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). 



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. 		



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



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



                               RIDER

Item 1.	Security and Issuer.

	This statement relates to the Common Stock, $.01 par 
value (the "Common Stock"), of RF Industries, Ltd. (the 
"Company").  The Company's principal executive officers are 
located at 7610 Miramar Road, Bldg. 6000, San Diego, 
California  92126-4202.

Item 5.	Interest in Securities of the Issuer.

	(a)	The reporting persons beneficially own an 
aggregate of 149,900 shares of the Common Stock, which 
shares, based on the 3,064,598 shares of the Common Stock 
reported as outstanding as of January 31, 1998 in the 
Company's Quarterly Report on Form 10-QSB for the quarter 
ended January 31, 1998, would constitute 4.9% of the 
outstanding shares.  All of these 149,900 are outstanding 
and the reporting persons own no options or warrants to 
purchase shares of the Common Stock.  The limited partners 
of Rock Associates own no shares of the Common Stock except 
through the partnership.

	(c)	The reporting persons engaged in the following 
sales of shares of the Common Stock during the past 60 
days, all of which sales were made in open market sales.  
There were no purchases during such 60-day period.

		(i)	Joan Schapiro

Date		       Number of Shares			Sales Price Per Share
- ----         ----------------   ---------------------
3/3/98		         	5000					           1.875
3/9/98			         3000					           1.625
3/10/98		         4300					           1.75
3/11/98		         2400			           		1.75
3/17/98		         2000					           1.875
3/30/98	           600					           2.03125


                     SIGNATURE

	After reasonable inquiry and to the best of my 
knowledge and behalf, I certify that the information set 
forth in this statement is true, complete and correct.



								April 1, 1998		
	

/s/ Joan Schapiro											
- ------------------
			(Signature)

		Joan Schapiro		
- -------------------
	(Name and Title)

/s/ Stuart Schapiro
- -------------------												
 				(Signature)

  		Stuart Schapiro
- ---------------------
			(Name and Title)

			ROCK ASSOCIATES

By: /s/ Stuart Schapiro
   --------------------	 						
 							(Signature)

   	Stuart Schapiro, General Partner	
    --------------------------------
  								(Name and Title)