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                                                                   Exhibit 10.62


                                    EXHIBIT A


PROPOSED AMENDMENTS TO HADCO CORPORATION RETIREMENT PLAN RELATING TO MERGER WITH
CONTINENTAL CIRCUITS CORP. PLAN 10/1/98

1.       The last paragraph of Section 3.01 is amended by adding the following
sentence thereto:

         "For individuals who have become Participants during the 1998 Fiscal
         Year as a result of an asset or stock acquisition, merger or other
         similar transaction, the 401(k) Compensation to be taken into account
         hereunder for said Fiscal Year shall be 401(k) Compensation received
         during the period from April 1, 1998 through October 31, 1998 from the
         Employer or from the individual's prior employer who was a party to the
         transaction."


2.       Effective October 1, 1998, a new Article VIII-A shall be added to the
Plan, to read as follows:


                                 ARTICLE VIII-A
                      PROVISIONS FOR RADIAN SOURCE ACCOUNTS

8A.01    PROTECTED BENEFITS, RIGHTS AND FEATURES

         Any accounts transferred to this Plan from the Continental Circuits
         Corp. 401(k) Retirement Plan (the "Continental Circuits Plan") for the
         benefit of former employees of Radian International LLC or an affiliate
         of Radian International LLC who become employees of the Employer or any
         Affiliated Employer ("Radian Participants") shall be segregated and
         maintained as separate sub-accounts as provided in Section 9.03 below
         for purposes of continuing to provide the benefits, rights and features
         which were provided under the Continental Circuits Plan and which are
         protected benefits under Section 411(d)(6) of the Code. Radian
         Participants will be provided the following protected benefits, rights,
         and features solely as to the Radian Source Accounts (as defined in
         Section 9.03).

8A.02    IN-SERVICE WITHDRAWALS

         (a)      IN GENERAL. A Participant or former Participant may request
                  cash withdrawals from Radian Source Accounts not more than
                  twice during any twelve-month period commencing with any
                  withdrawal, subject to the 





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                  sequence and conditions for withdrawal set forth in paragraph
                  (b) below. The minimum amount of withdrawal shall be set by
                  the Plan Administrator. The withdrawals are not subject to the
                  spousal and Participant consent requirements contained in Code
                  Sections 401(a)(11) and 417.

         (b)      SEQUENCE AND CONDITIONS FOR WITHDRAWAL. A Participant shall
                  request the Plan Administrator to effect a cash withdrawal and
                  such amount shall be debited form his Radian Source Accounts.
                  The Administrator shall withdraw amounts in the following
                  sequence and upon the following conditions:

                  (i)      First, a Participant may withdraw all or part of the
                           value of his After-Tax Frozen Account (as defined in
                           Section 9.03 below).

                  (ii)     Second, a Participant may withdraw all or part of the
                           value of his Prior Plan Employee Frozen Account (as
                           defined in Section 9.03 below) if the Participant is
                           age 59 1/2 or older. If the Participant is less than
                           age 59 1/2, a Participant may withdraw upon written
                           request to the Plan Administrator all or part of the
                           Deferral Contributions (and earnings thereon accrued
                           as of December 31, 1988) in his Prior Plan Employee
                           Frozen Account due to financial hardship as
                           determined in accordance with the provisions of this
                           Plan.

8A.03    PARTICIPANT LOANS

         Participants may borrow from their Radian Source Accounts in accordance
         with the terms of this Plan, without the necessity of obtaining spousal
         consent.

8A.04    DISTRIBUTIONS UPON TERMINATION OF EMPLOYMENT, DISABILITY, RETIREMENT OR
         DEATH

         A distribution option other than a one-sum cash distribution shall be
         available under the following described circumstances only if the total
         balance of a Participant's Radian Source Accounts at the time of a
         distribution exceeds $3,500 for Plan Years beginning prior to January
         1, 1998 or exceeds $5,000 for Plan Years beginning on or after January
         1,1998.

         (a)      RETIREMENT BENEFITS

                  (i)      NORMAL FORM OF RETIREMENT BENEFIT. The Normal Form of
                           benefit shall be a one-sum cash distribution.






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                  (ii)     OPTIONAL FORMS OF RETIREMENT BENEFIT. A Participant
                           who terminates employment after reaching age 55, who
                           terminates employment and commences distribution
                           after reaching age 55, or who terminates employment
                           on account of disability (as determined under the
                           terms of this Plan), may elect an installment or
                           annuity form of distribution as described below
                           instead of the Normal Form described in paragraph
                           (a)(i) above. Any such election shall not be subject
                           to the spousal and Participant consent requirements
                           contained in Code Sections 401(a)(11) and 417.

                           (A)      Annuity payments may be made over one of the
                                    following periods:

                                    (1)      the life of the Participant;

                                    (2)      the life of the Participant, with a
                                             one-sum payment upon the death of
                                             the Participant for the excess of
                                             the annuity's net purchase price
                                             over the sum of payments made prior
                                             to the death of the Participant;

                                    (3)      the lives of the Participant and a
                                             designated Beneficiary, or

                                    (4)      a period certain and continuous not
                                             extending beyond 10 years.

                                    Any annuity contract distributed herefrom
                                    must be nontransferable. Any contract for
                                    the lives of the Participant and a
                                    designated Beneficiary shall be a 50%, 
                                    66 2/3% or 100% joint and survivor annuity.

                                    (B) The installment payment options provide
                                    for periodic payments to the Participant as
                                    hereinafter described. Installment payments
                                    shall be made over a period not to exceed
                                    the Participant's (or the Participant's and
                                    spouse's) life expectancy, subject to the
                                    terms set forth herein. The Participant may
                                    elect either:




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                                    (1)      payment in equal amounts, except
                                             that the last payment which
                                             exhausts the Participant's Radian
                                             Source Accounts may be greater or
                                             smaller;

                                    (2)      a specific number of payments. The
                                             amount of each payment will equal
                                             the then value of the Participant's
                                             Radian Source Accounts divided by
                                             the number of remaining payments to
                                             be made; or

                                    (3)      payments over the Participant's
                                             life expectancy re-determined each
                                             year. The amount of each payment
                                             will equal the then value of the
                                             Participant's Radian Source
                                             Accounts divided by the
                                             Participant's life expectancy.

                                    An amount may be deducted from a
                                    Participant's Radian Source Account to cover
                                    the expenses applicable to such installment
                                    payment options. Installment payments will
                                    terminate with the earlier of (a) the
                                    payment which completely exhausts the
                                    Participant's Radian Source Accounts or (b)
                                    the last payment due preceding the death of
                                    the Participant. At the death of the
                                    Participant, any amount remaining in the
                                    Participant's Radian Source Accounts will be
                                    paid in a lump-sum to the Participant's
                                    Beneficiary or Beneficiaries. In no event
                                    will the installment period exceed that
                                    permitted by law.

         (b)      Termination Of Employment

                  (i)      NOTICE OF TERMINATION OF EMPLOYMENT. If the
                           termination of employment of a Participant occurs,
                           the Employer shall give written notice to the Plan
                           Administrator of the date of termination of
                           employment of such Participant.

                  (ii)     AMOUNT OF PARTICIPANT'S BENEFIT. The amount of a
                           Participant's Plan benefit upon termination of
                           employment which is subject to the terms of this
                           Article VIII-A shall equal the total balance of his
                           Radian Source Accounts at the time of determination.

                  (iii)    PARTICIPANT'S ELECTION OF A FORM OF BENEFIT. If
                           termination of employment occurs, the Participant
                           shall receive his Radian Source 






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                           Accounts in a form of benefit elected by him. The
                           Participant's election shall occur within 60 days
                           after the forms of benefit first become available to
                           him. Written notice shall be made on a form provided
                           by the Committee. The election once made shall be
                           irrevocable. The forms of benefit are:

                           (A)      OPTION A. The Participant may elect to
                                    continue his Radian Source Accounts until
                                    age 70 1/2 or until age 55, at which time he
                                    may elect Option B, Option C or Option D.

                           (B)      OPTION B. The Participant may elect to
                                    receive an annuity in accordance with
                                    paragraph (a)(ii)(A) above to commence at
                                    age 55; provided that if a Participant dies
                                    before the first payment is made under a
                                    deferred annuity, a death benefit will be
                                    paid to the Beneficiary under the deferred
                                    annuity in an amount equal to the net cost
                                    to provide the annuity plus interest
                                    compounded annually at a rate of at least
                                    five percent (5%) per annum from the date
                                    the annuity was purchased to the date of the
                                    Participant's death.

                           (C)      OPTION C. The Participant may elect a
                                    one-sum cash payment.

                           (D)      OPTION D. The Participant may elect
                                    installment payments, in accordance with
                                    paragraph (a)(ii)(B) above, to commence upon
                                    separation from service.

                           If the value of the Participant's Radian Source
                           Accounts exceeds (or at the time of any prior
                           distribution exceeded) $3,500 for Plan Years
                           commencing prior to January 1, 1998, or $5,000 for
                           Plan Years commencing on or after January 1, 1998,
                           and the Accounts are immediately distributable, the
                           Participant and the Participant's spouse (or where
                           either the Participant or the spouse has died, the
                           survivor), must consent to any distributions of such
                           Radian Source Accounts. Consent is not valid unless
                           the Administrator notifies the Participant and the
                           Participant's spouse of the right to defer any
                           distribution until the Participant's Radian Source
                           Accounts are no longer immediately distributable. The
                           notice shall acknowledge the right, if any, to defer
                           distributions and must describe the investment
                           features. One-sum cash payments shall be made during
                           the Plan Year in which the event which gives rise to
                           the distribution occurs or as soon thereafter as is
                           reasonably practical.




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         (c)      Death Benefits

                  (i)      PRERETIREMENT DEATH OF A PARTICIPANT. If the
                           Participant dies before distribution of his interest
                           in the Radian Source Accounts begins, the Account
                           shall be paid to the Participant's surviving spouse.
                           The spouse may elect whether to receive the
                           Participant's account balance in the form of one of
                           the single life annuities provided in paragraph
                           (a)(ii)(A) above, annuity, installments in accordance
                           with paragraph (a)(ii)(B) above, or a one-sum cash
                           payment.

                           If there is no surviving spouse, or if the surviving
                           spouse has already consented to distribution to
                           another Beneficiary in a manner which complies with
                           the terms of this Plan, the Radian Source Accounts
                           shall be paid to the Participant's designated
                           Beneficiary. Unless otherwise elected by the
                           Participant, any portion of the Participant's
                           interest payable to a designated Beneficiary other
                           than the Participant's surviving spouse shall be paid
                           in the form of one of the single life annuities
                           provided in paragraph (a)(ii)(A) above, annuity,
                           installments in accordance with paragraph (a)(ii)(B)
                           above, or a one-sum cash payment.

                           Distribution of Participant's entire interest in the
                           Radian Source Accounts shall be completed by December
                           31 of the calendar year containing the fifth
                           anniversary of the Participant's death except to the
                           extent that an election is made to receive
                           distributions in accordance with (A) or (B) below:

                           (A)      If any portion of the Participant's interest
                                    in payable to a designated Beneficiary,
                                    distributions may be made over the life or
                                    over a period certain not greater than the
                                    life expectancy of the designated
                                    Beneficiary commencing on or before December
                                    31 of the calendar year immediately
                                    following the calendar year in which the
                                    Participant died.

                           (B)      If the designated Beneficiary is the
                                    Participant's surviving spouse, the date
                                    distributions are required to begin in
                                    accordance with (A) above shall not be
                                    earlier than the later of (1) December 31 of
                                    the calendar year immediately following the
                                    calendar year in which the Participant died
                                    and




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                                    (2) December 31 of the calendar year in
                                    which the Participant would have attained
                                    age 70 1/2.

                           If the Participant has not made an election pursuant
                           to this paragraph by the time of his death, the
                           Participant's designated Beneficiary must elect the
                           method of distribution no later than the earlier of
                           (1) December 31 of the calendar year in which
                           distributions would be required to begin under this
                           Paragraph, or (2) December 31 of the calendar year
                           which contains the fifth anniversary of the date of
                           death of the Participant. If the Participant has no
                           designated beneficiary, or if the designated
                           Beneficiary does not elect a method of distribution,
                           distribution of the Participant's entire interest
                           must be completed by December 31 of the calendar year
                           containing the fifth anniversary of the Participant's
                           death.

                           For purposes of this Paragraph, if the surviving
                           spouse dies after the Participant, but before
                           payments to such spouse begin, the provisions of this
                           Paragraph with the exception of paragraph (B)
                           therein, shall be applied as if the surviving spouse
                           were the Participant.

                           For the purposes of this Paragraph, distribution of a
                           Participant's interest is considered to begin on the
                           Participant's required beginning date (or, if the
                           spouse dies after the Participant, the date
                           distribution is required to begin to the surviving
                           spouse). If distribution in the form of an annuity
                           irrevocably commences to the Participant before the
                           required beginning date, the date distribution is
                           considered to begin is the date distribution actually
                           commences.

                  (ii)     POST-RETIREMENT DEATH OF A PARTICIPANT. If the
                           Participant dies after distribution of his interest
                           in the Radian Source Accounts has begun, the
                           remaining portion of such interest shall continue to
                           be distributed at least as rapidly as under the
                           method of distribution begin used prior to the
                           Participant's death. In the case of an installment
                           payment option, installment payments remaining at the
                           Participant's death shall be distributed to the
                           Participant's designated Beneficiary as a one-sum
                           cash payment.





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3.       Effective October 1, 1998, Section 9.03(a) of the Plan is amended by
         adding the following subparagraph thereto:

         "The Plan Administrator shall maintain separate sub-accounts for any
         accounts transferred from the Continental Circuits Corp. 401(k)
         Retirement Plan to this Plan for the benefit of Radian Participants (as
         defined in Section 8A.01), for purposes of continuing to provide the
         benefits, rights and features which were provided under the Radian Plan
         and which are protected benefits under Section 411(d)(6) of the
         Internal Revenue Code of 1986 and the regulations thereunder. The
         following sub-accounts shall be maintained: Deferred Salary Account
         (referred to as `Prior Plan Employee Frozen Account'); Participant
         Voluntary Account (referred to as `After Tax Frozen Account'); and
         Discretionary Company Contributions and Company Matching (referred to
         as `Prior Plan Employer Frozen Account'). Such sub-accounts are
         sometimes referred to in this Plan collectively as the `Radian Source
         Accounts.' "










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