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                       SECURITIES AND EXCHANGE COMMISSION


                             Washington, D.C. 20549

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                                    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): January 10, 1997

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                           THE COOPER COMPANIES, INC.

             (Exact name of registrant as specified in its charter)

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          Delaware                       1-8597                         94-2657368
(State or other jurisdiction    (Commission File Number)    (IRS Employer Identification No.)
     of incorporation)
6140 Stoneridge Mall Road, Suite 590, Pleasanton, California 94588 (Address of principal executive offices) (510) 460-3600 (Registrant's telephone number, including area code) - ------------------------------------------------------------------------------- ITEM 5. OTHER EVENTS. On January 10, 1997, The Cooper Companies, Inc. (the "Company") issued a press release in which it announced the date and record date of its next annual meeting of stockholders. 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 January 10, 1997 of The Cooper Companies, Inc. 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: January 17, 1997 EXHIBIT INDEX
Exhibit Sequentially No. Description Numbered Page - ------- ----------- ------------- 99.1 Press Release dated January 10, 1997 of The Cooper Companies, Inc.




CONTACT:
NORRIS BATTIN
THE COOPER COMPANIES INC.
714-597-4700 OR 714-673-4299 OR
500-346-6580

FOR IMMEDIATE RELEASE

        COOPER COMPANIES SETS ANNUAL MEETING AND STOCKHOLDER RECORD DATES

IRVINE, Calif., January 10, 1997 -- The Cooper Companies, Inc. (NYSE/PSE:COO)
announced today that its next annual meeting of stockholders will be held on
Tuesday, March 25, 1997 at 10:00 A.M. at the Marriot East Side Hotel in New York
City. Stockholders of record as of the close of business on February 14, 1997
will be eligible to vote on matters presented in the Company's proxy statement
including the slate of directors and the ratification of the Company's
independent certified public accountants for 1997. The Company plans to mail its
proxy statement on or about February 20, 1997.

Standing for election will be current directors Allan E. Rubenstein, M. D.,
Chairman, A. Thomas Bender, Cooper's President and Chief Executive Officer,
Robert S. Weiss, Executive Vice President, Treasurer and Chief Financial Officer
of the Company, Michael H. Kalkstein, Moses Marx, Donald Press and Steven
Rosenberg.

Stanley Zinberg, M. D. has also been nominated to serve as a director. He is an
obstetrician-gynecologist who has been Director of Practice Activities of the
American College of

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Obstetricians and Gynecologists since January 1994. He is certified by the
American Board of Obstetrics and Gynecology. He formerly headed a department of
obstetrics and gynecology and residency training program in a New York City
hospital and has been a private practitioner. Dr. Zinberg's educational
background and experience include health policy and administration and he is the
author of a number of publications on these subjects.

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., located in Irvine, Calif.,
with additional 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. CooperSurgical, Inc., located in Shelton, Conn.,
markets diagnostic and surgical instruments and accessories for the
gynecological market. Hospital Group of America, Inc. provides psychiatric
services through hospitals and satellite locations in New Jersey, Delaware and
Illinois.

NOTE: An interactive telephone system that provides stock quotes, recent press
releases, financial data and management commentary about the Company may be
reached toll free at 1-800-334-1986. Press releases, financial data and
corporate information are available the at www.businesswire.com on the Internet.

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