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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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 TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
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 JBX1rQk3ygTefVkGhq8CwQ==

<SEC-DOCUMENT>0001026121-98-000012.txt : 19980406
<SEC-HEADER>0001026121-98-000012.hdr.sgml : 19980406
ACCESSION NUMBER:		0001026121-98-000012
CONFORMED SUBMISSION TYPE:	SC 13D/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		19980403
SROS:			NASD

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			R F INDUSTRIES LTD
		CENTRAL INDEX KEY:			0000740664
		STANDARD INDUSTRIAL CLASSIFICATION:	ELECTRONIC CONNECTORS [3678]
		IRS NUMBER:				880168936
		STATE OF INCORPORATION:			NV
		FISCAL YEAR END:			1031

	FILING VALUES:
		FORM TYPE:		SC 13D/A
		SEC ACT:		
		SEC FILE NUMBER:	005-36926
		FILM NUMBER:		98587252

	BUSINESS ADDRESS:	
		STREET 1:		7610 MIRAMAR RD
		STREET 2:		BLDG 6000
		CITY:			SAN DIEGO
		STATE:			CA
		ZIP:			92126
		BUSINESS PHONE:		6195496340

	MAIL ADDRESS:	
		STREET 1:		7620 MIRAMAR RD #4100
		STREET 2:		7620 MIRAMAR RD #4100
		CITY:			SAN DIEGO
		STATE:			CA
		ZIP:			92126-4202

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	CELLTRONICS INC
		DATE OF NAME CHANGE:	19910204

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			WACHTEL & MASYR LLP /FA
		CENTRAL INDEX KEY:			0001026121
		STANDARD INDUSTRIAL CLASSIFICATION:	 []

	FILING VALUES:
		FORM TYPE:		SC 13D/A

	BUSINESS ADDRESS:	
		STREET 1:		110 EAST 59TH STREET SUITE 2700
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10022
		BUSINESS PHONE:		2129099500

	MAIL ADDRESS:	
		STREET 1:		110 EAST 59TH STREET
		STREET 2:		SUITE 2700
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10022

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	GOLD & WACHTEL LLP
		DATE OF NAME CHANGE:	19961030
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13D/A
<SEQUENCE>1
<TEXT>


<PAGE 1>

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


                                 SCHEDULE 13D
                   Under the Securities Exchange Act of 1934
                              (Amendment No.  1)*
 
	                          			RF INDUSTRIES, LTD.				
- ----------------------------------------------------------------------------
                               (Name of Issuer)


                       COMMON STOCK, $.01 PAR VALUE
- ----------------------------------------------------------------------------
                      (Title of Class of Securities)


- ----------------------------------------------------------------------------
                                (CUSIP Number)
 
                    I.F. SHOTKIN, ESQ., WACHTEL & MASYR, LLP.
                   	110 EAST 59TH STREET, NY, NY  10022 
                    (212) 909-9500	
- ----------------------------------------------------------------------------
 (Name, Address and Telephone Number of Person Authorized to
  Receive Notice and Communication)


                         					MARCH 3, 1998
- ----------------------------------------------------------------------------
         (Date of Event which Requires Filing of this Statement)

             If the filing person has previously filed a 
             statement on Schedule 13G to report the 
             acquisition which is the subject of this 
             Schedule 13D, and is filing this schedule 
             because of Rule 13d-1(b)(3) or (4), check 
             the following box. []

             Note: Six copies of this statement, 
             including all exhibits, should be filed with 
             the Commission.  See Rule 13d-1(a) for other 
             parties to whom copies are to be sent.

            *The remainder of this cover page shall be 
             filled out for a reporting person's initial 
             filing on this form with respect to the 
             subject class of securities, and for any 
             subsequent amendment containing information 
             which would alter disclosures provided in a 
             prior cover page.

             The information required on the remainder of 
             this cover page shall not be deemed to be 
             "filed" for the purpose of Section 18 of the 
             Securities Exchange Act of 1934 ("Act") or 
             otherwise subject to the liabilities of that 
             section of the Act but shall be subject to 
             other provisions of the Act (however, see the Notes). 

<PAGE 2>

CUSIP NO. 		

1. Names of Reporting Persons.
  	I.R.S. Identification Nos. of above persons 
   (entities only).

  	Joan Shapiro

2. Check the  Appropriate Box if a Member of a 
Group (See Instructions)

	(a)   [X]

	(b)   [ ]

3. SEC Use Only

4. Source of Funds (See Instructions)	

   PF

5. Check if Disclosure of Legal Proceedings Is 
   Required Pursuant to Items 2(d) or 2(c). [ ]

6. Citizenship or Place of Organization 	

   UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

     7. Sole Voting Power		

        70,900

     8. Shared Voting Power		

        -0-

     9. Sole Dispositive Power		

        70,900

    10. Shared Dispositive Power		

         -0-

11. Aggregate Amount Beneficially Owned by Each Reporting Person	

    70,900

12. Check if the Aggregate Amount in Row (11) 
    Excludes Certain Shares (See Instructions) [ ]

13. Percent of Class Represented by Amount in Row (11)    

    2.3%

14. Type of Reporting Person (See Instructions)

    IN

CUSIP NO. 		

<PAGE 3>

1.	Names of Reporting Persons.
   I.R.S. Identification Nos. of above persons 
   (entities only).

   	STUART SCHAPIRO

2.	Check the  Appropriate Box if a Member of a Group (See Instructions)

 	(a)	[X]

 	(b) [ ]

3.	SEC Use Only

4.	Source of Funds (See Instructions)    

   PF

5.	Check if Disclosure of Legal Proceedings Is Required 
   Pursuant to Items 2(d) or 2(c). [ ]

6.	Citizenship or Place of Organization   

   UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With

     7.	Sole Voting Power				

        18,000

     8.	Shared Voting Power				

        -0-

     9.	Sole Dispositive Power			

        18,000

    10.	Shared Dispositive Power			

        -0-

11. Aggregate Amount Beneficially Owned by Each Reporting Person    

    18,000

12. Check if the Aggregate Amount in Row (11) 
    Excludes Certain Shares (See Instructions) [ ]

13. Percent of Class Represented by Amount in Row (11)   

    .6

14. Type of Reporting Person (See Instructions)     

    IN

<PAGE 4>

CUSIP NO. 		

1. 	Names of Reporting Persons.
    I.R.S. Identification Nos. of above persons 
    (entities only).

   	ROCK ASSOCIATES

2.	Check the  Appropriate Box if a Member of a Group (See Instructions)

 	(a)	[X]

 	(b)  [ ]

3.	SEC Use Only

4.	Source of Funds (See Instructions)    

   WC

5.	Check if Disclosure of Legal Proceedings Is Required 
   Pursuant to Items 2(d) or 2(c). [ ]

6.	Citizenship or Place of Organization   

   NEW YORK

Number of Shares Beneficially Owned by Each Reporting Person With

     7.	Sole Voting Power				

        61,000

     8.	Shared Voting Power				

        -0-

     9.	Sole Dispositive Power			
 
        61,000

    10.	Shared Dispositive Power			
  
        -0-

11. Aggregate Amount Beneficially Owned by Each Reporting 
    Person    

    61,000

12. Check if the Aggregate Amount in Row (11) 
    Excludes Certain Shares (See Instructions) [ ]

13. Percent of Class Represented by Amount in Row (11)   

    2%

14. Type of Reporting Person (See Instructions)     
 
    PN

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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