Western Pacific Industries Inc. has accepted a $ 163-a-share tender offer from Danaher Corp., of Washington, which is controlled by takeover specialists Steven and Mitchell Rales.

The offer for the New York-based manufacturing company will total $ 378.1 million.

Howard A. Newman, chairman of Western Pacific, said yesterday, "I think it is an excellent bid for the stockholders." He said he had been approached on several previous occasions by individuals interested in buying the company.

Starting with a real estate investment company, the Rales brothers have made a series of industrial acquisitions in the last several years.

In trading on the New York Stock Exchange yesterday, Western Pacific Industries fell $ 4 to $ 162.25.

Western Pacific Industries is a $ 168 million manufacturing company employing about 2,600 people in the U.S. and abroad. The firm makes industrial fasteners and a variety of counting and control devices, such as those found in mechanical pumps.

Newman said he had declined to participate in a $ 155 a share buyout proposal in September led by a New York investment banking firm that included a number of officials at Western Pacific.

Newman, who founded the firm in 1970, said he would leave the company after the Danaher takeover. The company was incorporated as the parent of the Western Pacific Railroad, but it sold the line in 1979, Newman said.

On Sept. 23, Western Pacific said it received a proposal to be acquired by Danaher for at least $ 165 a share in cash.

At the time Danaher stated the $ 165-a-share offer was subject to the review of certain nonpublic financial and other information about Western Pacific.

"Based on that review, we feel that $ 163 was the appropriate price," a Danaher spokeswoman told The Associated Press.

Nahum said she had no details of what prompted the lower offer.