Washington's Rales brothers appear on the verge of adding another piece to their burgeoning industrial empire despite early opposition to their plans.

Shareholders of Hunt Valley, Md.-based Easco Hand Tools Inc. are expected to vote today to approve a previously announced $121 million takeover of the company by the Raleses' Danaher Corp., a conglomerate with interests ranging from tools to truck parts. Easco makes hand tools, including products sold under the Craftsman name by Sears, Roebuck & Co.

Easco had revenue of $205.6 million last year; Danaher's revenue was $749 million.

The approval of Easco shareholders is expected despite initial misgivings by many large shareholders that the Raleses -- who already own 44 percent of Easco's stock -- were offering too little for the company. Danaher plans to exchange a fraction of a share of its stock -- 0.4175 -- for each Easco share, an offer that was worth about $6 a share -- or $80 million in all -- when the deal was announced in late February.

Since then, however, Danaher stock has risen by about one-third, to $21.37 1/2 at the close of trading yesterday, making the offer worth about $9 per Easco share. Easco stock, which has risen in lock step with Danaher's shares in recent months, closed at $8.62 1/2 yesterday.

Many large Easco shareholders say they still would rather own Easco shares than Danaher's. While Easco offered a "pure play" for investors looking for a stock with promising prospects, Danaher is a more complicated conglomerate, the kind of company Wall Street has not put a premium on in recent years.

But large Easco shareholders interviewed yesterday said they had reluctantly decided to vote to approve the merger or had decided to sell their stock to market arbitrageurs, or speculators, at the $9 price. Under terms of the Danaher offer, the transaction must be approved by a majority of the non-Rales shareholders of Easco.

"I think it's a done deal," said one institutional shareholder yesterday. Although he was an early opponent of the deal, and unsuccessfully attempted to convince Steven and Mitchell Rales to increase their offer for the company, he said he had finally decided to go along with the deal and hope for a longer-term payoff in Danaher stock.

After years on the acquisition trail, Danaher is seen by analysts as heading for a more stable operating mode under the direction of its new president and chief executive, George M. Sherman, whom the Raleses recently hired away from rival toolmaker Black & Decker Corp.

However, money manager Danny Frank of Fidelity Investments in Boston said he had sold more than 50,000 Easco shares that he manages after voting against the takeover proposal. "I don't want to own Danaher," Frank said. "If the deal goes through, being an Easco shareholder is not necessarily good" because Danaher stock is not expected to appreciate as rapidly as Easco stock.

Frank, who bought his stock at about $7.50 a share, made a profit on the deal nonetheless: "My exit price was $9, and {Easco stock} hit it, and I got it."

Frank said he wasn't surprised to see the initial objections to the Danaher takeover of Easco melt away. "When it comes to a vote," he said, "managements -- 90 percent of the time -- win."