SECURITIES AND EXCHANGE COMMISSION


                             Washington, D.C. 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) April 2, 1997


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


     Delaware                       1-10659                 36-3479146

(State or other jurisdiction       (Commission              (IRS Employer
   of incorporation)               File Number)          Identification No.)


5000 Executive Parkway, Suite 425, San Ramon, CA       94583    
(Address of principal executive offices)            (Zip Code)


        Registrant's telephone number, including area code (510) 358-0330



Item 4.   Changes in Registrant's Certifying Accountant


On April 2, 1997, the Registrant selected Arthur Andersen LLP ("Arthur
Andersen") to serve as its independent public accountants for fiscal 1997 and,
accordingly, dismissed Price Waterhouse LLP ("Price Waterhouse").   The decision
to engage Arthur Andersen and dismiss Price Waterhouse was approved by the Board
of Directors of the Registrant.

Price Waterhouse's reports on the Registrant's consolidated financial statements
for the two most recent fiscal years did not contain an adverse opinion or
disclaimer of opinion, nor were they qualified or modified as to uncertainty,
audit scope or accounting principles.  During the two most recent fiscal years
and through April 2, 1997, there was no disagreement with Price Waterhouse
regarding any matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which disagreement, if not resolved
to the satisfaction of Price Waterhouse, would have caused Price Waterhouse to
make reference thereto in their reports.

The Registrant has requested that Price Waterhouse furnish it with a letter
addressed to the Securities and Exchange Commission stating whether or not it
agrees with the above statements.  A copy of such letter, dated April ___, 1997
is filed as Exhibit 16 to this Current Report on Form 8-K.

Item 7.  Financial Statements and Exhibits 
      (c) Exhibits

Exhibit No.              Exhibit
16                  Letter from Price Waterhouse LLP



                                    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.

                                   Robertson-Ceco Corporation
                                        (Registrant)

Date:  April 8, 1997               By:  /s/ Ronald D. Stevens
                                        Ronald D. Stevens
                                        Executive Vice President and 
                                        Chief Financial Officer