information pertaining to legal proceedings can be found in Note 10 of the Notes to Condensed Consolidated Financial Statements included elsewhere in this report, and is incorporated by reference herein.

Item 1A. Risk Factors

For information regarding factors that could affect our results of operations, financial condition and liquidity, see the risk factors discussion in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2013 as filed on February 21, 2014 with the SEC. See also, "Information about Forward-Looking Statements" included in Part I, Item 2 of this Quarterly Report on Form 10-Q.

In Item 1A of our Annual Report we disclosed that our operating results could be adversely affected by a reduction of business with our large customers, as we derive a significant amount of revenue from large customers in some of our businesses. The loss or reduction of any significant contracts with any of these customers could materially reduce our revenue and cash flows. Additionally, many of our customers are government entities. In many situations, government entities can unilaterally terminate or modify our existing contracts without cause and without penalty to the government agency. In July 2014, Puerto Rico passed the Public Corporation Debt Enforcement and Recovery Act which may impact the future prospects of our customer, the Puerto Rico Highways & Transportation Authority.  At the present time, we believe that existing contracts and payable obligations will be honored.

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Item 6. Exhibits

31.1	Rule 13a-14(a)/15d-14(a), Certification of the Chief Executive Officer, filed herewith.
31.2	Rule 13a-14(a)/15d-14(a), Certification of the Chief Financial Officer, filed herewith.
32.1	Section 1350 Certification of the Chief Executive and Chief Financial Officers, filed herewith.
101.INS	XBRL Instance Document, furnished herewith.
101.SCH	XBRL Taxonomy Extension Schema Document, furnished herewith.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document, furnished herewith.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document, furnished herewith.
101.LAB	XBRL Taxonomy Extension Label Linkbase Document, furnished herewith.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document, furnished herewith.

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Roper Industries, Inc.

/s/ Brian D. Jellison	Chairman of the Board, President,	October 31, 2014
Brian D. Jellison	and Chief Executive Officer
	(Principal Executive Officer)

/s/ John Humphrey	Chief Financial Officer and	October 31, 2014
John Humphrey	Executive Vice President
	(Principal Financial Officer)

/s/ Paul J. Soni	Vice President and Controller	October 31, 2014
Paul J. Soni	(Principal Accounting Officer)

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EXHIBIT INDEX

TO REPORT ON FORM 10-Q

Number	Exhibit
31.1	Rule 13a-14(a)/15d-14(a), Certification of the Chief Executive Officer, filed herewith.
31.2	Rule 13a-14(a)/15d-14(a), Certification of the Chief Financial Officer, filed herewith.
32.1	Section 1350 Certification of the Chief Executive and Chief Financial Officers, filed herewith.
101.INS	XBRL Instance Document, furnished herewith.
101.SCH	XBRL Taxonomy Extension Schema Document, furnished herewith.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document, furnished herewith.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document, furnished herewith.
101.LAB	XBRL Taxonomy Extension Label Linkbase Document, furnished herewith.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document, furnished herewith.

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EX-31.1

Exhibit 31.1

I, Brian D. Jellison, certify that:

1.             I have reviewed this Quarterly Report on Form 10-Q of Roper Industries, Inc.;

2.             Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.             Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.             The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter  (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.             The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 5, 2014	/s/ Brian D. Jellison
	Brian D. Jellison
	Chairman, President and
	Chief Executive Officer

EX-31.2

Exhibit 31.2

I, John Humphrey, certify that:

1              I have reviewed this Quarterly Report on Form 10-Q of Roper Industries, Inc.;

2.             Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.             Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.             The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter  (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.             The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 5, 2014	/s/ John Humphrey
	John Humphrey
	Executive Vice President and
	Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Roper Industries, Inc. (the “Company”) on Form 10-Q for the period ending September 30, 2014, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Brian D. Jellison, Chief Executive Officer of the Company, and John Humphrey, Chief Financial Officer of the Company, each hereby certifies, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to the best of his knowledge that:

1. The Report fully complies with the requirements of section 13(a) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 5, 2014	/s/ Brian D. Jellison
	Brian D. Jellison
	Chairman, President and Chief Executive Officer
	(Principal Executive Officer)
	/s/ John Humphrey
	John Humphrey
	Executive Vice President and Chief Financial Officer
	(Principal Financial Officer)

This certificate is being made for the exclusive purpose of compliance of the Company with the requirements of Section 906 of the Sarbanes-Oxley Act of 2002, and may not be disclosed, distributed or used by any person or for any reason other than specifically required by law.

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Debt (Details) (Senior Subordinated Convertible Notes [Member], USD $) In Millions, except Share data, unless otherwise specified	9 Months Ended
	Sep. 30, 2014 NotesConverted
Senior Subordinated Convertible Notes [Member]
Debt Instrument [Line Items]
Stated Interest Rate Percentage - Debt Instruments (in hundredths)	3.75%
Maturity year of Senior subordinated convertible notes	2034
First Conversion Date	Jan. 15, 2009
Number of Notes Converted	1,178
Cash Payments for Debt Conversions (in millions)	$ 2.1
Deferred Tax Liability (in millions)	0.12
Per Note Conversion Price (in dollars per share)	$ 488.37
Principal note amount (in millions)	8
Excess above Principal Note Amount (in millions)	$ 22
If converted, issuance of common stock shares (in shares)	151,922

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Fair Value of Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2014

Fair Value of Financial Instruments [Abstract]

Fixed-Rate Senior Notes, Fair Value

Roper's debt at September 30, 2014 included $2.2 billion of fixed-rate senior notes with the following fair values (in millions):

$400 million senior notes due 2017	$	403
$800 million senior notes due 2018		797
$500 million senior notes due 2019		582
$500 million senior notes due 2022		487

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Recent Accounting Pronouncements

9 Months Ended

Sep. 30, 2014

Recent Accounting Pronouncements [Abstract]

Description of New Accounting Pronouncements Not yet Adopted [Text Block]

2. Recent Accounting Pronouncements

The Financial Accounting Standards Board ("FASB") establishes changes to accounting principles under GAAP in the form of accounting standards updates ("ASUs") to the FASB's Accounting Standards Codification.  The Company considers the applicability and impact of all ASUs.  

In June 2014, the FASB issued updates to the accounting for stock compensation. These updates, effective for fiscal years beginning after December 15, 2015, modify the accounting for share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period. The Company does not expect these updates to have an impact on its results of operations, financial condition or cash flows.

In May 2014, the FASB issued updates on accounting and disclosures for revenue from contracts with customers. These updates, effective for annual reporting periods after December 15, 2016, create a single, comprehensive revenue recognition model for all contracts with customers. The model is based on changes in contract assets (rights to receive consideration) and liabilities (obligations to provide a good or service). Revenue will be recognized based on the satisfaction of performance obligations, which occurs when control of a good or service transfers to a customer. The Company is evaluating the impact of these updates on its results of operations, financial condition and cash flows.

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Earnings Per Share (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Schedule Of Weighted Average Number Of Shares Outstanding Basic To Diluted [Abstract]
Basic shares outstanding (in shares)	100,068,000	99,207,000	99,837,000	99,058,000
Effect of potential common stock [Abstract]
Common stock awards (in shares)	788,000	905,000	815,000	894,000
Senior subordinated convertible notes (in shares)	150,000	190,000	151,000	200,000
Diluted shares outstanding (in shares)	101,006,000	100,302,000	100,803,000	100,152,000
Antidilutive stock options (in shares)	670,000	551,850	781,000	601,350

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Business Acquisitions (Details) (USD $)			3 Months Ended
	Sep. 30, 2014	Dec. 31, 2013	Sep. 30, 2014 Series of Individually Immaterial Business Acquisitions [Member]
Business Acquisition [Line Items]
Name of Acquired Entity			Foodlink Holdings, Inc. ("Foodlink"), Strategic Healthcare Programs Holdings, LLC. ("SHP"), and Innovative Product Achievements, LLC ("IPA")
Cost of Acquired Entity Purchase Price			$ 303,000,000
Intangible Assets Other than Goodwill			99,000,000
Reason for Business Combination			to expand upon existing supply chain and medical platforms
Goodwill	4,731,394,000	4,549,998,000	207,000,000
Cost of Acquired Entity Transaction Costs			$ 2,600,000

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Stock Based Compensation (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Stock Based Compensation [Abstract]
Percentage of eligible earnings to purchase common stock through the employee stock purchase plan (in hundredths)	10.00%		10.00%
Discount on the average closing price for the employee stock purchase plan (in hundredths)			5.00%
Stock Based Compensation Expense [Abstract]
Stock based compensation	$ 16,998,000	$ 13,756,000	$ 47,011,000	$ 40,040,000
Tax effect recognized in net income	5,949,000	4,814,000	16,454,000	14,014,000
Windfall tax benefit/(shortfall), net	3,126,000	2,075,000	14,727,000	7,632,000
Employee stock options granted during the period (in shares)			614,500	560,350
Fair value per share (in dollars per share)			$ 35.02	$ 36.87
Weighted average assumptions used to value option grants [Abstract]
Risk-free interest rate (%) (in hundredths)			1.63%	0.80%
Expected option life (years)			5 years 2 months 23 days	5 years 2 months 8 days
Expected volatility (%) (in hundredths)			27.27%	36.20%
Expected dividend yield (%) (in hundredths)			0.59%	0.57%
Cash received from exercise of options			29,500,000	20,500,000
Restricted stock awards granted during period (in shares)			341,810	357,240
Weighted average fair value per share of restricted stock awards granted during the period (in dollars per share)			$ 140.91	$ 116.76
Restricted stock awards vested during period (in shares)			94,645
Weighted average grant date fair value per share (in dollars per share)			$ 85.33
Weighted average vest date fair value per share (in dollars per share)			$ 143.14
Shares of stock purchased during the period by participants in the employee stock purchase plan (in shares)			15,695	15,458
Amount paid for stock purchased during the period by participants in the employee stock purchase plan			$ 2,100,000	$ 1,800,000

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Inventories (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Inventories [Abstract]
Raw materials and supplies	$ 133,473	$ 127,525
Work in process	33,915	30,498
Finished products	91,054	90,352
Inventory reserves	(45,002)	(43,452)
Total Inventory	$ 213,440	$ 204,923

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Basis of Presentation

9 Months Ended

Sep. 30, 2014

Basis of Presentation [Abstract]

Basis of Presentation

1. Basis of Presentation

The accompanying condensed consolidated financial statements for the three and nine month periods ended September 30, 2014 and 2013 are unaudited. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the financial position, results of operations, comprehensive income and cash flows of Roper Industries, Inc. and its subsidiaries ("Roper" or the "Company") for all periods presented. The December 31, 2013 financial position data included herein was derived from the audited consolidated financial statements included in the 2013 Annual Report on Form 10-K ("Annual Report") filed on February 21, 2014 with the Security and Exchange Commission ("SEC") but does not include all disclosures required by U.S. generally accepted accounting principles ("GAAP").

Roper's management has made estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these condensed consolidated financial statements in conformity with GAAP. Actual results could differ from those estimates.

The results of operations for the three and nine month periods ended September 30, 2014 are not necessarily indicative of the results to be expected for the full year. You should read these unaudited condensed consolidated financial statements in conjunction with Roper's consolidated financial statements and the notes thereto included in its Annual Report.

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Goodwill and Other Intangible Assets (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Goodwill [Line Items]
Balances	$ 4,549,998
Goodwill acquired	207,177
Goodwill, Other Changes	(2,274)
Currency translation adjustments	(23,507)
Balances	4,731,394
Schedule Of Other Intangible Assets By Major Class [Line Items]
Cost	2,750,687		2,703,267
Accumulated amortization	(729,889)		(664,131)
Net book value	2,020,798		2,039,136
Amortization expense of other intangible assets	114,317	108,223
Assets subject to amortization [Member] | Customer related intangibles [Member]
Schedule Of Other Intangible Assets By Major Class [Line Items]
Cost	1,988,946		1,936,336
Accumulated amortization	(522,581)		(464,018)
Net book value	1,466,365		1,472,318
Assets subject to amortization [Member] | Unpatented technology [Member]
Schedule Of Other Intangible Assets By Major Class [Line Items]
Cost	212,812		216,044
Accumulated amortization	(129,498)		(120,091)
Net book value	83,314		95,953
Assets subject to amortization [Member] | Software [Member]
Schedule Of Other Intangible Assets By Major Class [Line Items]
Cost	156,740		160,618
Accumulated amortization	(59,716)		(58,084)
Net book value	97,024		102,534
Assets subject to amortization [Member] | Patents and other protective rights [Member]
Schedule Of Other Intangible Assets By Major Class [Line Items]
Cost	26,771		31,394
Accumulated amortization	(17,866)		(21,922)
Net book value	8,905		9,472
Assets subject to amortization [Member] | Order or Production Backlog [Member]
Schedule Of Other Intangible Assets By Major Class [Line Items]
Cost	1,100
Accumulated amortization	(168)
Net book value	932
Assets subject to amortization [Member] | Trade names [Member]
Schedule Of Other Intangible Assets By Major Class [Line Items]
Cost	653		656
Accumulated amortization	(60)		(16)
Net book value	593		640
Assets not subject to amortization [Member] | Trade names [Member]
Schedule Of Other Intangible Assets By Major Class [Line Items]
Cost	363,665		358,219
Accumulated amortization	0		0
Net book value	363,665		358,219
Industrial Technology [Member]
Goodwill [Line Items]
Balances	425,501
Goodwill acquired	0
Goodwill, Other Changes	0
Currency translation adjustments	(8,913)
Balances	416,588
Energy Systems And Controls [Member]
Goodwill [Line Items]
Balances	434,697
Goodwill acquired	0
Goodwill, Other Changes	275
Currency translation adjustments	(3,550)
Balances	431,422
Medical And Scientific Imaging [Member]
Goodwill [Line Items]
Balances	2,435,506
Goodwill acquired	173,707
Goodwill, Other Changes	(2,549)
Currency translation adjustments	(9,484)
Balances	2,597,180
RF Technology [Member]
Goodwill [Line Items]
Balances	1,254,294
Goodwill acquired	33,470
Goodwill, Other Changes	0
Currency translation adjustments	(1,560)
Balances	$ 1,286,204

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Condensed Consolidated Statements of Earnings (unaudited) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Condensed Consolidated Statements of Earnings (unaudited) [Abstract]
Net sales	$ 884,122	$ 827,810	$ 2,603,349	$ 2,348,955
Cost of sales	360,082	345,185	1,067,191	999,247
Gross profit	524,040	482,625	1,536,158	1,349,708
Selling, general and administrative expenses	278,382	263,276	820,434	765,436
Income from operations	245,658	219,349	715,724	584,272
Interest expense, net	20,013	24,705	59,352	67,924
Other income/(expense), net	552	409	1,042	453
Earnings before income taxes	226,197	195,053	657,414	516,801
Income taxes	70,687	58,730	197,317	144,211
Net earnings	$ 155,510	$ 136,323	$ 460,097	$ 372,590
Earnings per share:
Basic (in dollars per share)	$ 1.55	$ 1.37	$ 4.61	$ 3.76
Diluted (in dollars per share)	$ 1.54	$ 1.36	$ 4.56	$ 3.72
Weighted average common shares outstanding:
Basic (in shares)	100,068	99,207	99,837	99,058
Diluted (in shares)	101,006	100,302	100,803	100,152
Dividends declared per common share (in dollars per share)	$ 0.2000	$ 0.1650	$ 0.6000	$ 0.4950

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Condensed Consolidated Statement of Changes in Stockholders' Equity (unaudited) (USD $) In Thousands	Common stock [Member]	Additional paid-in capital [Member]	Retained earnings [Member]	Accumulated other comprehensive earnings [Member]	Treasury stock [Member]	Total
Beginning Balance at Dec. 31, 2013	$ 1,013	$ 1,229,233	$ 2,959,196	$ 43,083	$ (19,475)	$ 4,213,050
Net earnings	0	0	460,097	0	0	460,097
Stock option exercises	6	29,488	0	0	0	29,494
Treasury stock sold	0	1,924	0	0	155	2,079
Currency translation adjustments, net of tax	0	0	0	(53,763)	0	(53,763)
Stock based compensation	0	47,009	0	0	0	47,009
Restricted stock activity	2	(3,072)	0	0	0	(3,070)
Stock option tax benefit, net of shortfalls	0	14,727	0	0	0	14,727
Conversion of senior subordinated convertible notes, net of tax	0	(1,403)	0	0	0	(1,403)
Dividends declared	0	0	(59,996)	0	0	(59,996)
Ending Balance at Sep. 30, 2014	$ 1,021	$ 1,317,906	$ 3,359,297	$ (10,680)	$ (19,320)	$ 4,648,224

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Contingencies (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2014
Warranty Accrual Activity [Roll Forward]
Balance	$ 14,336
Additions charged to costs and expenses	10,357
Deductions	(13,561)
Other	(1)
Balance	$ 11,131

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Stock Based Compensation (Tables)

9 Months Ended

Sep. 30, 2014

Stock Based Compensation [Abstract]

Stock Based Compensation Expense

The following table provides information regarding the Company's stock-based compensation expense (in thousands):

	Three months ended September 30,						Nine months ended September 30,
	2014			2013			2014			2013
Stock based compensation		$	16,998		$	13,756		$	47,011		$	40,040
Tax effect recognized in net income			5,949			4,814			16,454			14,014
Windfall tax benefit/(shortfall), net			3,126			2,075			14,727			7,632

Weighted average assumptions used to value option grants

	Nine Months Ended September 30,
	2014		2013
Risk-free interest rate (%)		1.63		0.80
Expected option life (years)		5.23		5.19
Expected volatility (%)		27.27		36.20
Expected dividend yield (%)		0.59		0.57

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Business Segments (Details) (USD $)	3 Months Ended				9 Months Ended
	Sep. 30, 2014		Sep. 30, 2013		Sep. 30, 2014		Sep. 30, 2013
Segment Reporting Information [Line Items]
Net sales	$ 884,122,000		$ 827,810,000		$ 2,603,349,000		$ 2,348,955,000
Percent change in Net Sales (in hundredths)	6.80%				10.80%
Gross Profit	524,040,000		482,625,000		1,536,158,000		1,349,708,000
Percent change in Gross Profit (in hundredths)	8.60%				13.80%
Operating profit	271,657,000	[1]	240,266,000	[1]	787,946,000		645,971,000
Percent change in Operating Profit (in hundredths)	13.10%	[1]			22.00%
Long-Lived assets	138,408,000		140,021,000		138,408,000		140,021,000
Percent change in Long-lived assets (in hundredths)					(1.20%)
Unallocated corporate general and administrative expenses	25,999	[1]	20,917	[1]	72,222	[1]	61,699	[1]
Industrial Technology [Member]
Segment Reporting Information [Line Items]
Net sales	205,688,000		200,684,000		607,503,000		580,466,000
Percent change in Net Sales (in hundredths)	2.50%				4.70%
Gross Profit	104,012,000		101,259,000		306,464,000		296,414,000
Percent change in Gross Profit (in hundredths)	2.70%				3.40%
Operating profit	62,046,000	[1]	60,753,000	[1]	178,540,000		164,278,000
Percent change in Operating Profit (in hundredths)	2.10%	[1]			8.70%
Long-Lived assets	47,147,000		49,055,000		47,147,000		49,055,000
Percent change in Long-lived assets (in hundredths)					(3.90%)
Energy Systems And Controls [Member]
Segment Reporting Information [Line Items]
Net sales	170,765,000		155,058,000		491,804,000		456,031,000
Percent change in Net Sales (in hundredths)	10.10%				7.80%
Gross Profit	99,233,000		88,104,000		281,055,000		256,431,000
Percent change in Gross Profit (in hundredths)	12.60%				9.60%
Operating profit	49,033,000	[1]	41,076,000	[1]	130,844,000		118,432,000
Percent change in Operating Profit (in hundredths)	19.40%	[1]			10.50%
Long-Lived assets	17,537,000		19,501,000		17,537,000		19,501,000
Percent change in Long-lived assets (in hundredths)					(10.10%)
Medical And Scientific Imaging [Member]
Segment Reporting Information [Line Items]
Net sales	268,809,000		237,338,000		793,899,000		645,739,000
Percent change in Net Sales (in hundredths)	13.30%				22.90%
Gross Profit	193,132,000		167,433,000		572,738,000		440,718,000
Percent change in Gross Profit (in hundredths)	15.30%				30.00%
Operating profit	91,227,000	[1]	71,968,000	[1]	275,379,000		179,433,000
Percent change in Operating Profit (in hundredths)	26.80%	[1]			53.50%
Long-Lived assets	44,513,000		43,105,000		44,513,000		43,105,000
Percent change in Long-lived assets (in hundredths)					3.30%
RF Technology [Member]
Segment Reporting Information [Line Items]
Net sales	238,860,000		234,730,000		710,143,000		666,719,000
Percent change in Net Sales (in hundredths)	1.80%				6.50%
Gross Profit	127,663,000		125,829,000		375,901,000		356,145,000
Percent change in Gross Profit (in hundredths)	1.50%				5.50%
Operating profit	69,351,000	[1]	66,469,000	[1]	203,183,000		183,828,000
Percent change in Operating Profit (in hundredths)	4.30%	[1]			10.50%
Long-Lived assets	$ 29,211,000		$ 28,360,000		$ 29,211,000		$ 28,360,000
Percent change in Long-lived assets (in hundredths)					3.00%

[1] Segment operating profit is before unallocated corporate general and administrative expenses. These expenses were $24,211 and $20,734 for the three months ended June 30, 2014 and 2013, respectively, and $46,223 and $40,782 for the six months ended June 30, 2014 and 2013, respectively.

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Goodwill and Other Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2014

Goodwill and Other Intangible Assets [Abstract]

Goodwill

The carrying value of goodwill by segment was as follows (in thousands):

	IndustrialTechnology			Energy Systems& Controls			Medical &Scientific Imaging			RF Technology			Total
Balances at December 31, 2013	$	425,501		$	434,697		$	2,435,506		$	1,254,294		$	4,549,998
Goodwill Acquired		-			-			173,707			33,470			207,177
Other		-			275			(2,549	)		-			(2,274	)
Currency translation adjustments		(8,913	)		(3,550	)		(9,484	)		(1,560	)		(23,507	)
Balances at September 30, 2014	$	416,588		$	431,422		$	2,597,180		$	1,286,204		$	4,731,394

Other Intangible Assets

Other intangible assets were comprised of (in thousands):

	Cost		Accumulated amortization			Net book value
Assets subject to amortization:
Customer related intangibles	$	1,936,336	$	(464,018	)	$	1,472,318
Unpatented technology		216,044		(120,091	)		95,953
Software		160,618		(58,084	)		102,534
Patents and other protective rights		31,394		(21,922	)		9,472
Trade names		656		(16	)		640
Assets not subject to amortization:
Trade names		358,219		-			358,219
Balances at December 31, 2013	$	2,703,267	$	(664,131	)	$	2,039,136
Assets subject to amortization:
Customer related intangibles	$	1,988,946	$	(522,581	)	$	1,466,365
Unpatented technology		212,812		(129,498	)		83,314
Software		156,740		(59,716	)		97,024
Patents and other protective rights		26,771		(17,866	)		8,905
Backlog		1,100		(168	)		932
Trade names		653		(60	)		593
Assets not subject to amortization:
Trade names		363,665		-			363,665
Balances at September 30, 2014	$	2,750,687	$	(729,889	)	$	2,020,798

Amortization expense of other intangible assets was $114,317 and $108,223 during the nine months ended September 30, 2014 and 2013, respectively.

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Condensed Consolidated Statement of Changes in Stockholders' Equity (unaudited) (Parenthetical) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2014
Condensed Consolidated Statement of Changes in Stockholders' Equity (unaudited) [Abstract]
Currency translation adjustments, tax	$ 1,652
Conversion of senior subordinated convertible notes, tax	$ 115

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Condensed Consolidated Statements of Comprehensive Income (unaudited) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Condensed Consolidated Statements of Comprehensive Income (unaudited) [Abstract]
Net earnings	$ 155,510	$ 136,323	$ 460,097	$ 372,590
Other comprehensive income/(loss), net of tax:
Foreign currency translation adjustments	(60,755)	31,902	(53,763)	(10,219)
Total other comprehensive income/(loss), net of tax	(60,755)	31,902	(53,763)	(10,219)
Comprehensive income	$ 94,755	$ 168,225	$ 406,334	$ 362,371

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Contingencies

9 Months Ended

Sep. 30, 2014

Contingencies [Abstract]

Contingencies

10. Contingencies

Roper, in the ordinary course of business, is the subject of, or a party to, various pending or threatened legal actions, including product liability and employment practices. It is vigorously contesting all lawsuits that, in general, are based upon claims of the kind that have been customary over the past several years. After analyzing the Company's contingent liabilities on a gross basis and, based upon past experience with resolution of its product liability and employment practices claims and the limits of the primary, excess, and umbrella liability insurance coverages that are available with respect to pending claims, management believes that adequate provision has been made to cover any potential liability not covered by insurance, and that the ultimate liability, if any, arising from these actions should not have a material adverse effect on Roper's consolidated financial position, results of operations or cash flows.

Over recent years there has been an increase in certain U.S. states in asbestos-related litigation claims against numerous industrial companies. Roper or its subsidiaries have been named defendants in some such cases. No significant resources have been required by Roper to respond to these cases and the Company believes it has valid defenses to such claims and, if required, intends to defend them vigorously. Given the state of these claims it is not possible to determine the potential liability, if any.

Roper's financial statements include accruals for potential product liability and warranty claims based on its claims experience. Such costs are accrued at the time revenue is recognized. A summary of the warranty accrual activity for the nine months ended September 30, 2014 is presented below (in thousands):

Balance at December 31, 2013	$	14,336
Additions charged to costs and expenses		10,357
Deductions		(13,561	)
Other		(1	)
Balance at September 30, 2014	$	11,131

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Document and Entity Information (USD $)	9 Months Ended
	Sep. 30, 2014	Oct. 24, 2014	Dec. 31, 2013
Document and Entity Information [Abstract]
Entity Registrant Name	Roper Industries Inc
Entity Central Index Key	0000882835
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float			$ 12,365,836,908
Entity Common Stock, Shares Outstanding		102,105,552
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q3
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2014

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Business Segments

9 Months Ended

Sep. 30, 2014

Business Segments [Abstract]

Business Segments

11. Business Segments

Sales and operating profit by industry segment are set forth in the following table (dollars in thousands):

	Three months ended September 30,							Nine months ended September 30,
	2014		2013		Change			2014		2013		Change
Net sales:
Industrial Technology	$	205,688	$	200,684		2.5	%	$	607,503	$	580,466		4.7	%
Energy Systems & Controls		170,765		155,058		10.1	%		491,804		456,031		7.8	%
Medical & Scientific Imaging		268,809		237,338		13.3	%		793,899		645,739		22.9	%
RF Technology		238,860		234,730		1.8	%		710,143		666,719		6.5	%
Total	$	884,122	$	827,810		6.8	%	$	2,603,349	$	2,348,955		10.8	%
Gross profit:
Industrial Technology	$	104,012	$	101,259		2.7	%	$	306,464	$	296,414		3.4	%
Energy Systems & Controls		99,233		88,104		12.6	%		281,055		256,431		9.6	%
Medical & Scientific Imaging		193,132		167,433		15.3	%		572,738		440,718		30.0	%
RF Technology		127,663		125,829		1.5	%		375,901		356,145		5.5	%
Total	$	524,040	$	482,625		8.6	%	$	1,536,158	$	1,349,708		13.8	%
Operating profit*:
Industrial Technology	$	62,046	$	60,753		2.1	%	$	178,540	$	164,278		8.7	%
Energy Systems & Controls		49,033		41,076		19.4	%		130,844		118,432		10.5	%
Medical & Scientific Imaging		91,227		71,968		26.8	%		275,379		179,433		53.5	%
RF Technology		69,351		66,469		4.3	%		203,183		183,828		10.5	%
Total	$	271,657	$	240,266		13.1	%	$	787,946	$	645,971		22.0	%
Long-lived assets:
Industrial Technology	$	47,147	$	49,055		(3.9	)%
Energy Systems & Controls		17,537		19,501		(10.1	)%
Medical & Scientific Imaging		44,513		43,105		3.3	%
RF Technology		29,211		28,360		3.0	%
Total	$	138,408	$	140,021		(1.2	)%

*Segment operating profit is before unallocated corporate general and administrative expenses. These expenses were $25,999 and $20,917 for the three months ended September 30, 2014 and 2013, respectively, and $72,222 and $61,699 for the nine months ended September 30, 2014 and 2013, respectively.

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Condensed Consolidated Balance Sheets (unaudited) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Assets
Cash and cash equivalents	$ 564,112	$ 459,720
Accounts receivable, net	528,734	519,075
Inventories, net	213,440	204,923
Deferred taxes	65,230	64,464
Unbilled receivables	103,124	86,945
Other current assets	58,051	38,210
Total current assets	1,532,691	1,373,337
Property, plant and equipment, net	115,243	117,310
Goodwill	4,731,394	4,549,998
Other intangible assets, net	2,020,798	2,039,136
Deferred taxes	29,051	28,773
Other assets	81,089	76,427
Total assets	8,510,266	8,184,981
Liabilities and Stockholders' Equity
Accounts payable	145,660	150,313
Accrued compensation	115,167	107,953
Deferred revenue	221,552	209,332
Other accrued liabilities	161,057	153,712
Income taxes payable	0	4,275
Deferred taxes	7,495	6,490
Current portion of long-term debt, net	11,074	11,016
Total current liabilities	662,005	643,091
Long-term debt, net of current portion	2,358,474	2,453,836
Deferred taxes	753,798	783,805
Other liabilities	87,765	91,199
Total liabilities	3,862,042	3,971,931
Commitments and contingencies (Note 9)
Common stock	1,021	1,013
Additional paid-in capital	1,317,906	1,229,233
Retained earnings	3,359,297	2,959,196
Accumulated other comprehensive earnings	(10,680)	43,083
Treasury stock	(19,320)	(19,475)
Total stockholders' equity	4,648,224	4,213,050
Total liabilities and stockholders' equity	$ 8,510,266	$ 8,184,981

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Stock Based Compensation

9 Months Ended

Sep. 30, 2014

Stock Based Compensation [Abstract]

Stock-Based Compensation

5. Stock Based Compensation

The Roper Industries, Inc. Amended and Restated 2006 Incentive Plan is a stock-based compensation plan used to grant incentive stock options, nonqualified stock options, restricted stock, stock appreciation rights or equivalent instruments to Roper's employees, officers and directors.

Roper's stock purchase plan allows employees in the U.S. and Canada to designate up to 10% of eligible earnings to purchase Roper's common stock at a 5% discount to the average closing price of the stock at the beginning and end of a quarterly offering period. Common stock sold to employees may be either treasury stock, stock purchased on the open market, or newly issued shares.

The following table provides information regarding the Company's stock-based compensation expense (in thousands):

	Three months ended September 30,						Nine months ended September 30,
	2014			2013			2014			2013
Stock based compensation		$	16,998		$	13,756		$	47,011		$	40,040
Tax effect recognized in net income			5,949			4,814			16,454			14,014
Windfall tax benefit/(shortfall), net			3,126			2,075			14,727			7,632

Stock Options - In the nine months ended September 30, 2014, 614,500 options were granted with a weighted average fair value of $35.02 per option. During the same period in 2013, 560,350 options were granted with a weighted average fair value of $36.87 per option. All options were issued at grant date fair value, which is defined by the Plan as the closing price of Roper's common stock on the date of grant.

Roper records compensation expense for employee stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model. Historical data is used to estimate the expected price volatility, the expected dividend yield, the expected option life and the expected forfeiture rate. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for the estimated life of the option. The following weighted average assumptions were used to estimate the fair value of options granted during current and prior year quarters using the Black-Scholes option-pricing model:

	Nine Months Ended September 30,
	2014		2013
Risk-free interest rate (%)		1.63		0.80
Expected option life (years)		5.23		5.19
Expected volatility (%)		27.27		36.20
Expected dividend yield (%)		0.59		0.57

Cash received from option exercises for the nine months ended September 30, 2014 and 2013 was $29.5 million and $20.5 million, respectively.

Restricted Stock Awards - During the nine months ended September 30, 2014, 341,810 restricted stock awards were granted with a weighted average fair value of $140.91 per restricted share. During the same period in 2013, 357,240 restricted stock awards were granted with a weighted average fair value of $116.76 per restricted share. All grants were issued at grant date fair value.

During the nine months ended September 30, 2014, 94,645 restricted awards vested with a weighted average grant date fair value of $85.33 per restricted share, and a weighted average vest date fair value of $143.14 per restricted share.

Employee Stock Purchase Plan - During the nine months ended September 30, 2014 and 2013, participants of the employee stock purchase plan purchased 15,695 and 15,458 shares, respectively, of Roper's common stock for total consideration of $2.10 million and $1.80 million, respectively. All shares were purchased from Roper's treasury shares.

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Earnings Per Share

9 Months Ended

Sep. 30, 2014

Earnings Per Share [Abstract]

Earnings Per Share

3. Earnings Per Share

Basic earnings per share were calculated using net earnings and the weighted average number of shares of common stock outstanding during the respective period. Diluted earnings per share were calculated using net earnings and the weighted average number of shares of common stock and potential common stock outstanding during the respective period. Potentially dilutive common stock consisted of stock options and the premium over the conversion price on Roper's senior subordinated convertible notes based upon the trading price of Roper's common stock. The effects of potential common stock were determined using the treasury stock method.  Weighted average shares outstanding are shown below (in thousands):

	Three months ended September 30,				Nine months ended September 30,
	2014		2013		2014		2013
Basic shares outstanding		100,068		99,207		99,837	$	99,058
Effect of potential common stock:
Common stock awards		788		905		815		894
Senior subordinated convertible notes		150		190		151		200
Diluted shares outstanding		101,006		100,302		100,803		100,152

For the three and nine month periods ended September 30, 2014 there were 670,000 and 781,000 outstanding stock options, respectively, that were not included in the determination of diluted earnings per share because doing so would have been antidilutive, as compared to 551,850 and 601,350 outstanding stock options, respectively, that would have been antidilutive for the three and nine month periods ended September 30, 2013.

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Inventories (Tables)

9 Months Ended

Sep. 30, 2014

Inventories [Abstract]

Inventories

The components of inventory were as follows (in thousands):

	September 30, 2014			December 31, 2013
Raw materials and supplies	$	133,473		$	127,525
Work in process		33,915			30,498
Finished products		91,054			90,352
Inventory reserves		(45,002	)		(43,452	)
	$	213,440		$	204,923

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Earnings Per Share (Policies)

9 Months Ended

Sep. 30, 2014

Earnings Per Share [Abstract]

Earnings Per Share Policy

Basic earnings per share were calculated using net earnings and the weighted average number of shares of common stock outstanding during the respective period. Diluted earnings per share were calculated using net earnings and the weighted average number of shares of common stock and potential common stock outstanding during the respective period. Potentially dilutive common stock consisted of stock options and the premium over the conversion price on Roper's senior subordinated convertible notes based upon the trading price of Roper's common stock. The effects of potential common stock were determined using the treasury stock method.  Weighted average shares outstanding are shown below (in thousands):

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Debt

9 Months Ended

Sep. 30, 2014

Debt [Abstract]

Debt

8. Debt

Roper's 3.75% senior subordinated convertible notes due 2034 became convertible on January 15, 2009.  During the nine months ended September 30, 2014, 1,178 notes were converted by note holders for $2.1 million in cash.  No gain or loss was recorded upon these conversions.  In addition, a related $0.12 million deferred tax liability associated with excess deductions recorded for tax purposes was relieved to additional paid-in capital upon the conversions.

At September 30, 2014, the conversion price on the remaining outstanding notes was $488.37 per note.  If converted at September 30, 2014, the value would have exceeded the $8 million principal amount of the outstanding notes by $22 million and could have resulted in the issuance of 151,922 shares of Roper's common stock.

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Inventories

9 Months Ended

Sep. 30, 2014

Inventories [Abstract]

Inventories

6. Inventories

The components of inventory were as follows (in thousands):

	September 30, 2014			December 31, 2013
Raw materials and supplies	$	133,473		$	127,525
Work in process		33,915			30,498
Finished products		91,054			90,352
Inventory reserves		(45,002	)		(43,452	)
	$	213,440		$	204,923

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Goodwill and Other Intangible Assets

9 Months Ended

Sep. 30, 2014

Goodwill and Other Intangible Assets [Abstract]

Goodwill and Other Intangible Assets

7. Goodwill and Other Intangible Assets

The carrying value of goodwill by segment was as follows (in thousands):

	IndustrialTechnology			Energy Systems& Controls			Medical &Scientific Imaging			RF Technology			Total
Balances at December 31, 2013	$	425,501		$	434,697		$	2,435,506		$	1,254,294		$	4,549,998
Goodwill Acquired		-			-			173,707			33,470			207,177
Other		-			275			(2,549	)		-			(2,274	)
Currency translation adjustments		(8,913	)		(3,550	)		(9,484	)		(1,560	)		(23,507	)
Balances at September 30, 2014	$	416,588		$	431,422		$	2,597,180		$	1,286,204		$	4,731,394

Other relates primarily to a tax purchase accounting adjustment for MHA, Inc., acquired in May 2013.

Other intangible assets were comprised of (in thousands):

	Cost		Accumulated amortization			Net book value
Assets subject to amortization:
Customer related intangibles	$	1,936,336	$	(464,018	)	$	1,472,318
Unpatented technology		216,044		(120,091	)		95,953
Software		160,618		(58,084	)		102,534
Patents and other protective rights		31,394		(21,922	)		9,472
Trade names		656		(16	)		640
Assets not subject to amortization:
Trade names		358,219		-			358,219
Balances at December 31, 2013	$	2,703,267	$	(664,131	)	$	2,039,136
Assets subject to amortization:
Customer related intangibles	$	1,988,946	$	(522,581	)	$	1,466,365
Unpatented technology		212,812		(129,498	)		83,314
Software		156,740		(59,716	)		97,024
Patents and other protective rights		26,771		(17,866	)		8,905
Backlog		1,100		(168	)		932
Trade names		653		(60	)		593
Assets not subject to amortization:
Trade names		363,665		-			363,665
Balances at September 30, 2014	$	2,750,687	$	(729,889	)	$	2,020,798

Amortization expense of other intangible assets was $114,317 and $108,223 during the nine months ended September 30, 2014 and 2013, respectively.

An evaluation of the carrying value of goodwill and indefinite-lived intangibles is required to be performed on an annual basis and on an interim basis if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. There have been no events or changes in circumstances which indicate an interim impairment review is required in 2014. The Company expects to perform the annual analysis during the fourth quarter.

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Fair Value of Financial Instruments

9 Months Ended

Sep. 30, 2014

Fair Value of Financial Instruments [Abstract]

Fair Value of Financial Instruments

9. Fair Value of Financial Instruments

Roper's debt at September 30, 2014 included $2.2 billion of fixed-rate senior notes with the following fair values (in millions):

$400 million senior notes due 2017	$	403
$800 million senior notes due 2018		797
$500 million senior notes due 2019		582
$500 million senior notes due 2022		487

The fair values of the senior notes are based on the trading prices of the notes, which the Company has determined to be Level 2 in the FASB fair value hierarchy.  Short-term debt included $8 million of fixed-rate convertible notes which were at fair value due to the ability of note holders to exercise the conversion option of the notes.

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Fair Value of Financial Instruments (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 30, 2014
Convertible Notes [Member]
Short-term Debt [Line Items]
Fair Value of Debt Instrument	$ 8
Fair Value, Inputs, Level 2 [Member]
Debt Instrument [Line Items]
Face Value of Debt Instrument	2,200
Fair Value, Inputs, Level 2 [Member] | Senior notes due 2017 [Member]
Debt Instrument [Line Items]
Face Value of Debt Instrument	400
Long-term Debt, Fair Value	403
Notes due	2017
Fair Value, Inputs, Level 2 [Member] | Senior notes due 2018 [Member]
Debt Instrument [Line Items]
Face Value of Debt Instrument	800
Long-term Debt, Fair Value	797
Notes due	2018
Fair Value, Inputs, Level 2 [Member] | Senior notes due 2019 [Member]
Debt Instrument [Line Items]
Face Value of Debt Instrument	500
Long-term Debt, Fair Value	582
Notes due	2019
Fair Value, Inputs, Level 2 [Member] | Senior notes due 2022 [Member]
Debt Instrument [Line Items]
Face Value of Debt Instrument	500
Long-term Debt, Fair Value	$ 487
Notes due	2022

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Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2014

Earnings Per Share [Abstract]

Schedule Of Weighted Average Number Of Shares Outstanding Basic To Diluted

	Three months ended September 30,				Nine months ended September 30,
	2014		2013		2014		2013
Basic shares outstanding		100,068		99,207		99,837	$	99,058
Effect of potential common stock:
Common stock awards		788		905		815		894
Senior subordinated convertible notes		150		190		151		200
Diluted shares outstanding		101,006		100,302		100,803		100,152

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Contingencies (Tables)

9 Months Ended

Sep. 30, 2014

Contingencies [Abstract]

Warranty Accrual Activity

Roper's financial statements include accruals for potential product liability and warranty claims based on its claims experience. Such costs are accrued at the time revenue is recognized. A summary of the warranty accrual activity for the nine months ended September 30, 2014 is presented below (in thousands):

Balance at December 31, 2013	$	14,336
Additions charged to costs and expenses		10,357
Deductions		(13,561	)
Other		(1	)
Balance at September 30, 2014	$	11,131

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Condensed Consolidated Statements of Cash Flows (unaudited) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
Cash flows from operating activities:
Net earnings	$ 460,097	$ 372,590
Adjustments to reconcile net earnings to cash flows from operating activities:
Depreciation and amortization of property, plant and equipment	30,442	28,269
Amortization of intangible assets	117,179	111,210
Amortization of deferred financing costs	3,003	2,916
Non-cash stock compensation	47,011	40,040
Changes in operating assets and liabilities, net of acquired businesses:
Accounts receivable	(5,225)	43,101
Unbilled receivables	(16,615)	(13,257)
Inventories	(8,833)	(15,202)
Accounts payable and accrued liabilities	10,342	13,055
Income taxes payable	(54,178)	(12,643)
Other, net	(3,991)	(3,306)
Cash provided by operating activities	579,232	566,773
Cash flows from investing activities:
Acquisitions of businesses, net of cash acquired	(305,254)	(1,014,952)
Capital expenditures	(29,835)	(33,349)
Proceeds from sale of assets	1,262	1,740
Other, net	(6,566)	(144)
Cash used in investing activities	(340,393)	(1,046,705)
Cash flows from financing activities:
Payments under revolving line of credit	(95,000)	290,000
Proceeds from senior notes	0	800,000
Principal payments on senior notes	0	(500,000)
Principal payments on convertible notes	(561)	(2,115)
Cash premiums paid on convertible note conversions	(1,518)	(5,100)
Debt issuance costs	0	(7,717)
Cash dividends to stockholders	(59,827)	(32,706)
Proceeds from stock based compensation, net	26,424	16,839
Stock award tax excess windfall benefit	14,892	7,763
Treasury stock sales	2,080	1,833
Other	38	723
Cash used in financing activities	(113,472)	569,520
Effect of foreign currency exchange rate changes on cash	(20,975)	(198)
Net increase in cash and cash equivalents	104,392	89,390
Cash and cash equivalents, beginning of period	459,720	370,590
Cash and cash equivalents, end of period	$ 564,112	$ 459,980

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Business Acquisitions

9 Months Ended

Sep. 30, 2014

Business Acquisitions [Abstract]

Business Acquisitions [Text Block]

4.    Business Acquisitions

During the quarter ended September 30, 2014, Roper acquired 100% of the shares of  for  million of cash, in order .  Foodlink is reported in the RF Technology segment, and SHP and IPA are both reported in the Medical & Scientific Imaging segment.  The Company recorded  million in goodwill and  million of other identifiable intangibles in connection with the acquisitions; however, purchase price allocations are preliminary pending final intangibles valuations and tax-related adjustments.  Supplemental pro forma information has not been provided as the acquisitions were immaterial both individually and in aggregate.

During the nine month period ended September 30, 2014, the Company expensed transaction costs of  million related to the acquisitions as corporate general and administrative expenses, as incurred.

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Business Segments (Tables)

9 Months Ended

Sep. 30, 2014

Business Segments [Abstract]

Sales and operating profit by business segment Table

Sales and operating profit by industry segment are set forth in the following table (dollars in thousands):

	Three months ended September 30,							Nine months ended September 30,
	2014		2013		Change			2014		2013		Change
Net sales:
Industrial Technology	$	205,688	$	200,684		2.5	%	$	607,503	$	580,466		4.7	%
Energy Systems & Controls		170,765		155,058		10.1	%		491,804		456,031		7.8	%
Medical & Scientific Imaging		268,809		237,338		13.3	%		793,899		645,739		22.9	%
RF Technology		238,860		234,730		1.8	%		710,143		666,719		6.5	%
Total	$	884,122	$	827,810		6.8	%	$	2,603,349	$	2,348,955		10.8	%
Gross profit:
Industrial Technology	$	104,012	$	101,259		2.7	%	$	306,464	$	296,414		3.4	%
Energy Systems & Controls		99,233		88,104		12.6	%		281,055		256,431		9.6	%
Medical & Scientific Imaging		193,132		167,433		15.3	%		572,738		440,718		30.0	%
RF Technology		127,663		125,829		1.5	%		375,901		356,145		5.5	%
Total	$	524,040	$	482,625		8.6	%	$	1,536,158	$	1,349,708		13.8	%
Operating profit*:
Industrial Technology	$	62,046	$	60,753		2.1	%	$	178,540	$	164,278		8.7	%
Energy Systems & Controls		49,033		41,076		19.4	%		130,844		118,432		10.5	%
Medical & Scientific Imaging		91,227		71,968		26.8	%		275,379		179,433		53.5	%
RF Technology		69,351		66,469		4.3	%		203,183		183,828		10.5	%
Total	$	271,657	$	240,266		13.1	%	$	787,946	$	645,971		22.0	%
Long-lived assets:
Industrial Technology	$	47,147	$	49,055		(3.9	)%
Energy Systems & Controls		17,537		19,501		(10.1	)%
Medical & Scientific Imaging		44,513		43,105		3.3	%
RF Technology		29,211		28,360		3.0	%
Total	$	138,408	$	140,021		(1.2	)%

*Segment operating profit is before unallocated corporate general and administrative expenses. These expenses were $25,999 and $20,917 for the three months ended September 30, 2014 and 2013, respectively, and $72,222 and $61,699 for the nine months ended September 30, 2014 and 2013, respectively.

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Stock Based Compensation (Policies)

9 Months Ended

Sep. 30, 2014

Stock Based Compensation [Abstract]

Stock Based Compensation

Roper records compensation expense for employee stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model. Historical data is used to estimate the expected price volatility, the expected dividend yield, the expected option life and the expected forfeiture rate. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for the estimated life of the option. The following weighted average assumptions were used to estimate the fair value of options granted during current and prior year quarters using the Black-Scholes option-pricing model: