Shareholder Information

Corporate Headquarters
1501 Ardmore Boulevard
Pittsburgh, PA 15221-4401
(412) 731-2100

Annual Meeting of the Shareholders
The annual meeting of the shareholders will be held at Two Mellon Bank Center, 501 Grant Street, Pittsburgh, Pennsylvania on November 19, 1997 at 1:00 p.m.

Market for the Company's Common Stock and Related Shareholder Matters
The company's shares are traded on the over-the-counter market and are reported on the NASDAQ National Market System under the symbol RESP. The company began trading on the national over-the-counter market on May 12, 1988. As of September 17, 1997, there were 1,409 shareholders of record of the company's common stock.

The company has never paid a cash dividend with respect to its common stock and does not plan to pay cash dividends in the foreseeable future.

High and low sale price information for the company's common stock for the applicable quarter is shown below:

Fiscal Year Ended June 30, 1997              Fiscal Year Ended June 30, 1996
_________________________________________    _________________________________________
       First    Second    Third    Fourth           First    Second    Third    Fourth
_________________________________________    _________________________________________
High   $25.00   $25.00    $22.25   $21.50    High   $19.75   $22.25    $24.75   $23.50
_________________________________________    _________________________________________
Low    $17.25   $13.50    $16.75   $17.75    Low    $13.75   $17.00    $17.00   $17.25
_________________________________________    _________________________________________

Form 10-K
Copies of the Respironics, Inc. annual report on Form 10-K as filed with the Securities and Exchange Commission will be sent without charge upon written request. Address requests to Dorita Pishko, Corporate Secretary, Respironics, Inc., 1501 Ardmore Boulevard, Pittsburgh, PA 15221-4401.

Shareholder Inquiries/Financial Data
Shareholders, analysts or others seeking information about the company are encouraged to contact Daniel Bevevino, Vice President and Chief Financial Officer, and James Woll, Treasurer, Respironics, Inc., 1501 Ardmore Boulevard, Pittsburgh, PA 15221-4401, (412) 731-2100.

Market Makers
Alex. Brown & Sons, Inc.
Cowen & Company
Fahnestock & Company, Inc.
Herzog, Heine, Geduld, Inc.
Jefferies & Company, Inc.
Knight Securities, L.P.
Legg Mason Wood Walker Inc.
Madison Financial Group, Inc.
Mayer & Schweitzer, Inc.
McDonald & Company Sec., Inc.
Olde Discount Corporation
Parker / Hunter, Inc.
Pershing Trading Company
Rodman & Renshaw, Inc.
Sherwood Securities Corporation
Troster Singer Corporation
Tucker Anthony, Inc.
Wheat First Securities, Inc.

Research Coverage
Alex. Brown & Sons, Inc.
Cowen & Company
Dain Bosworth
GS2 Securities, Inc.
Lynch Jones & Ryan
McDonald Equity Research
Montgomery Securities
Parker / Hunter, Inc.
Tucker Anthony, Inc.
Wheat First Butcher Singer

Transfer Agent and Registrar
ChaseMellon Shareholder Services, Four Station Square, Third Floor, Pittsburgh, PA 15219

General Counsel
Steven P. Fulton

Auditors
Ernst & Young LLP, Pittsburgh, PA 15219


Board of Directors

Daniel P. Barry
Private Investor  

Douglas A. Cotter, Ph.D.
Vice President, Decision Resources
(An international healthcare consulting firm)

James H. Hardie
Partner, Reed Smith Shaw & McClay LLP
(A law firm)

Donald H. Jones
Chairman, DHJ Enterprises
(An investment firm)

Joseph C. Lawyer
President, Chatwins Group, Inc.
(A designer and manufacturer of fabricated and machined parts and products)

Candace L. Littell
President, CL Littell & Associates
(A healthcare consulting firm)

George J. Magovern, M.D.
Executive Vice President for Health Services
Delivery and Professor of Surgery
Allegheny General Hospital

Gerald E. McGinnis
Chairman of the Board

Dennis S. Meteny
President and Chief Executive Officer


Officers

Gerald E. McGinnis
Chairman of the Board

Dennis S. Meteny
President and Chief Executive Officer

Daniel J. Bevevino
Vice President and Chief Financial Officer

Robert D. Crouch
Senior Vice President, Sales and Marketing

Raymond W. Dyer
Vice President, Marketing

Steven P. Fulton
Vice President, Human Resources and General Counsel

Robert M. Oates
Vice President, Engineering

Dorita A. Pishko
Corporate Secretary

Eugene A. Rindels
Chief Information Officer

Bruce D. Ward, Ph.D.
Vice President, New Product Development Process

Geoffrey C. Waters
Vice President, Customer Satisfaction

James C. Woll
Treasurer

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