<PAGE>   1

      As filed with the Securities and Exchange Commission on March 9, 1998

                                                     Registration No. 333-_____

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                                HADCO CORPORATION
               (Exact name of issuer as specified in its charter)

         Massachusetts                                  04-2393279
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

                  12A Manor Parkway, Salem, New Hampshire 03079
               (Address of Principal Executive Offices) (Zip Code)

                              --------------------

                                HADCO CORPORATION
                          EMPLOYEE STOCK PURCHASE PLAN
                              OF NOVEMBER 17, 1997

                            (Full title of the plan)

                              --------------------

                            Stephen A. Hurwitz, Esq.
                         TESTA, HURWITZ & THIBEAULT, LLP
                                High Street Tower
                                 125 High Street
                           Boston, Massachusetts 02110
               (Name and address of agent for service of process)

                                  617-248-7000
          (Telephone number, including area code, of agent for service)


================================================================================



<PAGE>   2


                                       -2-



                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>

================================================================================
  Title of                     Proposed Maximum      Proposed 
 Securities           Amount       Offering           Maximum         Amount of
   to be              to be          Price            Aggregate     Registration
 Registered         Registered    Per Share(1)    Offering Price(1)     Fee
-----------         ---------- ----------------   ----------------- ------------

<S>               <C>               <C>             <C>               <C>      
Common Stock      500,000 shares    $48.47          $24,235,000.00     $7,149.33
(Par Value $.05)

================================================================================
</TABLE>

(1)  The price of $48.47 per share, which is the average of the high and low
     prices reported on the Nasdaq National Market on March 3, 1998, is set
     forth solely for purposes of calculating the filing fee pursuant to Rule
     457(c).


================================================================================



<PAGE>   3
                                   -3-


                                     PART I

             INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1. Plan Information.

       The documents containing the information specified in this Item 1 will be
sent or given to employees, directors or others as specified by Rule 428(b)(1).
In accordance with the rules and regulations of the Securities and Exchange
Commission (the "Commission") and the instructions to Form S-8, such documents
are not being filed with the Commission either as part of this Registration
Statement or as prospectuses or prospectus supplements pursuant to Rule 424.

Item 2. Registration Information and Employee Plan Annual Information.

       The documents containing the information specified in this Item 2 will be
sent or given to employees as specified by Rule 428(b). In accordance with the
rules and regulations of the Commission and the instructions to Form S-8, such
documents are not being filed with the Commission either as part of this
Registration Statement or as prospectuses or prospectus supplements pursuant to
Rule 424.



                                    PART II

                INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

       The following documents filed with the Commission are incorporated by
reference in this registration statement:

(a)   Registrant's Annual Report on Form 10-K, File No. 0-12102, for the year 
      ended October 25, 1997;

(b)   All other reports filed by registrant pursuant to Section 13(a) or 15(d)
      of the Securities Exchange Act of 1934 (the "Exchange Act") since the end 
      of the fiscal year covered by the annual report referred to in (a) 
      above; and

(c)   The section entitled "Description of Registrant's Securities to be
      Registered" contained in the Registrant's registration statement on Form.
      8-A, File No. 0-12102, filed on May 4, 1984 pursuant to Section 12(g) of
      the Exchange Act, and incorporating by reference the information contained
      in the Registrant's registration statement on Form S-1, File No. 2-86810,
      and as amended by the Registrant's Restated Articles of Organization, 
      filed as Exhibit 3 to the Registrant's Quarterly Report on Form 10-Q, File
      No. 0-12102, for the quarter ended April 29, 1989.



<PAGE>   4

                                      -4-

      

All documents subsequenty filed with the Commission by the Registrant pursuant
to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing
of a post-effective amendment which indicates that all securities offered herein
have been sold or which deregisters al1 securities then remaining unsold, shall
be deemed to be incorporated by reference in this registration statement and to
be a part thereof from the date of filing of such. documents.


Item 4. Description of Securities

     Not applicable.

Item 5. Interest of Named Experts and Counsel.

       The validity of the Common Stock offered hereby has been passed upon by
Testa, Hurwitz & Thibeault, LLP, High Street Tower, 125 High Street, Boston,
Massachusetts 02110, special counsel to the Registrant.

Item 6. Indemnification of Directors and Officers.

       Reference is made to Article V, Section 2 of the By-Laws of the
Registrant and to Section 67 of the Massachusetts Business Corporation Law.

Article V, Section 2 of the Registrant's By-Laws provides:

2. Indemnificafion. Each Director, officer, employee and other agent of the
corporation, and any person who, at the request of the corporation, serves as a
director, officer employee or other agent of another organization in which the
corporation directly or indirectly owns shares or of which it is a creditor
shall be indemnified by the corporation against any cost expense (including
attorney's fees), judgment liability and/or amount paid in settlement reasonably
incurred by or imposed upon him in connection with any action, suit or
proceeding (including any proceeding before any administrative or legislative
body or agency), to which he may be made a party or otherwise involved or with
which he shall be threatened, by reason of his being, or related to his status
as, a director, officer, employee or other agent of the corporation or of any
other organization in which the corporation directly or indirectly owns shares
or of which the corporation is a creditor, which other organization he serves or
has served as director, officer, employee or other agent at the request of the
corporation (whether or not he continues to be an officer, Director, employee or
other agent of the corporation or such other organization at the time such
action, suit or proceeding is brought or threatened), unless such
indemnification is prohibited by the Business Corporation Law of the
Commonwealth of Massachusetts. The foregoing right of indemnification shall be
in addition to any rights to which any such person may otherwise be entitled and
shall inure to the benefit of the executors or



<PAGE>   5
                                      -5-

administrators of each such person. The corporation may pay the expenses
incurred by any such person in defending a civil or criminal action, suit or
proceeding in advance of the final disposition of such action, suit or
proceeding, upon receipt of an undertaking by such person to repay such payment
if it is determined that such person is not entitled to indemnification
hereunder. This section shall be subject to amendment or repeal only by action
of the stockholders.

Section 67 of the Massachusetts Corporation Law provides:

Indemnification of directors, officers, employees and other agents of a
corporation, and persons who serve at its request as directors, officers,
employees or other agents of another organization, or who serve at its request
in any capacity with respect to any employee benefit plan, may be provided by it
to whatever extent shall be specified in or authorized by (i) the articles of
organization or (ii) a by-law adopted by the stockholders or (iii) a vote
adopted by the holders of a majority of the shares of stock entitled to vote on
the election of directors. Except as the articles of organization or by-laws
otherwise require, indemnification of any persons referred to in the preceding
sentence who are not directors of the corporation may be provided by it to the
extent authorized by the directors. Such indemnification may include payment by
the corporation of expenses incurred in defending a civil or criminal acton or
proceeding in advance of the final disposition of such action or proceeding,
upon receipt of an undertaking by the person indemnified to repay such payment
if he shall be adjudicated to be not entitled to indemnification under this
section which undertaking may be accepted without reference to the financial
ability of such person to make repayment. Any such indemnification may be
provided although the person to be indemnified is no longer an officer, director
employee or agent of the corporation or of such other organization or no longer
serves with respect to any such employee benefit plan.

       No indemnification shall be provided for any person with respect to any
matter as to which he shall have been adjudicated in any proceeding not to have
acted in good faith in the reasonable belief that his action was in the best
interest of the corporation or to the extent that such matter relates to service
with respect to any employee benefit plan, in the best interests of the
participants or beneficiaries of such employee benefit plan.

       The absence of any express provision for indemnification shall not limit
any right of indemnification existing independently of this section.

       A corporation shall have power to purchase and maintain insurance on
behalf of any person who is or was a director, officer, employee or other agent
of the corporation, or is or was serving at the request of the corporation as a
director, officer, employee or other agent of another organization or with
respect to any employee benefit plan, against any liability incurred by him in
any such capacity, or arising out of his status as such, whether or not the 
corporation would have the power to indemnify him against such liability.

The Registrant's Restated Articles of Organization, as amended, provide:

        The Corporation eliminates the personal liability of each director to 
the Corporation or its stockholders for monetary damages for breach of fiduciary
duty as a director notwithstanding any statutory provision or other law imposing
such liability; provided, that nothing in this paragraph shall eliminate or 
limit the liability of a director (i) for any breach of the director's duty of 
loyalty to the Corporation or its stockholders, (ii) for acts or omissions not 
in good faith or which involve intentional misconduct or knowing violation of 
law, (iii)under Section sixty-one or sixy-two of Chapter 156B of the 
Massachusetts General Laws, or (iv) for any transaction from which the director
derived an improper personal benefit.

Item 7. Exemption From Registration Claimed.

Not Applicable.




   
<PAGE>   6



                                         -6-

Item 8.  EXHIBITS

                 Exhibit No.         Description of Exhibit
                 -----------         ----------------------

                     5.1             Opinion of Testa, Hurwitz & Thibeault, LLP

                    10.1             Hadco Corporation Employee Stock Purchase 
                                     Plan of November 17, 1997

                    23.1             Consent of Testa, Hurwitz &
                                     Thibeault, LLP (contained in
                                     its opinion as Exhibit 5.1).

                    23.2             Consent of Arthur Andersen LLP

                    24.1             Power of Attorney (contained on page 4 of 
                                     this Registration Statement on Form S-8).

Item 9. UNDERTAKINGS

         (a) The undersigned registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales are being
               made, a post-effective amendment to this registration statement:

          (i)  To include any prospectus required by Section 10(a)(3) of the
               Securities Act of 1933;

         (ii)  To reflect in the prospectus any facts or events arising after
               the effective date of the registration statement (or the most
               recent post-effective amendment thereof) which, individually or
               in the aggregate, represent a fundamental change in the
               information set forth in the registration statement;

         (iii) To include any material information with respect to the plan of
               distribution not previously disclosed in the registration
               statement or any material change to such information in the
               registration statement;

provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed with or furnished to the
Securities and Exchange Commission by the registrant pursuant to Section 13 or
15(d) of the Securities Exchange Act of 1934 that are incorporated by reference
in the registration statement.

         (2)   That for the purpose of determining any liability under the
               Securities Act of 1933, each such post-effective amendment shall
               be deemed to be a new registration statement relating to the
               securities offered therein, and the offering of such securities 
               at that time shall be deemed to be the initial bona fide offering
               thereof

          (3)  To remove from registration by means of a post-effective
               amendment any of the securities being registered which remain
               unsold at the termination of the offering.

       (b) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrants annual report pursuant to Section 13(a) or 15(d) of the Securities
Exchange Act of 1934 (and, where applicable, each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Securities Exchange Act of
1934) the is incorporated by reference in the registration statement shall be
deemed to be a new registration statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.

       (c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the provisions described in Item 6, or
otherwise, the registrant has been advised that in the opinion of the Securities
and Exchange Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable. In the event that a claim
for indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.


<PAGE>   7


                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Salem and the State of New Hampshire, on this 4th day
of March, 1998.

                                      HADCO CORPORATION



                                      By: /s/ Andrew E. Lietz
                                          -------------------------------------
                                          Andrew E. Lietz
                                          Chief Executive Officer, President
                                          and Director


     EACH PERSON WHOSE SIGNATURE appears below this registration statement
hereby constitutes and appoints Horace H. Irvine II and Andrew E. Lietz and each
of them, with full power to act without the other, his true and lawful
attorney-in-fact and agent, with full power of substitution and resubstitution,
for him and in his name, place and stead in any and all capacities (until
revoked in writing) to sign all amendments (including post-effective amendments)
to this Registration Statement on Form S-8 of Hadco Corporation, and to file the
same, with all exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission or any state securities commission
or other governmental entity pertaining to such registration and sale, granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform each and every act and thing requisite and necessary
fully to all intents and purposes as he might or could do in person thereby
ratifying and confirming all that said attorneys-in-fact and agents or any of
them, or their or his substitute, may lawfully do or cause to be done by virtue
hereof.




<PAGE>   8

     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated.


    SIGNATURE                          CAPACITY                        DATE
    ---------                          --------                        ----

/s/ Horace H. Irvine II     Chairman of the Board and Director     March 4, 1998
-------------------------
Horace H. Irvine II


/s/ Andrew E. Lietz         President, Chief Executive Officer     March 4, 1998
-------------------------   and Director (Principal Executive 
Andrew E. Lietz             Officer)


/s/ Timothy P. Losik        Chief Financial Officer, Senior Vice   March 4, 1998
-------------------------   President and Treasurer (Principal 
Timothy P. Losik            Financial and Principal Accounting 
                            Officer)


/s/ Lawrence Coolidge       Director                               March 4, 1998
-------------------------
Lawrence Coolidge


/s/ John E. Pomeroy         Director                               March 4, 1998
-------------------------
John E. Pomeroy


/s/ John F. Smith           Director                               March 4, 1998
-------------------------
John F. Smith


/s/ Patrick Sweeney         Director                               March 4, 1998
-------------------------
Patrick Sweeney


/s/ James C. Taylor         Director                               March 4, 1998
-------------------------
James C. Taylor


/s/ Oliver O. Ward          Director                               March 4, 1998
-------------------------
Oliver O. Ward
[{"type": "S-8", "sequence": "1", "description": "HADCO CORPORATION", "secsgml_size_bytes": 20628}]
{"company-data": {"conformed-name": "HADCO CORP", "cik": "0000729533", "assigned-sic": "3672", "irs-number": "042393279", "state-of-incorporation": "MA", "fiscal-year-end": "1030"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-47589", "film-number": "98560291"}, "business-address": {"street1": "12A MANOR PKWY", "city": "SALEM", "state": "NH", "zip": "03079", "phone": "6038988000"}, "mail-address": {"street1": "12A MONOR PARKWAY", "city": "SALEM", "state": "NH", "zip": "03079"}}
1

      As filed with the Securities and Exchange Commission on March 9, 1998

                                                     Registration No. 333-_____

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                                HADCO CORPORATION
               (Exact name of issuer as specified in its charter)

         Massachusetts                                  04-2393279
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

                  12A Manor Parkway, Salem, New Hampshire 03079
               (Address of Principal Executive Offices) (Zip Code)

                              --------------------

                                HADCO CORPORATION
                          EMPLOYEE STOCK PURCHASE PLAN
                              OF NOVEMBER 17, 1997

                            (Full title of the plan)

                              --------------------

                            Stephen A. Hurwitz, Esq.
                         TESTA, HURWITZ & THIBEAULT, LLP
                                High Street Tower
                                 125 High Street
                           Boston, Massachusetts 02110
               (Name and address of agent for service of process)

                                  617-248-7000
          (Telephone number, including area code, of agent for service)

================================================================================
2

                                       -2-

                         CALCULATION OF REGISTRATION FEE
================================================================================
  Title of                     Proposed Maximum      Proposed 
 Securities           Amount       Offering           Maximum         Amount of
   to be              to be          Price            Aggregate     Registration
 Registered         Registered    Per Share(1)    Offering Price(1)     Fee
-----------         ---------- ----------------   ----------------- ------------
Common Stock      500,000 shares    $48.47          $24,235,000.00     $7,149.33
(Par Value $.05)

================================================================================
(1)  The price of $48.47 per share, which is the average of the high and low
     prices reported on the Nasdaq National Market on March 3, 1998, is set
     forth solely for purposes of calculating the filing fee pursuant to Rule
     457(c).

================================================================================
3
                                   -3-

                                     PART I

             INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1. Plan Information.

       The documents containing the information specified in this Item 1 will be
sent or given to employees, directors or others as specified by Rule 428(b)(1).
In accordance with the rules and regulations of the Securities and Exchange
Commission (the "Commission") and the instructions to Form S-8, such documents
are not being filed with the Commission either as part of this Registration
Statement or as prospectuses or prospectus supplements pursuant to Rule 424.

Item 2. Registration Information and Employee Plan Annual Information.

       The documents containing the information specified in this Item 2 will be
sent or given to employees as specified by Rule 428(b). In accordance with the
rules and regulations of the Commission and the instructions to Form S-8, such
documents are not being filed with the Commission either as part of this
Registration Statement or as prospectuses or prospectus supplements pursuant to
Rule 424.

                                    PART II

                INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

       The following documents filed with the Commission are incorporated by
reference in this registration statement:

(a)   Registrant's Annual Report on Form 10-K, File No. 0-12102, for the year 
      ended October 25, 1997;

(b)   All other reports filed by registrant pursuant to Section 13(a) or 15(d)
      of the Securities Exchange Act of 1934 (the "Exchange Act") since the end 
      of the fiscal year covered by the annual report referred to in (a) 
      above; and

(c)   The section entitled "Description of Registrant's Securities to be
      Registered" contained in the Registrant's registration statement on Form.
      8-A, File No. 0-12102, filed on May 4, 1984 pursuant to Section 12(g) of
      the Exchange Act, and incorporating by reference the information contained
      in the Registrant's registration statement on Form S-1, File No. 2-86810,
      and as amended by the Registrant's Restated Articles of Organization, 
      filed as Exhibit 3 to the Registrant's Quarterly Report on Form 10-Q, File
      No. 0-12102, for the quarter ended April 29, 1989.
4

                                      -4-

      

All documents subsequenty filed with the Commission by the Registrant pursuant
to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing
of a post-effective amendment which indicates that all securities offered herein
have been sold or which deregisters al1 securities then remaining unsold, shall
be deemed to be incorporated by reference in this registration statement and to
be a part thereof from the date of filing of such. documents.

Item 4. Description of Securities

     Not applicable.

Item 5. Interest of Named Experts and Counsel.

       The validity of the Common Stock offered hereby has been passed upon by
Testa, Hurwitz & Thibeault, LLP, High Street Tower, 125 High Street, Boston,
Massachusetts 02110, special counsel to the Registrant.

Item 6. Indemnification of Directors and Officers.

       Reference is made to Article V, Section 2 of the By-Laws of the
Registrant and to Section 67 of the Massachusetts Business Corporation Law.

Article V, Section 2 of the Registrant's By-Laws provides:

2. Indemnificafion. Each Director, officer, employee and other agent of the
corporation, and any person who, at the request of the corporation, serves as a
director, officer employee or other agent of another organization in which the
corporation directly or indirectly owns shares or of which it is a creditor
shall be indemnified by the corporation against any cost expense (including
attorney's fees), judgment liability and/or amount paid in settlement reasonably
incurred by or imposed upon him in connection with any action, suit or
proceeding (including any proceeding before any administrative or legislative
body or agency), to which he may be made a party or otherwise involved or with
which he shall be threatened, by reason of his being, or related to his status
as, a director, officer, employee or other agent of the corporation or of any
other organization in which the corporation directly or indirectly owns shares
or of which the corporation is a creditor, which other organization he serves or
has served as director, officer, employee or other agent at the request of the
corporation (whether or not he continues to be an officer, Director, employee or
other agent of the corporation or such other organization at the time such
action, suit or proceeding is brought or threatened), unless such
indemnification is prohibited by the Business Corporation Law of the
Commonwealth of Massachusetts. The foregoing right of indemnification shall be
in addition to any rights to which any such person may otherwise be entitled and
shall inure to the benefit of the executors or
5
                                      -5-

administrators of each such person. The corporation may pay the expenses
incurred by any such person in defending a civil or criminal action, suit or
proceeding in advance of the final disposition of such action, suit or
proceeding, upon receipt of an undertaking by such person to repay such payment
if it is determined that such person is not entitled to indemnification
hereunder. This section shall be subject to amendment or repeal only by action
of the stockholders.

Section 67 of the Massachusetts Corporation Law provides:

Indemnification of directors, officers, employees and other agents of a
corporation, and persons who serve at its request as directors, officers,
employees or other agents of another organization, or who serve at its request
in any capacity with respect to any employee benefit plan, may be provided by it
to whatever extent shall be specified in or authorized by (i) the articles of
organization or (ii) a by-law adopted by the stockholders or (iii) a vote
adopted by the holders of a majority of the shares of stock entitled to vote on
the election of directors. Except as the articles of organization or by-laws
otherwise require, indemnification of any persons referred to in the preceding
sentence who are not directors of the corporation may be provided by it to the
extent authorized by the directors. Such indemnification may include payment by
the corporation of expenses incurred in defending a civil or criminal acton or
proceeding in advance of the final disposition of such action or proceeding,
upon receipt of an undertaking by the person indemnified to repay such payment
if he shall be adjudicated to be not entitled to indemnification under this
section which undertaking may be accepted without reference to the financial
ability of such person to make repayment. Any such indemnification may be
provided although the person to be indemnified is no longer an officer, director
employee or agent of the corporation or of such other organization or no longer
serves with respect to any such employee benefit plan.

       No indemnification shall be provided for any person with respect to any
matter as to which he shall have been adjudicated in any proceeding not to have
acted in good faith in the reasonable belief that his action was in the best
interest of the corporation or to the extent that such matter relates to service
with respect to any employee benefit plan, in the best interests of the
participants or beneficiaries of such employee benefit plan.

       The absence of any express provision for indemnification shall not limit
any right of indemnification existing independently of this section.

       A corporation shall have power to purchase and maintain insurance on
behalf of any person who is or was a director, officer, employee or other agent
of the corporation, or is or was serving at the request of the corporation as a
director, officer, employee or other agent of another organization or with
respect to any employee benefit plan, against any liability incurred by him in
any such capacity, or arising out of his status as such, whether or not the 
corporation would have the power to indemnify him against such liability.

The Registrant's Restated Articles of Organization, as amended, provide:

        The Corporation eliminates the personal liability of each director to 
the Corporation or its stockholders for monetary damages for breach of fiduciary
duty as a director notwithstanding any statutory provision or other law imposing
such liability; provided, that nothing in this paragraph shall eliminate or 
limit the liability of a director (i) for any breach of the director's duty of 
loyalty to the Corporation or its stockholders, (ii) for acts or omissions not 
in good faith or which involve intentional misconduct or knowing violation of 
law, (iii)under Section sixty-one or sixy-two of Chapter 156B of the 
Massachusetts General Laws, or (iv) for any transaction from which the director
derived an improper personal benefit.

Item 7. Exemption From Registration Claimed.

Not Applicable.
6

                                         -6-

Item 8.  EXHIBITS

                 Exhibit No.         Description of Exhibit
                 -----------         ----------------------

                     5.1             Opinion of Testa, Hurwitz & Thibeault, LLP

                    10.1             Hadco Corporation Employee Stock Purchase 
                                     Plan of November 17, 1997

                    23.1             Consent of Testa, Hurwitz &
                                     Thibeault, LLP (contained in
                                     its opinion as Exhibit 5.1).

                    23.2             Consent of Arthur Andersen LLP

                    24.1             Power of Attorney (contained on page 4 of 
                                     this Registration Statement on Form S-8).

Item 9. UNDERTAKINGS

         (a) The undersigned registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales are being
               made, a post-effective amendment to this registration statement:

          (i)  To include any prospectus required by Section 10(a)(3) of the
               Securities Act of 1933;

         (ii)  To reflect in the prospectus any facts or events arising after
               the effective date of the registration statement (or the most
               recent post-effective amendment thereof) which, individually or
               in the aggregate, represent a fundamental change in the
               information set forth in the registration statement;

         (iii) To include any material information with respect to the plan of
               distribution not previously disclosed in the registration
               statement or any material change to such information in the
               registration statement;

provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed with or furnished to the
Securities and Exchange Commission by the registrant pursuant to Section 13 or
15(d) of the Securities Exchange Act of 1934 that are incorporated by reference
in the registration statement.

         (2)   That for the purpose of determining any liability under the
               Securities Act of 1933, each such post-effective amendment shall
               be deemed to be a new registration statement relating to the
               securities offered therein, and the offering of such securities 
               at that time shall be deemed to be the initial bona fide offering
               thereof

          (3)  To remove from registration by means of a post-effective
               amendment any of the securities being registered which remain
               unsold at the termination of the offering.

       (b) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrants annual report pursuant to Section 13(a) or 15(d) of the Securities
Exchange Act of 1934 (and, where applicable, each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Securities Exchange Act of
1934) the is incorporated by reference in the registration statement shall be
deemed to be a new registration statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.

       (c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the provisions described in Item 6, or
otherwise, the registrant has been advised that in the opinion of the Securities
and Exchange Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable. In the event that a claim
for indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.
7

                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Salem and the State of New Hampshire, on this 4th day
of March, 1998.

                                      HADCO CORPORATION

                                      By: /s/ Andrew E. Lietz
                                          -------------------------------------
                                          Andrew E. Lietz
                                          Chief Executive Officer, President
                                          and Director

     EACH PERSON WHOSE SIGNATURE appears below this registration statement
hereby constitutes and appoints Horace H. Irvine II and Andrew E. Lietz and each
of them, with full power to act without the other, his true and lawful
attorney-in-fact and agent, with full power of substitution and resubstitution,
for him and in his name, place and stead in any and all capacities (until
revoked in writing) to sign all amendments (including post-effective amendments)
to this Registration Statement on Form S-8 of Hadco Corporation, and to file the
same, with all exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission or any state securities commission
or other governmental entity pertaining to such registration and sale, granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority to do and perform each and every act and thing requisite and necessary
fully to all intents and purposes as he might or could do in person thereby
ratifying and confirming all that said attorneys-in-fact and agents or any of
them, or their or his substitute, may lawfully do or cause to be done by virtue
hereof.
8

     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated.

    SIGNATURE                          CAPACITY                        DATE
    ---------                          --------                        ----

/s/ Horace H. Irvine II     Chairman of the Board and Director     March 4, 1998
-------------------------
Horace H. Irvine II

/s/ Andrew E. Lietz         President, Chief Executive Officer     March 4, 1998
-------------------------   and Director (Principal Executive 
Andrew E. Lietz             Officer)

/s/ Timothy P. Losik        Chief Financial Officer, Senior Vice   March 4, 1998
-------------------------   President and Treasurer (Principal 
Timothy P. Losik            Financial and Principal Accounting 
                            Officer)

/s/ Lawrence Coolidge       Director                               March 4, 1998
-------------------------
Lawrence Coolidge

/s/ John E. Pomeroy         Director                               March 4, 1998
-------------------------
John E. Pomeroy

/s/ John F. Smith           Director                               March 4, 1998
-------------------------
John F. Smith

/s/ Patrick Sweeney         Director                               March 4, 1998
-------------------------
Patrick Sweeney

/s/ James C. Taylor         Director                               March 4, 1998
-------------------------
James C. Taylor

/s/ Oliver O. Ward          Director                               March 4, 1998
-------------------------
Oliver O. Ward