10-Q/A

FORM 10-Q/A




SECURITIES AND EXCHANGE COMMISSION



WASHINGTON, D.C.  20549







QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934





FOR QUARTER ENDED    September 30, 1994    COMMISSION FILE NO. 0-12025        





CIRCON CORPORATION                                              
                                                 

(Exact Name of Registrant as Specified in Its Charter)





         Delaware                      95-3079904                           

(State or other jurisdiction of				   (I.R.S. Employer

 incorporation or organization)			     	Identification No.)





460 Ward Drive, Santa Barbara, California   93111

(Address of Principal Executive Offices) 			   (Zip Code)







  Registrant's telephone number, including area code:  (805) 967-0404 


	Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding twelve
months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.



					Yes  X 		No    





Number of Common Shares Outstanding at September 30, 1994:      
            7,862,783         








                                          1

Exhibit Index

1. EX-27 Financial Data Schedule

SIGNATURES











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 thereunto duly authorized.



                				CIRCON CORPORATION

            				    Registrant




December 31, 1994              	                                 
             
     Date	       		RICHARD A. AUHLL

               				President

               				Chief Executive Officer




  December 31,1994             	                                
                  
      Date        			R. BRUCE THOMPSON

                 				Executive Vice President

                 				Chief Financial Officer


                                                       

EX-27

 

<ARTICLE> 5
<LEGEND>
The user should be aware that this document is NOT complete, and should refer to
the 10-Q for a complete set of financial information.

       
                             
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-END>                               SEP-30-1994
<CASH>                                         786,000
<SECURITIES>                                20,361,000
<RECEIVABLES>                               16,535,000
<ALLOWANCES>                                 (605,000)
<INVENTORY>                                 17,296,000
<CURRENT-ASSETS>                            58,136,000
<PP&E>                                      41,015,000
<DEPRECIATION>                            (10,438,000)
<TOTAL-ASSETS>                              92,168,000
<CURRENT-LIABILITIES>                       11,044,000
<BONDS>                                              0
<COMMON>                                    58,561,000
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<OTHER-SE>                                   (308,000)
<TOTAL-LIABILITY-AND-EQUITY>                92,168,000
<SALES>                                     65,232,000
<TOTAL-REVENUES>                            65,232,000
<CGS>                                       31,102,000
<TOTAL-COSTS>                               61,310,000
<OTHER-EXPENSES>                              (53,000)
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              24,000
<INCOME-PRETAX>                              4,247,000
<INCOME-TAX>                                 1,447,000
<INCOME-CONTINUING>                          1,447,000
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   447,000
<EPS-PRIMARY>                                      .34
<EPS-DILUTED>                                      .34