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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                             ----------------------


                                    FORM 8-K


                                 CURRENT REPORT


     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported): March 18, 1997


                             ----------------------

                           THE COOPER COMPANIES, INC.

             (Exact name of registrant as specified in its charter)

                             ----------------------


         Delaware                       1-8597                   94-2657368
(State or other jurisdiction    (Commission File Number)        (IRS Employer
      of incorporation)                                      Identification No.)



       6140 Stoneridge Mall Road, Suite 590, Pleasanton, California 94588
                    (Address of principal executive offices)


                                 (510) 460-3600
              (Registrant's telephone number, including area code)


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ITEM 5.        OTHER EVENTS.

On March 18, 1997, The Cooper Companies, Inc. (the "Company") issued a press
release announcing that the Federal Trade Commission had approved the Company's
acquisition of the Natural Touch'r' line of opaque contact lenses in the United
States from Wesley-Jessen Visioncare Inc. The Company also announced that it
estimated that the acquisition would add approximately five cents to its
projected 1997 earnings per share. This release is filed as an exhibit hereto
and is incorporated by reference herein.


ITEM 7.        FINANCIAL STATEMENTS AND EXHIBITS.

               (c) Exhibits.

Exhibit
  No.          Description
- -------        -----------

 99.1          Press Release dated March 18, 1997 of The Cooper Companies, Inc.



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                                    SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                        THE COOPER COMPANIES, INC.



                                        By  /s/ Stephen C. Whiteford
                                           -------------------------------
                                                Stephen C. Whiteford
                                                Vice President and
                                                Corporate Controller
                                                (Principal Accounting Officer)


Dated:  March 18, 1997


                        STATEMENT OF DIFFERENCES

      The registered trademark symbol shall be expressed as......'r'


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                                  EXHIBIT INDEX

Exhibit                                                        Sequentially
  No.          Description                                     Numbered Page
- -------        -----------                                     -------------

 99.1          Press Release dated March 18, 1997 of
               The Cooper Companies, Inc.


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CONTACT:

NORRIS BATTIN
THE COOPER COMPANIES, INC.
714-597-4700 OR
714-673-4299

FOR IMMEDIATE RELEASE
- ---------------------

                COOPER COMPANIES COMPLETES ACQUISITION OF NATURAL
                -------------------------------------------------
             TOUCH'r' LINE OF SOFT CONTACT LENSES FROM WESLEY-JESSEN
             -------------------------------------------------------

                 RAISES EPS ESTIMATE FIVE CENTS FOR FISCAL 1997
                 ----------------------------------------------

IRVINE, CA, March 18, 1997 - The Cooper Companies,  Inc.,  (NYSE/PSE:COO)  today
announced that the Federal Trade Commission approved Cooper's acquisition of the
Natural  Touch  line  of  opaque  contact  lenses  in  the  United  States  from
Wesley-Jessen  Corporation  (NASDAQ:  WJCO).  The Company's  CooperVision,  Inc.
subsidiary will market the products.

Natural  Touch is a line of  cosmetic  lenses that has the ability to change the
appearance of the color of the eye.  Sales of Natural Touch lenses in the United
States were  approximately  $7 million in the  previous 12 months,  representing
about 20% of the market for opaque lenses.  Cooper paid $7.5 million in cash and
notes for the Natural Touch product line.

Commenting on the acquisition,  A. Thomas Bender,  CEO of The Cooper  Companies,
Inc., and President of CooperVision, Inc. said, "Natural Touch fits our strategy
to become the  leader in the global  specialty  contact  lens  market by serving
niche  markets with high quality  products.  Many industry
  specialists  believe
Natural Touch lenses provide the most natural looking eye color.

"This acquisition brings us several benefits: first, we can add sales to our top
line without a  significant  increase in costs.  Second,  through our  marketing
programs,  both CooperVision and our customers can now enjoy incremental profits
driven by fashion conscious patients. In addition, the acquisition will leverage
the Company's  $234 million net  operating  loss. I estimate it will add about 5
cents per share to our earnings  before the  deferred  tax benefit,  raising the
lower end of our estimate from $1.40 per share to $1.45."

                                     (MORE)


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This press release  contains  projections and other  forward-looking  statements
regarding  the  Company's  results and  prospects.  Actual  results could differ
materially  from these  projections.  Factors that could cause or  contribute to
differences  include:  major changes in business  conditions  and the economy in
general, new competitive inroads, costs to integrate acquisitions,  decisions to
invest in research and development projects,  regulatory and other delays on new
products and programs,  unexpected changes in reimbursement rates and payer mix,
unforeseen   litigation,   decisions  to  divest  businesses  and  the  cost  of
acquisition  activity,  particularly  if a large  acquisition  is not completed.
Future  results  are also  dependent  on each  business  unit  meeting  specific
objectives.  At  CooperVision,  1997 sales and operating  income are expected to
grow at mid-teens  percentages as it continues to gain market share in the toric
segment of the  global  contact  lens  market.  CooperSurgical  is  expected  to
continue to benefit from the 1996  acquisition of Unimar and grow 1997 sales and
operating income at double-digit rates as the market for gynecologic  procedures
is increasingly driven by growth in the population of women over 45 years of age
in the United  States.  We expect HGA revenues and  operating  income in 1997 to
achieve  double-digit growth through new outpatient clinics,  geriatric programs
and lower cost residential treatment services, assuming that patient revenue and
operating expenses can continue successfully to adjust to changes in third party
reimbursement  rates for psychiatric care. We expect the Company's  consolidated
revenue and operating income to grow by more than 15% and 30%, respectively,  in
1997 and anticipate  earnings per share in the range of $1.60 to $1.70 including
a deferred tax benefit of about 15 cents per share.

CooperVision,   Inc.,   headquartered  in  Irvine,  Calif.,  with  manufacturing
facilities  in  Huntington  Beach,  Calif.,  Rochester,  N. Y., and  Ontario and
Quebec,  Canada,  markets a broad  range of contact  lenses for the vision  care
market. The Cooper Companies, Inc. and its subsidiaries develop, manufacture and
market specialty healthcare products and provide psychiatric services.


NOTE: An interactive  telephone system that provides stock quotes,  recent press
releases  and  financial  data about the  Company  may be  reached  toll free at
1-800-334-1986. Press releases and selected financial data are also available on
the World Wide Web at http://www.coopercos.com.


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