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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): April 7, 1997

                           -------------------------
                           THE COOPER COMPANIES, INC.

             (Exact name of registrant as specified in its charter)
                           -------------------------

<TABLE>
         <S>                            <C>                          <C>       
        Delaware                      1-8597                       94-2657368
(State or other jurisdiction    (Commission File Number)  (IRS Employer Identification No.)
     of incorporation)
</TABLE>


       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 April 7, 1997,  The Cooper  Companies,  Inc. (the  "Company")  issued a press
release  announcing that it had acquired Marlow Surgical  Technologies,  Inc. On
April 8, 1997,  the Company  issued a press release  announcing the opening of a
residential  treatment  center,  The Midwest  Center for Youth and Families,  in
Kouts, Indiana. On April 10, 1997, The Company issued a press release announcing
that its had  completed  the  redemption  of $9.3  million of debt.  These three
releases are filed as an exhibit to this report and are incorporated  into it by
reference.


ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

           (c) Exhibits.

Exhibit
  No.       Description
- --------    -----------
 99.1       Press Releases dated April 7, 1997, April 8, 1997 and April 10, 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:  April 10, 1997




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                                  EXHIBIT INDEX

Exhibit                                                           Sequentially
  No.          Description                                        Numbered Page
- -------        -----------                                        -------------
 99.1          Press Releases Dated April 7, 1997, April 8, 1997 and
               April 10, 1997 of The Cooper Companies, Inc.



                   STATEMENT OF DIFFERENCES
                   ------------------------

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






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CONTACT:

NORRIS BATTIN
THE COOPER COMPANIES, INC.

714-597-4700
714-673-4299

FOR IMMEDIATE RELEASE
- ---------------------
     THE COOPER COMPANIES, INC. ACQUIRES MARLOW SURGICAL TECHNOLOGIES, INC.
     ----------------------------------------------------------------------
                  CONTINUES CONSOLIDATION OF GYNECOLOGY MARKET
                  --------------------------------------------
Irvine,  Calif.,  April 7,  1997 -The  Cooper  Companies,  Inc.,  (NYSE/PSE:COO)
announced  today  that it has  completed  the  acquisition  of  Marlow  Surgical
Technologies,  Inc.,  a highly  regarded,  privately  held  gynecology  products
company.  Marlow develops and markets  minimally  invasive surgical products and
disposable products for reproductive medicine. Cooper will integrate Marlow into
its CooperSurgical business unit.

CooperSurgical  anticipates  approximately $6 million in additional revenue from
Marlow products in its first full year. Sales of  CooperSurgical  in fiscal 1996
were  $17.2  million  with  approximately  90%  of  this  revenue  generated  by
gynecology products. In fiscal 1997, CooperSurgical anticipates revenue of about
$25 million,  including  sales of Marlow  products.  In fiscal 1998,  it expects
revenue to exceed $35 million.

Cooper paid approximately $3.2 million in cash plus Cooper stock valued at about
$3.4 million at closing for Marlow.  The transaction will have minimal impact on
earnings
 per share during 1997 and is expected to contribute positively in 1998.

The Marlow principals,  Clifford A. Marlow, president, and Scott C. Marlow, vice
president of research, will assume management positions at CooperSurgical.

CooperSurgical: an Aggressive Consolidator in Women's Healthcare Products
- -------------------------------------------------------------------------

The Marlow acquisition  continues  CooperSurgical's  strategy to consolidate the
highly   fragmented   gynecology   device  market  through  the  acquisition  of
proprietary,  well-differentiated  products,  especially those in the disposable
products segment.

                                     (MORE)




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In April 1996, CooperSurgical acquired Unimar, a leading provider of specialized
disposable devices for use in endometrial cancer detection, uterine manipulation
and fertility  management,  and in a separate  transaction,  obtained  marketing
rights for a line of advanced electro-vaporization products.

In 1995, CooperSurgical acquired the RUMI uterine manipulator, a patented system
for controlling and positioning the uterus during surgery. In December 1996, the
U. S. Food and Drug Administration  cleared for marketing a new component to The
RUMI System, the KOH Colpotomizer,  which facilitates laparoscopic  hysterectomy
surgery.

The Marlow  acquisition  will add  additional  products for  minimally  invasive
gynecological surgery,  enhancing  CooperSurgical's ability to capitalize on the
migration of procedures to lower cost treatment  sites.  These products  include
the VerreScope  system,  a  micro-laparoscopic  visualization  system for use in
either the hospital  operating room or the office surgical suite,  the patented,
disposable  Balloon Cannula access trocar,  which improves operative control and
reduces patient trauma,  and the patented  Nu-Tip  instruments for  laparoscopic
surgery,  cost-effective  products that employ  reusable  handles in combination
with disposable tips.

CooperSurgical  will significantly  augment its reproductive  medicine line with
Marlow's  proprietary  instruments to treat infertility  including products that
may be used in advanced reproductive techniques. The assessment and treatment of
infertility accounts for more than one million office visits annually, according
to industry estimates.

The Expanding Women's Healthcare Market
- ---------------------------------------

Women's  healthcare,  fueled by the rapidly  growing number of women between the
ages of 45 and 64, is an attractive emerging medical device market. According to
industry  estimates,  approximately 4.5 million women between the ages of 18 and
50  experience  one or more  gynecological  conditions  annually.  The number of
outpatient gynecological procedures performed by physicians in the United States
is second only to those performed in ophthalmology.

There are  approximately  33,000  obstetricians  and gynecologists in the United
States today who service 64 million  office  visits and perform over two million
surgical  procedures  each year.  Their  practices are growing as more women are
using  the  gynecologist  as their  primary  physician,  and  gynecologists  are
increasing the number of female disorders they diagnose and treat.

The  gynecologist  also  tends to be an early  adopter of  technology.  With the
advance of minimally- and micro-invasive technology,  many procedures have moved
from  the  hospital  operating  room to  ambulatory  surgical  centers  and now,
increasingly, to the physician's own office.

                                     (MORE)




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Forward-Looking Statements
- --------------------------

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,  costs  associated  with potential  debt  restructuring,
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  approximately  20% 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.  The
Company expects HGA revenue 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.  The Company  expects  consolidated
revenue and operating income to grow by more than 15% and 30%, respectively,  in
1997 and anticipates earnings per share in the range of $1.45 to $1.55 excluding
a deferred tax benefit of about 15 cents per share.  In 1998,  Cooper  estimates
that  earnings per share  before the deferred tax benefit will be  approximately
$2.00.

The Cooper Companies, Inc. and its subsidiaries develop,  manufacture and market
specialty healthcare products and services. CooperSurgical,  Inc., headquartered
in Shelton,  Conn., markets diagnostic and surgical  instruments,  equipment and
accessories for the gynecological market.  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.  Hospital  Group of  America,  Inc.
provides  psychiatric  services  through  hospitals in New Jersey,  Delaware and
Illinois and satellite locations in those and other states.

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,  financial data and corporate  information are
also available at www.coopercos.com on the Internet.

VerreScope('tm'), The RUMI System('tm'), Nu-Tip('r'), KOH Colpotomizer('tm') are
trademarks or service marks of The Cooper  Companies,  Inc., its subsidiaries or
affiliates.

                                     # # # #




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CONTACT:

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

FOR IMMEDIATE RELEASE
- ---------------------
          COOPER COMPANIES' HOSPITAL GROUP OF AMERICA OPENS THE MIDWEST
          -------------------------------------------------------------
                          CENTER FOR YOUTH AND FAMILIES
                          -----------------------------
                 NEW FACILITY EXPANDS SYSTEM'S CONTINUUM OF CARE
                 -----------------------------------------------

Wayne,  PA, April 8, 1997 - Hospital Group of America (HGA), a subsidiary of the
Cooper Companies, Inc., (NYSE/PSE:COO) has opened a 50 bed residential treatment
center, The Midwest Center for Youth and Families,  in Kouts,  Indiana. With the
addition of the new facility,  the HGA system becomes a full service  behavioral
health  provider  that  can  service  the  needs  of  patients   throughout  its
three-hospital  system  with  a  complete  continuum  of  care.  The  Center  is
affiliated with HGA's Hartgrove Hospital in nearby Chicago.

Cooper  anticipates  that the new Center will  contribute  about $1.5 million in
revenue and have minimal  impact on its  earnings in fiscal  1997.  In its first
full year of  operation  in fiscal  1998,  HGA  expects  the Center to  generate
revenue of  approximately  $4.0 million and  contribute  positively  to Cooper's
earnings per share.

The Center will provide quality psychiatric care to patients who previously have
been unresponsive to outpatient,  partial hospitalization and in-home treatment,
enabling them to return to their families and home communities.  It will service
patients  between  the ages of 12 and 17 who suffer from  diagnosable  emotional
disorders. Services include extensive family involvement and treatment, activity
therapy,  individual  and group therapy and  on-grounds  accredited  educational
services.

                                     (MORE)




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Forward-Looking Statements
- --------------------------

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
products and programs,  unexpected changes in reimbursement rates and payer mix,
unforeseen  litigation,  costs  associated  with potential  debt  restructuring,
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  approximately  20% as it
continues to gain market share in 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.  The  Company  expects  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. The Company expects  consolidated revenue and operating income
to grow by more than 15% and 30%, respectively, in 1997 and anticipates earnings
per share in the range of $1.45 to $1.55  excluding  a deferred  tax  benefit of
about 15 cents per share.  In 1998,  Cooper  estimates  that  earnings per share
before the deferred tax benefit will be approximately $2.00.

The Cooper Companies, Inc. and its subsidiaries develop,  manufacture and market
specialty  healthcare  products and services.  Hospital  Group of America,  Inc.
provides  psychiatric  services  through  hospitals in New Jersey,  Delaware and
Illinois and satellite locations in those and other states. CooperVision,  Inc.,
headquartered in Irvine,  Calif.,  with  manufacturing  facilities in Huntington
Beach, Calif.,  Rochester, N. Y., and Ontario,  Canada, markets a broad range of
contact lenses for the vision care market.  CooperSurgical,  Inc., headquartered
in Shelton,  Conn., markets diagnostic and surgical  instruments,  equipment and
accessories for the gynecological market.

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

                                     # # # #





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CONTACT:

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

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

            THE COOPER COMPANIES COMPLETES REDEMPTION OF $9.3 MILLION
            ---------------------------------------------------------
                             CONVERTIBLE DEBENTURES
                             ----------------------
              COMPANY TO SAVE $1 MILLION ANNUALLY IN INTEREST COSTS
              -----------------------------------------------------

PLEASANTON,  Calif., April 10, 1997 - The Cooper Companies, Inc., (NYSE/PSE:COO)
announced today that it had completed the redemption  announced on March 5, 1997
of all $9.3 million  principal  amount of its 10 5/8%  Convertible  Subordinated
Reset  Debentures  due 2005  ("Debentures").  Virtually  all holders  elected to
convert their  Debentures into shares of the Company's  common stock at the rate
of $15 per share, rather than redeeming them for cash. Accordingly,  the Company
issued  approximately  612 thousand shares of its common stock, and virtually no
cash, to Debentureholders.

Robert S.  Weiss,  executive  vice  president,  treasurer  and  chief  financial
officer,  noted that he does not expect the  transaction  to be  dilutive to the
Company's 1997 earnings per share.

"The  redemption  strengthens  our balance  sheet by removing over $9 million of
debt,  which will save us about $1 million a year in interest  going forward and
enhances our ability to borrow  future  funds,  as needed,  at a lower  interest
rate," said Weiss.

Weiss  also said he  expects  that the  Company's  earnings  per  share,  before
deferred  tax  benefits,  for the  second  fiscal  quarter of 1997 will equal or
exceed the high end of its previously announced range of 36 to 40 cents.

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,

                                     (MORE)




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decisions to invest in research and development  projects,  regulatory and other
delays on products and programs,  unexpected changes in reimbursement  rates and
payer  mix,  unforeseen   litigation,   costs  associated  with  potential  debt
restructuring,  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 approximately
20% as it  continues  to gain market  share in 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.  The  Company
expects HGA revenue and operating income in 1997 to achieve  double-digit growth
through new outpatient clinics and other services,  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.  The Company  expects  consolidated
revenue and operating income to grow by more than 15% and 30%, respectively,  in
1997 and anticipates earnings per share in the range of $1.45 to $1.55 excluding
a deferred tax benefit of about 15 cents per share.  In 1998,  Cooper  estimates
that  earnings per share  before the deferred tax benefit will be  approximately
$2.00.

The Cooper Companies, Inc. and its subsidiaries develop,  manufacture and market
specialty  healthcare  products and services.  Corporate  offices are located in
Irvine and  Pleasanton,  Calif.  CooperVision,  Inc.,  headquartered  in Irvine,
Calif., with additional  manufacturing  facilities in Huntington Beach,  Calif.,
Rochester,  N.Y.,  and Toronto,  markets a broad range of contact lenses for the
vision care  market.  CooperSurgical,  Inc.,  headquartered  in Shelton,  Conn.,
markets diagnostic and surgical  instruments,  equipment and accessories for the
gynecological  market.  Hospital  Group of America,  Inc.  provides  psychiatric
services  through  hospitals in New Jersey,  Delaware and Illinois and satellite
locations in those and other states.

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,  financial data and corporate  information are
also available at www.coopercos.com on the Internet.

                                     # # # #



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