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CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation, by reference, in the Registration
Statement (Form S-8 filed December 28, 1990, and its amendments) to
our reports on the latest annual reports with respect to the
financial statements and schedules of the Federal Signal Corporation
401(k) Retirement Plan included in the Annual Report (Form 11-K) for
the year ended December 30, 1999.
PHILIP ROOTBERG & COMPANY, LLP
Chicago, Illinois
May 26, 2000
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