Exhibit 3a

                       RESTATED ARTICLES OF INCORPORATION

                                       OF

                               MOORE PRODUCTS CO.

                      (A Pennsylvania Business Corporation)

         In compliance with the requirements of Sections 1914 and 1915 of the
Pennsylvania Business Corporation Law of 1988, as amended, (15 Pa. C.S.A.
ss.1914 and ss.1915), Moore Products Co. hereby restates its Articles of
Incorporation, as heretofore amended, in their entirety to read as follows:

First.            The name of the corporation is Moore Products Co.

Second.           The location and post office address of its registered office
           in this Commonwealth is Sumneytown Pike, Spring House, Montgomery
           County, Pennsylvania 19477.

Third.            To manufacture, sell and deal in instruments and gages of any
           and all kinds, with parts and supplies therefor, and to have all
           powers necessary and essential thereto.

Fourth.           The term of its existence is perpetual. 

Fifth.            The aggregate number of shares of capital stock which the
           Company shall have authority to issue is 7,825,000 shares divided
           into 325,000 shares of Preferred Stock of the par value of $1 per
           share (the "Preferred Shares"), and 7,500,000 shares of Common Stock
           of the par value of $1 per share (the "Common Shares").

                  The voting rights, preferences, qualifications, privileges,
           limitations, options, conversion rights and other special rights of
           each class, and the provisions authorizing the Board of Directors of
           the Company (the "Board") to create and designate series and to fix
           and determine certain variations in the relative rights and
           preferences as between series of Preferred Shares are as follows:

                  1. Series. Preferred Shares may be divided into and issued in
           one or more series from time to time as herein provided. The
           Preferred Shares of all series shall be identical, except as to the
           following rights and preferences, in respect of any or all of which
           there may be variations as between series, namely:


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                        (a) The designation of each series and the number of
                  shares initially included in or thereafter added to such
                  series;

                        (b) The rate of dividend (hereinafter called the
                  "Dividend Rate") specified for such series, payable as set
                  forth herein;

                        (c) The price, which may vary according to the time and
                  circumstances of redemption (such price being hereinafter
                  called the "Redemption Price"), at which shares of such series
                  may be redeemed in accordance with the provisions for
                  redemption set forth herein; and

                        (d) The price, which may vary according to the time and
                  circumstances of conversion, at which the shares of such
                  series may be converted into Common Shares (such price being
                  hereinafter called the "Conversion Price"), in accordance with
                  the provisions for conversion and subject to adjustment as set
                  forth herein.

                  The designation of each series (which shall be such as to
           distinguish the shares of such series from the shares of all other
           series and classes) and the relative rights and preferences thereof
           shall be specified prior to the issuance thereof by resolutions of
           the Board and as provided by law, except that the relative rights and
           preferences of the Series A Preferred Shares shall be as specified in
           these Articles.

                  2. Dividends. The Preferred Shares shall entitle the holders
           to receive, as and when declared by the Board, cumulative dividends
           at the Dividend Rate specified for the series and no more, out of
           funds legally available therefor, in cash or (subject to the
           limitations set forth below) in Preferred Shares, in preference to
           the holders of the Common Shares. Dividends on the Preferred Shares
           may be declared and paid quarterly, semi-annually or annually, in the
           discretion of the Board on such dates as it may determine; and if
           full cumulative dividends in cash or in Preferred Shares shall not
           have been paid or declared and set apart for payment for the first
           three fiscal quarters in any year, no dividend shall be paid or
           distribution made thereafter on the Common Shares (other than
           dividends payable in Common Shares) until full cumulative dividends
           in cash or in Preferred


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           Shares for such year and all prior periods shall have been paid or
           declared and set apart for payment. If in any year there shall be
           paid one or more stock dividends payable in Common Shares upon the
           outstanding Common Shares, there may also be declared and paid an
           equal number of stock dividends payable in Preferred Shares upon the
           outstanding Preferred Shares in lieu of cash; but in no case shall
           any such dividend on the Preferred Shares be at a percentage rate
           higher than the rate of such dividend on the Common Shares, nor shall
           the aggregate of cash and stock dividends paid on any series of
           Preferred Shares exceed in percentage of par value the Dividend Rate
           specified for such series, on a cumulative basis, taking the
           Preferred Shares distributed in the dividend at a value of $1 per
           share. Preferred Shares issued in a stock dividend may be of a series
           different from any series theretofore outstanding or, in the
           discretion of the Board, may constitute additional shares of any
           series. Subject to the foregoing provisions, dividends on the Common
           Shares shall be payable as and when declared by the Board in its
           discretion out of funds legally available therefor.

                  3. Voting Rights. The Preferred Shares of each series shall
           entitle the holders to five (5) votes per share, and the Common
           Shares shall entitle the holders to one (1) vote per share, in the
           election of directors and all other corporate matters submitted to a
           shareholders' vote, without voting separately by series or classes
           except as otherwise required by law or by the Company's Articles of
           Incorporation or Bylaws. Shareholders shall have no right to cumulate
           their votes in the election of directors.

                  4. Redemption and Retirement of Preferred Shares. The
           Preferred Shares of each series shall be subject to redemption at the
           option of the Company, as a whole at any time or in part from time to
           time, on thirty (30) days' written notice to the holders of the
           shares to be redeemed, at the Redemption Price specified for the
           series plus an amount equal to all unpaid cumulative dividends
           accrued thereon to the date fixed for redemption in the notice,
           whether or not earned. If less than all the Preferred Shares are to
           be redeemed, those to be redeemed shall be selected by lot or pro
           rata or by such other equitable method as the Board shall direct. If
           the Company shall deposit in a bank, bank and trust company or
           national banking association in the City of Philadelphia sufficient


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           funds to pay the full Redemption Price of the shares to be redeemed
           and all dividends accrued thereon to the date fixed for redemption,
           in trust to be paid to the holders of such shares upon due surrender
           of the certificates therefor, and shall state in the notice of
           redemption that such deposit has been or will be made, then from and
           after the date fixed for redemption in such notice or the date on
           which the deposit is made, whichever is later, the shares to be
           redeemed shall no longer be deemed to be outstanding, and the holders
           thereof shall have no other rights than to receive the amount of the
           Redemption Price and dividends aforesaid from the depository upon
           surrender of the certificates for such shares properly indorsed. Upon
           any redemption of the Preferred Shares they shall be retired and
           cancelled and shall not be reissued.

                  5. Restriction on Redemptions and Purchases. The Company shall
           not call for redemption or purchase less than all the outstanding
           Preferred Shares unless full cumulative dividends on all the
           outstanding Preferred Shares shall have been paid or declared and set
           apart for payment in respect of all periods up to the end of the
           preceding year.

                  6. Conversion Rights. The Preferred Shares of any series may
           at the election of the holder be converted into Common Shares in
           whole at any time or in part from time to time, prior to redemption,
           at the Conversion Price specified for such series, subject to
           adjustment of such price as hereinafter provided. Any Preferred
           Shares which have been called for redemption may be converted at any
           time up to but not later than the close of business on the date fixed
           for redemption in the aforesaid notice, unless default shall be made
           and be continuing in payment therefor. To exercise the right of
           conversion the holder shall surrender the certificate for the
           Preferred Shares to be converted, properly indorsed, at the office of
           the Company in Philadelphia, or at such other place as the Board may
           determine and as shall be specified by written notice given to the
           holders of Preferred Shares. In no event upon conversion shall there
           be made any allowance or adjustment in respect of dividends on shares
           of either class. Upon any conversion of Preferred Shares they shall
           be retired and cancelled and shall not be reissued.

                  To protect the conversion privilege from dilution the
           Conversion Price shall be subject to adjustment 

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           according to the following provisions:

                  (1) In determining the Conversion Price the Preferred Shares
           shall be taken at $1 per share, so that the initial Conversion Price
           shall be expressed in terms of the dollars and cents resulting from
           multiplying $1 by the number of whole and fractional Preferred Shares
           of the particular series that must be surrendered upon conversion
           into one (1) Common Share.

                  (2) Whenever the Company shall issue any Common Shares in
           excess of 364,518 (all Common Shares in excess of that amount being
           hereinafter called "Additional Shares"), and the Additional Shares
           are issued at a price (calculated as hereinafter provided) which is
           less than the Conversion Price, applicable to any one or more series,
           in effect immediately prior to the issue of such Additional Shares,
           then the Conversion Price applicable to each such series shall be
           adjusted forthwith, separately for each series having a different
           Conversion Price, and as often as such event occurs, to an amount
           determined as follows:

                        (a) The number of Common Shares outstanding immediately
                  prior to the issue of Additional Shares shall be multiplied by
                  the Conversion Price then in effect; to the result there shall
                  be added the price at which the Additional Shares were issued;
                  and the sum so obtained shall be divided by the number of
                  Common Shares outstanding immediately after such issue. The
                  quotient shall be the adjusted Conversion Price of the Common
                  Shares until a further adjustment is required, provided that
                  the Conversion Price shall in no event be increased by any
                  adjustment resulting from an issue of Additional Shares, and
                  provided that the Conversion Price shall be adjusted to the
                  nearest cent disregarding fractions.

                        (b) If in any calendar year the Company issues
                  Additional Shares as one or more stock dividends not in the
                  aggregate exceeding 5% of the largest number of Common Shares
                  outstanding at any time in such calendar year, or if it issues
                  Additional Shares at any time upon conversion of Preferred
                  Shares, or if it issues Additional Shares in any calendar year
                  (otherwise than as a stock dividend) for consideration less
                  than the Conversion Price then in effect but in an

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                  aggregate amount less than 5% of the number of Common Shares
                  outstanding at the beginning of that calendar year, then in
                  each such case or combination of cases the Additional Shares
                  so issued shall be deemed to have been issued for a price
                  equal to the Conversion Price, and no adjustment shall be made
                  therefor; but if the Company shall issue Additional Shares as
                  one or more stock dividends exceeding such 5% in any calendar
                  year, or as a subdivision of the outstanding Common Shares
                  into a greater number of Common Shares, the Additional Shares
                  which (as a stock dividend) exceed such 5% or which are issued
                  in such subdivision shall be deemed to have been issued at a
                  price of zero; and if in any calendar year the Company shall
                  issue Additional Shares (otherwise than as a stock dividend)
                  for consideration less than the Conversion Price then in
                  effect and in an aggregate amount exceeding 5% of the number
                  of Common Shares outstanding at the beginning of that calendar
                  year, adjustment of the Conversion Price shall be made on the
                  basis of the consideration for all the Additional Shares so
                  issued (otherwise than as a stock dividend) in that calendar
                  year. In determining the number of Common Shares outstanding
                  at the beginning of a calendar year, for the purposes of this
                  paragraph, adjustment shall be made retroactively to reflect
                  any subsequent subdivision of outstanding shares or stock
                  dividend in excess of 5% aforesaid effective at or before the
                  date as of which such determination is made.

                        (c) If the Company shall issue any securities (other
                  than Preferred Shares) convertible into Common Shares, or
                  options for the purchase of Common Shares, such action shall
                  be deemed to be an issue of Additional Shares occurring as of
                  the date of issue of such securities in the amount of the
                  total number of Common Shares initially issuable upon
                  conversion of such securities or exercise of such options; and
                  the aggregate consideration (if any) for which such securities
                  or options were issued, plus the additional consideration (if
                  any) initially payable upon conversion of such securities or
                  exercise of such options, shall be deemed to be the price of
                  the Additional Shares.

                        (d) If any part of the consideration

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                  for Additional Shares consists of property or services, the
                  fair value of such property or services as determined by the
                  Board in connection with the issue shall be deemed to be the
                  consideration therefor; and the price or consideration for an
                  issue of Additional Shares shall be determined without
                  deduction for the amount of any commissions, underwriting
                  charges or expenses paid or allowed by the Company in
                  connection with such issue.

                        (e) For purposes of adjusting the Conversion Price, the
                  term "Common Shares" shall mean Common Shares now authorized
                  and shares of any class by whatever name designated which does
                  not have priority over the Common Shares in respect of
                  dividends and distribution of assets.

                     (3) If the Company shall at any time be consolidated or
           merged with or into, or shall sell its property substantially as an
           entirety to, one or more other corporations, or in the event of any
           recapitalization or reclassification of its shares, proper provision
           shall be made as part of the terms of such transaction so that the
           holders of Preferred Shares shall be entitled to conversion and other
           rights equivalent to those granted hereunder.

                  7. Liquidation Preference. Upon any liquidation, dissolution
           or winding up of the Company the holders of Preferred Shares without
           distinction as to series shall be entitled, in preference to the
           holders of Common Shares, to receive distribution out of assets
           available therefor to the amount of $1 per share if such event be
           involuntary, or $1.05 per share if it be voluntary, together in
           either case with an amount equal to full cumulative dividends unpaid
           and accrued thereon to the date fixed for distribution (whether or
           not earned), and no more. The assets remaining thereafter shall be
           distributed among the holders of Common Shares, pro rata according to
           the number of shares held by them respectively.

                  8. Modification of Rights. No modification of any of the
           rights, preferences or privileges of the Preferred Shares of any
           series shall be made by amendment of the Articles of Incorporation,
           merger, consolidation, sale of assets substantially as an entirety,
           voluntary liquidation, or otherwise, without either (a) the prior
           written consent of all the holders of

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           Preferred Shares adversely affected by such modification, or (b) the
           prior consent of holders owning 66-2/3% of the outstanding Preferred
           Shares as a class and 66-2/3% of the outstanding Preferred Shares of
           each series adversely affected by such modification, given by vote in
           person or by proxy at a duly constituted meeting of such holders.

                  9. Series A Preferred Shares. There is hereby created and
           established a series of Preferred Shares with the designation and
           initial number of shares, Dividend Rate, Redemption Price and
           Conversion Price hereby specified as follows:

                        (a) Designation of Series and Number of Shares: The
           series is hereby designated the Series A Preferred Shares, which
           shall consist of 176,000 Preferred Shares.

                        (b) Dividend Rate: Five per cent (5%) of the par value
           of the shares, per annum.

                        (c) Redemption Price: One Dollar Five Cents ($1.05) per
           share.

                        (d) Conversion Price: Two Dollars Fifty Cents ($2.50),
           being at the rate of 2 1/2 Series A Preferred Shares for each Common
           Share.

Sixth.            The value of the property with which the corporation will
           begin business is $500.00.

Seventh.          The names and addresses of the first directors:

                    Name                          Address
                    ----             (including street number, if any)
                                     ---------------------------------

           C.B. Moore                Uwchland P.O., Chester County Pa.
           Chas. H. Thompson         1058 Huntingdon Pike, Huntingdon
                                     Valley, Pa.
           Walter G. Trumbower       245 Berkley Road, Glenside, Pa.
           Robert Buhner             2104 Benezet Road, Abington, Pa.
           James J. FitzGerald       546 Highland Avenue, Glenside, Pa.
           C.H. Welles, III          Waverly, Pa.

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Eighth.           In furtherance and not in limitation of the powers conferred
           by statute the board of directors is expressly authorized to make,
           alter, amend and repeal by-laws, subject to the power of the
           shareholders to change or repeal such by-laws.

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

     Articles First, Third, Fourth, Sixth, Seventh and Eighth (formerly Article
Tenth) have not been amended since the Company's original Articles of
Incorporation were filed in December 1953.

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