ZYGO CORP
8-K, 1997-10-20
OPTICAL INSTRUMENTS & LENSES
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, DC 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) October 8, 1997
                                                -----------------


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


       Delaware                        0-12944             06-0864500
- ----------------------------         -----------          -------------
State or other jurisdiction         (Commission           (IRS Employer
     of incorporation)              File Number)        Identification No.)


Laurel Brook Road, Middlefield, Connecticut                   06455
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 (Address of principal executive offices)                   (Zip Code)


Registrant's telephone number, including area code  (860) 347-8506
                                                    --------------


                                       N/A
         --------------------------------------------------------------
         (Former name or former address, if changed since last report.)

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<PAGE>


Item 5.  Other Events

Reference is made to Exhibit 99, press release issued by the Company,
announcing the termination of merger discussions with Digital Instruments, Inc.


Item 7.  Exhibits

The following exhibit is filed with this Current Report on Form 8-K.

Exhibit No.                                 Description
- -----------                                 -----------
    99                           Press Release dated October 8, 1997




                                   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 hereunto duly authorized.

                                                  Zygo Corporation
                                       ----------------------------------------
                                       Registrant



                                   By: /s/ MARK J. BONNEY
                                       ----------------------------------------
                                       Mark J. Bonney
                                       Vice President, Finance & Administration,
                                       Treasurer, and Chief Financial Officer

Date:  October 20, 1997


<PAGE>


                                  EXHIBIT INDEX


                           Current Report on Form 8-K


                                                                   
Exhibit No.                  Description                      Sequential Number
- -----------                  -----------                      -----------------
   99                        Press Release dated
                             October 8, 1997





                                   EXHIBIT 99



Mark J. Bonney
Vice President, Finance & Administration, and
Chief Financial Officer
                                                          For Immediate Release
                                                          ---------------------


                ZYGO CORPORATION AND DIGITAL INSTRUMENTS, INC.
                  ANNOUNCE TERMINATION OF MERGER DISCUSSIONS

      Middlefield, Connecticut (October 8, 1997)...Zygo Corporation (NASDAQ:
ZIGO) and Digital Instruments, Inc. today announced their mutual decision to no
longer pursue a merger of the two companies. This decision was reached after
extensive discussions revealed an inability on the part of the companies to
reach closure on a number of issues related to the proposed merger.

      Gary K. Willis, president and CEO of Zygo, commented, "We have all spent
considerable time and effort in our attempt to conclude this proposed merger;
however, we have mutually concluded that further discussions concerning the
merger would no longer be fruitful." Mr. Willis added, "Zygo's shareowners can,
of course, continue to count on all of our best efforts to continue to drive our
company forward."

      Zygo Corporation designs, develops, manufactures, and markets high
performance measurement and yield improvement instruments, systems, and
accessories used in high technology industries. Zygo is based in Middlefield,
Connecticut, and also has operations in Asslar, Germany; Longmont, Colorado; and
in Newbury Park, Sunnyvale, and Simi Valley, California.



October 8, 1997   *     *     *




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