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                                   FORM 8-K
                                      
                      SECURITIES AND EXCHANGE COMMISSION
                                      
                           Washington, D.C.  20549
                                      
                            ______________________
                                      
                                CURRENT REPORT
                                      
                       Pursuant to Section 13 of 15(d)
                  of the Securities and Exchange Act of 1934
                           _______________________
                                      
                      Date of Report:   October 7, 1996
                                      
                          CONTINENTAL CIRCUITS CORP.
            (Exact name of registrant as specified in its charter)
                                      
        Delaware                       0-25554                   86-0267198
(State or other jurisdiction       (Commission File           (I.R.S. Employer
    of incorporation)                  Number)               Identification No.)
                                      
3502 East Roeser Road, Phoenix, Arizona                             85040
(Address of principal executive offices)                          (Zip Code)
                                      

      Registrant's telephone number, including area code:  (602) 268-3461
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Item 5.  Other Events.  

        This Report contains forward-looking statements which are made pursuant
to the safe harbor provisions of the Private Securities Litigation Reform Act
of 1995.  These forward-looking statements involve risks and uncertainties that
could cause actual results to differ materially from the forward-looking
material.  Factors which could cause or contribute to such differences include,
but are not limited to, the uncertainties associated with the ability of
management to integrate the two companies successfully, the timing and volume
of orders, product mix and capacity utilization.  These factors are fully
discussed in the Companies' regular financial filings with the Securities and
Exchange Commission. 

        1.  Sigma Acquisition Announced.  Continental Circuits Corp. and Sigma
Circuits Inc. jointly signed a letter of intent whereby Continental Circuits
will acquire all the outstanding shares of Sigma Circuits in exchange for
Continental Circuits stock. Under the terms of the exchange, Sigma shareholders
would receive 0.70 shares of Continental Circuits stock for each share of Sigma
stock. For the fiscal year ended June 30, 1996, Sigma reported revenues of
$87.7 million while Continental reported revenues of $108.3 million for its
fiscal year ended July 31, 1996. 

        Located in Santa Clara, Calif., Sigma Circuits is a leading quick-turn
manufacturer of electronic interconnect products including multilayer printed
circuit boards ("PCBs"), backplane assemblies and flexible circuits.
Continental Circuits is a leading high-volume, high-technology manufacturer of
complex, multilayer PCBs. Each company's products are used by original
equipment manufacturers and contract manufacturing customers engaged in the
data communications, telecommunications, computer, peripherals, instrumentation
and medical segments of the electronics industry. 

        Drawing from a consolidated, complementary customer base, the combined
entity is expected to be well positioned to serve as a "one-stop" provider of
electronic interconnect products and services, offering both quick-turn and
volume PCB production, flexible circuits, backplane assemblies, sub-assemblies,
and complete systems. The combined entity is also expected to benefit from
enhanced technological, production and cost synergies. Subject to the execution
of a definitive agreement and regulatory and shareholder approval, the
acquisition is scheduled for completion by early calendar year 1997. 
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                                  SIGNATURES

        Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereto duly authorized.


                                     CONTINENTAL CIRCUITS CORP.


Date:   October 7, 1996             By:  /s/Joseph G. Andersen 
                                            ------------------------
                                            Joseph G. Andersen
                                            Chief Financial Officer