UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934
                               (Amendment No.  1)*

                               Cooper Companies, Inc.
                                 (Name of Issuer)

                            Common Stock, $.10 Par Value
                           (Title of Class of Securities)

                                     21664810
                                  (CUSIP Number)

Check the following box if a fee is being paid with this statement ( ).  (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).

*  The remainder of this cover page shall be filled out for a reporting person's
initial 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 the disclosures provided in a prior cover page.

The information required in 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 all other provisions of the Act (however, see the
Notes).

                              Page 1 of  4  Pages


<PAGE>
SCHEDULE 13G
CUSIP NO. 21664810
Page 2 of  4  Pages

1     NAME OF REPORTING PERSON:  Wanger Asset Management, L.P.
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:  36-3820584
2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:  Not applicable
           a ( )     b ( )
3     SEC USE ONLY
4     CITIZENSHIP OR PLACE OF ORGANIZATION:  Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5     SOLE VOTING POWER:                                                    None
6     SHARED VOTING POWER:                                             1,670,000
7     SOLE DISPOSITIVE POWER:                                               None
8     SHARED DISPOSITIVE POWER:                                        1,670,000
9     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:    1,670,000
10    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:  ( )
      Not applicable
11    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:
12    TYPE OF REPORTING PERSON:  IA  5.54%


<PAGE>
SCHEDULE 13G
CUSIP NO. 21664810
Page 3 of  4  Pages

1     NAME OF REPORTING PERSON:  Wanger Asset Management, Ltd.
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:  Not applicable
           a ( )     b ( )
3     SEC USE ONLY
4     CITIZENSHIP OR PLACE OF ORGANIZATION:  Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5     SOLE VOTING POWER:                                                    None
6     SHARED VOTING POWER:                                             1,670,000
7     SOLE DISPOSITIVE POWER:                                               None
8     SHARED DISPOSITIVE POWER:                                        1,670,000
9     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:    1,670,000
10    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:  ( )
      Not applicable
11    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:  5.54%
12    TYPE OF REPORTING PERSON:  CO


<PAGE>
SCHEDULE 13G
CUSIP NO. 21664810
Page 4 of  4  Pages

Item 1(a)     Name of Issuer:  Cooper Companies, Inc.

Item 1(b)     Address of Issuer's Principal Executive Offices:
                   1 Bridge Plaza
                   Fort Lee, New Jersey 07024

Item 2(a)     Name of Person Filing:
                   Wanger Asset Management, L.P. ("WAM");
                   Wanger Asset Management, Ltd., the sole general partner of
                   WAM ("WAM LTD.")

Item 2(b)     Address of Principal Business Office:
                   227 West Monroe Street, Suite 3000
                   Chicago, Illinois 60606

Item 2(c)     Citizenship:
                   WAM is a Delaware limited partnership.
                   WAM LTD. is a Delaware corporation.

Item 2(d)     Title of Class of Securities:
                   Common Stock, $.10 Par Value

Item 2(e)     CUSIP Number:  21664810

Item 3        Type of Person:
                   (e)  Investment adviser registered under section 203
                        of the Investment Advisers Act of 1940.

                        WAM LTD. is the sole general partner of WAM.

Item 4        Ownership (at December 31, 1993):

                   (a)  Amount owned "beneficially" within the
                        meaning of rule 13d-3:
                        1,670,000 shares

                   (b)  Percent of class:  5.54%

                   (c)  Number of shares as to which such person has:
                        (i)     sole power to vote or to direct the vote:
                                none
                        (ii)    shared power to vote or to direct the vote:
                                1,670,000
                        (iii)   sole power to dispose or to direct the
                                disposition of:  none
                        (iv)    shared power to dispose or to direct
                                disposition of:  1,670,000

                        WAM serves as investment adviser to Acorn Investment
                        Trust, Series Designated Acorn Fund (the "Trust").
                        Various of WAM's limited partners and employees are
                        also officers and trustees of the Trust, but WAM does
                        not consider the Trust to be controlled by such
                        persons.  Although the Trust is not controlled by WAM,
                        pursuant to rule 13d-3(a) the 1,290,000 shares
                        beneficially owned by the Trust, with respect to which
                        the Trust has delegated to WAM shared voting power and
                        shared dispositive power, are considered to be shares
                        beneficially owned by WAM by reason of such delegated
                        powers.  In addition to the shares beneficially owned by
                        the Trust, other clients of WAM may own shares which are
                        not included in the aggregate number of shares reported
                        herein because WAM does not have or share voting or
                        investment power over those shares.

Item 5        Ownership of Five Percent or Less of a Class:
                   Not Applicable

Item 6        Ownership of More Than Five Percent on behalf of Another Person:
                   The shares reported herein have been acquired on behalf of
                   discretionary clients of WAM.  Persons other than WAM are
                   entitled to receive all dividends from, and proceeds from the
                   sale of, those shares.

Item 7        Identification and Classification of the Subsidiary Which Acquired
              the Security Being Reported on by the Parent Holding Company:
                   Not applicable

Item 8        Identification and Classification of Members of the Group:
                   Not applicable

Item 9        Notice of Dissolution of Group:
                   Not applicable

Item 10       Certification:

                   By signing below I certify that, to the best of my knowledge
              and belief, the securities referred to above were acquired in the
              ordinary course of business and were not acquired for the purpose
              of and do not have the effect of changing or influencing the
              control of the issuer of such securities and were not acquired in
              connection with or as a participant in any transaction having such
              purpose or effect.

                                  Signature

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

Date:  February 10, 1994               WANGER ASSET MANAGEMENT, LTD., for
                                         itself and as general partner for
                                         WANGER ASSET MANAGEMENT, L.P.

                                       By: /s/ Robert M. Slotky
                                           ------------------------------------
                                               Robert M. Slotky
                                               Chief Financial Officer
*******************************************************************************
                              End Amendment No. 1
*******************************************************************************
  [TYPE]     SC 13G
  [DESCRIPTION]     Original Schedule 13G filing
  [TEXT]
*******************************************************************************
                           Begin Original Schedule 13G
*******************************************************************************

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934
                               (Amendment No.   )*

                              Cooper Companies, Inc.
                                 (Name of Issuer)

                            Common Stock, $.10 Par Value
                           (Title of Class of Securities)

                                     21664810
                                  (CUSIP Number)

Check the following box if a fee is being paid with this statement (X).  (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).

*  The remainder of this cover page shall be filled out for a reporting person's
initial 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 the disclosures provided in a prior cover page.

The information required in 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 all other provisions of the Act (however, see the
Notes).

                              Page 1 of  7  Pages


<PAGE>
SCHEDULE 13G
CUSIP NO. 21664810
Page 2 of  7  Pages

1     NAME OF REPORTING PERSON:  Wanger Asset Management, L.P.
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:  36-3820584
2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:  Not applicable
           a ( )     b ( )
3     SEC USE ONLY
4     CITIZENSHIP OR PLACE OF ORGANIZATION:  Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5     SOLE VOTING POWER:                                                    None
6     SHARED VOTING POWER:                                                  None
7     SOLE DISPOSITIVE POWER:                                               None
8     SHARED DISPOSITIVE POWER:                                        2,120,000
9     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:    2,120,000
10    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:  ( )
      Not applicable
11    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:  6.92%
12    TYPE OF REPORTING PERSON:  IA


<PAGE>
SCHEDULE 13G
CUSIP NO. 21664810
Page 3 of  7  Pages

1     NAME OF REPORTING PERSON:  Wanger Asset Management, Ltd.
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:  Not applicable
           a ( )     b ( )
3     SEC USE ONLY
4     CITIZENSHIP OR PLACE OF ORGANIZATION:  Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5     SOLE VOTING POWER:                                                    None
6     SHARED VOTING POWER:                                                  None
7     SOLE DISPOSITIVE POWER:                                               None
8     SHARED DISPOSITIVE POWER:                                        2,120,000
9     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:    2,120,000
10    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:  ( )
      Not applicable
11    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:  6.92%
12    TYPE OF REPORTING PERSON:  CO


<PAGE>
SCHEDULE 13G
CUSIP NO. 21664810
Page 4 of  7  Pages

Item 1(a)     Name of Issuer:  Cooper Cos., Inc.

Item 1(b)     Address of Issuer's Principal Executive Offices:
                   3145 Porter Drive
                   Palo Alto, California 94304

Item 2(a)     Name of Person Filing:
                   Wanger Asset Management, L.P. ("WAM");
                   Wanger Asset Management, Ltd., the general partner of
                   WAM ("WAM LTD.)

Item 2(b)     Address of Principal Business Office:
                   WAM and WAM LTD. are both located at
                   227 West Monroe, Suite 3000
                   Chicago, Illinois 60606

Item 2(c)     Citizenship:
                   WAM is a Delaware limited partnership
                   WAM Ltd. is a Delaware corporation.

Item 2(d)     Title of Class of Securities:
                   Common stock, $.10 par value

Item 2(e)     CUSIP Number:  21664810

Item 3        Type of Person:
                   (e)  Investment adviser registered under section 203
                        of the Investment Advisers Act of 1940.

                        WAM LTD. is the sole general partner of WAM.

Item 4        Ownership (at December 31, 1992):

                   (a)  Amount owned "beneficially" within the
                        meaning of rule 13d-3:
                        2,120,000


<PAGE>
SCHEDULE 13G
CUSIP Number 21664810
Page 5 of  7  Pages

                   (b)  Percent of class:  6.92%

                   (c)  Number of shares as to which such person has:
                        (i)     sole power to vote or to direct the vote:
                                none
                        (ii)    shared power to vote or to direct the vote:
                                none
                        (iii)   sole power to dispose or to direct the
                                disposition of:  none
                        (iv)    shared power to dispose or to direct
                                disposition of:  2,120,000

                        WAM generally does not vote any of the foregoing
                        shares.  WAM, however, has been granted the power to
                        do so in circumstances it determines to be appropriate
                        in connection with advising its clients in the ordinary
                        course of business, by either providing information or
                        advice to the persons having such power, or by
                        exercising the power granted to it by its clients.

                        WAM serves as investment adviser to Acorn Investment
                        Trust, Series Designated Acorn Fund (the "Trust"), and
                        various of WAM's limited partners and employees are
                        also officers and trustees of the Trust.  WAM does not
                        consider that the Trust is controlled by such persons.
                        Nevertheless, the 1,690,000 shares beneficially
                        owned by the Trust, with respect to which the Trust
                        has sole voting power, are included as shares over
                        which WAM has shared dispositive power, and they are
                        shares beneficially owned by WAM by reason of its power
                        to manage the Trust investments.  In addition, other WAM
                        clients may own shares which are not included in the
                        aggregate number of shares reported herein because WAM
                        does not have or share voting or investment power over
                        those shares.

Item 5        Ownership of Five Percent or Less of a Class:
                   Not applicable

Item 6        Ownership of More Than Five Percent on behalf of Another Person:


<PAGE>
SCHEDULE 13G
CUSIP Number 21664810
Page 6 of  7  Pages

                   The shares reported herein have been acquired on behalf of
                   discretionary clients of WAM.  Persons other than WAM are
                   entitled to receive all dividends from, and proceeds from the
                   sale of, those shares.

Item 7        Identification and Classification of the Subsidiary Which Acquired
              the Security Being Reported on by the Parent Holding Company:
                   Not applicable

Item 8        Identification and Classification of Members of the Group:
                   Not applicable

Item 9        Notice of Dissolution of Group:
                   Not applicable

Item 10       Certification:

                   By signing below I certify that, to the best of my knowledge
              and belief, the securities referred to above were acquired in the
              ordinary course of business and were not acquired for the purpose
              of and do not have the effect of changing or influencing the
              control of the issuer of such securities and were not acquired in
              connection with or as a participant in any transaction having such
              purpose or effect.


<PAGE>
SCHEDULE 13G
CUSIP Number 21664810
Page 7 of  7  Pages

                                  Signature

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

Date:  February 15, 1993               WANGER ASSET MANAGEMENT, LTD., for
                                       itself and as general partner for
                                       WANGER ASSET MANAGEMENT, L.P.

                                       By: /s/ Robert M. Slotky
                                           ------------------------------------
                                               Robert M. Slotky
                                               Chief Financial Officer