UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

                                 FORM 10-Q
(MARK ONE)
[ X ]       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
              THE SECURITIES EXCHANGE ACT OF 1934

               For the quarterly period ended AUGUST 31, 1996

                                     OR

[   ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF
             THE SECURITIES EXCHANGE ACT OF 1934

                       COMMISSION FILE NUMBER 0-23818

                             MERIX CORPORATION
           (Exact name of registrant as specified in its charter)

                OREGON                                   93-1135197
   (State or other Jurisdiction of                    (I.R.S. Employer
    Incorporation or Organization)                  Identification Number)

 1521 POPLAR LANE, FOREST GROVE, OREGON                     97116
(Address of principal executive offices)                 (Zip Code)

                               (503) 359-9300
                      (Registrant's telephone number)



          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 12 months (or for such shorter period that
          the registrant was required to file such reports), and
          (2) has been subject to the filing requirements for the
          past 90 days. Yes [X] No [ ]

          The number of shares of the Registrant's Common Stock
          outstanding as of September 30, 1996 was 6,136,696
          shares.
<PAGE>
                             MERIX CORPORATION
                                 FORM 10-Q

                             TABLE OF CONTENTS

PART I     FINANCIAL INFORMATION                                           PAGE


  Item 1.  Financial Statements:

             Condensed Balance Sheets as of August 31, 1996 and
               May 25, 1996................................................  3

             Condensed Statements of Income for the three months
               ended August 31, 1996 and August 26, 1995...................  4

             Condensed Statements of Cash Flows for the three
               months ended August 31, 1996 and August 26, 1995............  5

             Notes to Condensed Financial Statements.......................  6


  Item 2.  Management's Discussion and Analysis of Financial
             Condition and Results of Operations...........................  7



PART II    OTHER INFORMATION


  Item 6.  Exhibits and Reports on Form 8-K................................ 11

           Signature....................................................... 12

                                     2
<PAGE>
<TABLE>
<CAPTION>
                       PART I. FINANCIAL INFORMATION

                             MERIX CORPORATION

                          CONDENSED BALANCE SHEETS
                         (UNAUDITED, IN THOUSANDS)



                                                           AUGUST 31,                 MAY 25,
                                                                1996                    1996
                                                     ---------------          --------------
ASSETS
<S>                                                       <C>                     <C>       
Cash and short-term investments                           $   15,674              $   19,358
Accounts receivable, net                                      24,254                  24,539
Inventories (Note 2)                                           6,455                   6,435
Other current assets                                           1,199                     589
                                                     ---------------          --------------
  Total current assets                                        47,582                  50,921

Property, plant and equipment, net (Note 3)                   59,280                  55,576
Deferred income taxes                                          1,615                   2,283
Goodwill, net                                                  2,384                   2,390
                                                     ---------------          --------------
     Total assets                                         $  110,861              $  111,170
                                                     ===============          ==============

LIABILITIES AND SHAREHOLDERS' EQUITY

Accounts payable                                          $    9,295              $    7,456
Accrued compensation                                           3,496                   4,502
Current portion of long-term debt                              2,051                   1,931
Other accrued liabilities                                      2,168                   2,985
                                                     ---------------          --------------
  Total current liabilities                                   17,010                  16,874

Commitments and contingencies (Note 4)                             -                       -
Long-term liability                                            1,273                   1,273
Long-term debt                                                24,681                  26,670
                                                     ---------------          --------------
  Total liabilities                                           42,964                  44,817

Shareholders' equity                                          67,897                  66,353
                                                     ---------------          --------------
     Total liabilities and shareholders' equity           $  110,861              $  111,170
                                                     ===============          ==============


 The accompanying notes are an integral part of the condensed financial statements.
</TABLE>

                                     3
<PAGE>
<TABLE>
<CAPTION>
                             MERIX CORPORATION

                       CONDENSED STATEMENTS OF INCOME
         (UNAUDITED, IN THOUSANDS, EXCEPT EARNINGS PER SHARE DATA)



                                                    THREE MONTHS ENDED
                                           -----------------------------------
                                               AUGUST 31,            AUGUST 26,
                                                    1996                  1995
                                           -------------         -------------
<S>                                             <C>                  <C>      
Net sales                                       $ 41,116             $  27,713
Cost of sales                                     33,764                20,321
                                           -------------         -------------
Gross profit                                       7,352                 7,392
                                           -------------         -------------

Engineering                                        1,650                 1,086
Selling, general and administrative                3,432                 2,126
                                           -------------         -------------
Total operating expense                            5,082                 3,212
                                           -------------         -------------

Operating income                                   2,270                 4,180
Interest and other income (expense), net           (244)                   187
                                           -------------         -------------
Income before taxes                                2,026                 4,367
Income taxes                                         770                 1,659
                                           -------------         -------------
Net income                                      $  1,256              $  2,708
                                           =============         =============


Earnings per common and common
  equivalent shares outstanding:                $   0.20              $   0.42

Weighted average number of common and
  common equivalent shares outstanding:            6,320                 6,497


 The accompanying notes are an integral part of the condensed financial statements.
</TABLE>

                                     4
<PAGE>
<TABLE>
<CAPTION>
                             MERIX CORPORATION

                     CONDENSED STATEMENTS OF CASH FLOWS
                         (UNAUDITED, IN THOUSANDS)


                                                                       THREE MONTHS ENDED
                                                                ----------------------------------
                                                                    AUGUST 31,           AUGUST 26,
                                                                         1996                 1995
                                                                -------------         ------------
<S>                                                                   <C>                  <C>    
Cash flows from operating activities:
  Net income..................................................        $ 1,256              $ 2,708
  Adjustments to reconcile net income to net cash
    provided by operating activities:
      Depreciation and amortization...........................          2,034                  804
      Deferred income taxes...................................            668                  746
      Amortization of unearned compensation...................            108                   69
      Other...................................................            (11)                 (39)
      Changes in assets and liabilities:
         Accounts receivable..................................            285               (2,082)
         Inventories..........................................            (20)                 896
         Other current assets.................................           (610)                (993)
         Accounts payable.....................................          1,839                  635
         Accrued compensation.................................         (1,006)              (1,517)
         Other accrued liabilities............................           (648)                 853
                                                                -------------         ------------

Net cash provided by operating activities.....................          3,895                2,080
                                                                -------------         ------------

Cash flows from investing activities:
   Capital expenditures.......................................         (5,727)              (2,997)
   Short-term investments:
     Purchases................................................         (7,196)              (8,000)
     Maturities...............................................          3,160                6,038
   Proceeds from sale of assets...............................              7                   52
                                                                -------------         ------------
Net cash used in investing activities.........................         (9,756)              (4,907)
                                                                -------------         ------------

Cash flows from financing activities:
   Exercise of stock options..................................             11                   58
   Principal payments on long-term debt.......................         (1,870)                 (59)
                                                                -------------         ------------
Net cash used in financing activities.........................         (1,859)                  (1)
                                                                -------------         ------------

Decrease in cash and cash equivalents.........................         (7,720)              (2,828)
Cash and cash equivalents at beginning of period..............         12,191               14,307
                                                                -------------         ------------
Cash and cash equivalents at end of period....................          4,471               11,479
Short-term investments........................................         11,203               14,546
                                                                -------------         ------------

Cash and short-term investments at end of period..............      $  15,674            $  26,025
                                                                =============         ============


Noncash transactions:
  Tax benefit related to stock-based compensation.............      $     169            $     112


 The accompanying notes are an integral part of the condensed financial statements.
</TABLE>

                                     5
<PAGE>
                             MERIX CORPORATION

                  NOTES TO CONDENSED FINANCIAL STATEMENTS
                           (DOLLARS IN THOUSANDS)

NOTE 1.  BASIS OF PRESENTATION

         The accompanying unaudited condensed financial statements have
been prepared pursuant to Securities and Exchange Commission rules and
regulations. Certain information and footnote disclosures normally included
in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules
and regulations. These financial statements should be read in conjunction
with the audited financial statements and notes thereto included in the
Company's annual report on Form 10-K for the fiscal year ended May 25, 1996.

         The financial information included herein reflects all adjustments
(consisting of normal recurring adjustments) which are, in the opinion of
management, necessary for a fair presentation of the results for interim
periods. The results of operations for the three months ended August 31,
1996 are not necessarily indicative of the results to be expected for the
full year.

         Reclassifications from prior periods have been made to conform
with the current method of presentation.


NOTE 2.  INVENTORIES

                                               AUGUST 31,         MAY 25,
                                                    1996            1996
                                             -----------     -----------

Raw materials............................        $ 2,180         $ 2,254
Work in process..........................          3,279           3,104
Finished goods...........................            996           1,077
                                             -----------     -----------


    Total................................        $ 6,455         $ 6,435
                                             ===========     ===========


NOTE 3.  PROPERTY, PLANT AND EQUIPMENT


                                               AUGUST 31,         MAY 25,
                                                    1996            1996
                                             -----------     -----------

Land.....................................        $ 2,190         $ 2,190
Buildings and grounds....................         16,519          16,345
Machinery and equipment..................         73,389          71,030
Construction in progress.................         15,286          12,166
                                             -----------     -----------

Total....................................        107,384         101,731
Less accumulated depreciation............        (48,104)        (46,155)
                                             -----------     -----------

Property, plant and equipment, net.......        $59,280         $55,576
                                             ===========     ===========

                                     6
<PAGE>
NOTE 4.  COMMITMENTS AND CONTINGENCIES

         In the normal course of business, the Company is party to various
legal claims, actions and complaints, including actions involving patent
infringement and other intellectual property claims. The Company believes
that the disposition of these matters will not have a material adverse
effect on the Company's financial position and results of operations.


NOTE 5.  ACCOUNTING FOR STOCK BASED COMPENSATION

         In October 1995, the Financial Accounting Standards Board issued
SFAS No. 123, "Accounting for Stock-Based Compensation." SFAS 123 requires
expanded disclosures of stock-based compensation arrangements with
employees and encourages (but does not require) compensation cost to be
measured based on the fair value of the equity instrument awarded. SFAS 123
permits companies to continue to apply Accounting Principles Board (APB)
Opinion No. 25, "Accounting for Stock Issued to Employees," which
recognizes compensation cost based on the intrinsic value of the equity
instrument awarded. The Company will continue to apply APB Opinion No. 25
to its stock-based compensation awards to employees and will disclose the
required pro forma effect on net income and earnings per share of the
compensation cost related to stock-based awards as measured by the fair
value method in its 1997 annual report.


NOTE 6.  SUBSEQUENT EVENT

         On September 10, 1996, the Company completed a private placement
of $40 million of senior unsecured notes. The notes bear interest at 7.92%,
payable on a semi-annual basis, with payment of principal in five equal
annual installments commencing on September 15, 1999. Proceeds from the
notes were used to pay off $20 million outstanding under the Company's bank
line of credit and will be used to fund capital equipment purchases,
capacity expansion and possible acquisitions. The notes include financial
covenants with respect to minimum net worth, interest coverage and
financial leverage.



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS (DOLLARS IN THOUSANDS)

         This discussion and analysis is designed to be read in conjunction
with Management's Discussion and Analysis of Financial Condition and
Results of Operations set forth in the Company's Form 10-K for the fiscal
year ended May 25, 1996.


RESULTS OF OPERATIONS

         Fiscal year. The Company's fiscal year is the 52 or 53 week period
ending the last Saturday in May. Fiscal years 1996 and 1995 were 52 week
years; fiscal year 1997 will be a 53 week year with the extra week
occurring in the quarter ended August 31, 1996.

         Net Sales. Net sales for the first quarter of fiscal 1997 were
$41,116, an increase of 48% over net sales of $27,713 in the first quarter
of fiscal 1996. The increase in sales is due principally to the acquisition
of the Loveland and Soladyne manufacturing facilities in the second and
third quarters of fiscal 1996, respectively.

         The Company's five largest customers comprised 72% and 73% of net
sales for the three month periods ended August 31, 1996 and August 26,
1995, respectively. Sales to some of the Company's five 

                                     7
<PAGE>
largest customers are expected to decline in the second quarter of fiscal
year 1997 as compared to the first quarter. The Company has stated that its
objective is to increase sales in the second quarter of fiscal 1997 as
compared to the first quarter and believes this can only be achieved by
increasing sales to new customers and to existing customers other than its
five largest customers. The Company is taking actions to increase sales by
broadening its customer base, and expects that a small number of customers
will continue to account for a substantial majority of its sales until
efforts to broaden its customer base are successful. There can be no
assurance that the Company's principal customers will continue to purchase
products and services from the Company at current levels, that the mix or
volume of products purchased will be in the same ratio or that actions to
broaden its customer base and increase sales to new and existing customers
will be successful. The loss of one or more principal customers or a change
in the mix of product sales could have a material adverse effect on the
Company's business, financial condition and results of operations.

         Sales by product lines, market segments and major customers as a
percent of net sales are as follows:


<TABLE>
<CAPTION>
                                       THREE MONTHS ENDED
                           -----------------------------------------
                               AUG. 31, 1996           AUG. 26, 1995
                           -----------------       -----------------
<S>                        <C>       <C>           <C>       <C>    
PRODUCT LINES
   Rigid                    71%      $29,121        75%      $20,785
   High Performance         27%       11,330        22%        6,097
   Flexible                  2%          665         3%          831
     TOTAL                 100%      $41,116       100%      $27,713
MARKET SEGMENTS
   Computers                29%      $11,792        15%       $4,157
   Communications           24%       10,060        31%        8,591
   Test and Instruments     31%       12,646        40%       11,085
   Contract Mfg.            14%        5,630        14%        3,880
   Other                     2%          988         0%            -
     TOTAL                 100%      $41,116       100%      $27,713
LARGEST CUSTOMERS
   Hewlett-Packard          22%       $9,165         2%         $554
   Tektronix                19%        7,966        30%        8,314
   Motorola                 18%        7,484        19%        5,265
   Teradyne                  5%        2,102        15%        4,157
   Storage Technology        8%        3,127         7%        1,940
   Other                    28%       11,272        27%        7,483
     TOTAL                 100%      $41,116       100%      $27,713
</TABLE>

         The Company's 90 day backlog was approximately $17.6 million at
August 31, 1996, as compared to $19.9 million at May 25, 1996. Changes in
backlog reflect variations in customer ordering patterns, the decrease in
customer lead times, and the lower demand from some of the Company's
largest customers. A substantial portion of the Company's backlog is
typically scheduled for delivery within 60 days. Cancellation and
postponement charges generally vary depending upon the time of cancellation
or postponement and a certain portion of the Company's backlog is subject
to cancellation or postponement without significant penalty. The Company's
backlog is not necessarily indicative of future sales or earnings.

         Gross Margins. The Company's gross margin was 17.9% in the three
months ended August 31, 1996 compared with 26.7% in the same period of the
prior year. Gross margin in the first quarter of fiscal 1997 decreased in
relation to the same quarter in the prior year principally due to lower
sales in relation to the level of fixed costs. A significant portion of the
Company's manufacturing costs are relatively fixed from quarter to quarter.
Fixed costs increased in the current quarter compared with those in the
same quarter in the prior year due principally to the acquisition of the
Loveland and Soladyne sites and due to 

                                     8
<PAGE>
recent capital investments to add manufacturing capacity and capability at
all manufacturing facilities. Accordingly, the level and mix of sales are
the major factors in determining the Company's quarterly gross margin.

         Engineering. Engineering expenses were $1,650 and $1,086 in the
quarters ended August 31, 1996 and August 26, 1995, respectively, and were
4.0% and 3.9% of sales, respectively. Engineering expenses have increased
due to additional engineering staff as a result of the acquisition of the
Loveland and Soladyne operations. The Company believes that it is necessary
to continue to invest in engineering efforts to remain competitive, but
there can be no assurance that such investments will result in increased
sales or profits.

         Selling, General and Administrative. Selling, general and
administrative expenses were $3,432 and $2,126 in the quarters ended in
August 31, 1996 and August 26, 1995, respectively, and were 8.3% and 7.7%
of sales, respectively. These expenses increased to support sales growth
and multiple manufacturing sites. On September 2, 1996, the Company moved
the administrative and support employees located in its temporary
administrative building into its new administration and training facility.
The Company expects the new building to increase operating expenses,
including depreciation, by approximately $100 per quarter.

         Interest and Other Income (Expense), net. Interest and other
income (expense), net was $(244) and $187 for the three months ended August
31, 1996 and August 26, 1995, respectively. The change in other income in
the quarter ended August 31, 1996 from the same period in the prior year is
due principally to $319 in additional interest expense resulting from the
$20 million bank borrowing to fund the Loveland acquisition and to a
reduction in interest income of approximately $68 due to lower balances of
invested cash. The Company expects interest expense, net of additional
interest income, to increase approximately $260 per quarter beginning in
the second quarter of fiscal 1997 as a result of the $40 million private
placement.

         Income Taxes. The Company estimates that its effective income tax
rate for the year ended May 31, 1996 will be 38 percent. Accordingly, it
has applied this rate for the three months ended August 31, 1996.


LIQUIDITY AND CAPITAL RESOURCES

         Cash and short-term investments at August 31, 1996 were $15,674
compared with $19,358 at May 25, 1996. Working capital was $30,572 at
August 31, 1996 and $34,047 at May 25, 1996. The Company generated cash
from operations of $3,895 in the three months ended August 31, 1996 and
used $9,756 in investing activities. The Company purchased $7,196 in
short-term investments, principally U.S., state and local government
securities, and redeemed $3,160 of matured short-term investments. The
Company's policy is to hold such short-term investments to maturity.

         During the first three months of fiscal year 1997, the Company had
$5,727 of capital expenditures, consisting of $4,765 for manufacturing
equipment and $962 for facilities. The capital expenditures for facilities
consisted principally of expenditures relating to completion of the new
administration and training building. On September 2, 1996, the Company
moved the administrative and support employees located in its temporary
administrative building into its new administration and training facility.
Final disbursements of approximately $400 relating to construction of the
building will be made in the second quarter.

         On September 10, 1996, the Company completed a private placement
of $40 million of senior unsecured notes. The notes bear interest at 7.92%,
payable on a semi-annual basis, with payment of principal in five equal
annual installments commencing on September 15, 1999. Proceeds from the
notes were used to pay off $20 million outstanding under the Company's bank
line of credit, and will be used to fund capital equipment purchases,
capacity expansion and possible acquisitions. The notes include financial
covenants with respect to minimum net worth, interest coverage and
financial leverage.

                                     9
<PAGE>
         The Company's future needs for financial resources include amounts
to support investments in additional facilities and equipment. The Company
believes that its existing capital resources, including the proceeds from
the $40 million private placement, and cash generated from operations will
be sufficient to meet its working capital and capital expenditure
requirements through fiscal 1997. The Company intends to pursue possible
business acquisitions, but currently has no specific acquisition
commitments.


FORWARD-LOOKING STATEMENTS

         Information set forth in this Quarterly Report on Form 10-Q
relating to the remainder of fiscal year 1997, including: anticipated
customer demand and sales; customer diversification; interest expense, net;
additional expense and capital expenditures related to the new
administrative and training facility; and the estimated effective tax rate
for fiscal 1997 constitute forward-looking statements. Information
contained in forward looking statements is based on current expectations,
is subject to change and may differ materially from actual results. From
time to time, information provided by the Company or statements made by its
employees may contain other forward-looking information that involves a
number of risks and uncertainties. Factors that could cause actual results
to differ materially from the forward-looking information include, but are
not limited to, the matters discussed in this Form 10-Q as well as the
following: anticipated customer demand, sales and net income; business
conditions and growth in the general economy and the interconnect industry;
production delays; product mix; the highly competitive interconnect
environment; cancellation or reduction of orders; effective utilization of
existing and new manufacturing resources; customer acceptance of new
technologies; environmental issues; pricing pressures by key customers;
costs and yield issues associated with production; capacity constraints;
availability of parts and supplies from third parties on a timely basis and
at reasonable prices; ability to execute financing strategies; and other
risks listed from time to time in the Company's Securities and Exchange
Commission reports or otherwise disclosed by the Company. Any
forward-looking statements should be considered in light of these factors.

                                    10
<PAGE>
                         PART II. OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

    (a)  Exhibits:

         10.1:       Note Purchase Agreement dated September 10, 1996

         27:         Financial Data Schedule

    (b)  Reports on Form 8-K:

         None

                                    11
<PAGE>
                                 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, thereunto duly authorized this first day of October,
1996.

                                  MERIX CORPORATION


                                  By: JOSEPH HOWELL
                                      ------------------------------------
                                      Joseph Howell
                                      Senior Vice President and
                                        Chief Financial Officer
                                     (On behalf of the registrant as
                                        Principal Financial Officer)

                                    12
<PAGE>
EXHIBIT INDEX
                                                                     Sequential
Exhibit                                                               Page No.
--------------------------------------------------------------------------------

10.1:  Note Purchase Agreement dated September 10, 1996

27:    Financial Data Schedule

                                    13