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):

                                 August 12, 1998

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


                         THE RANDERS GROUP INCORPORATED
             (Exact name of Registrant as specified in its charter)


Delaware                       0-18095                         38-2788025
(State or other               (Commission                   (I.R.S. Employer
jurisdiction of               File Number)             Identification Number)
incorporation or
organization)


570 Seminole Road
Norton Shores, Michigan                                            49444
(Address of principal executive offices)                         (Zip Code)


                                (616) 733-0036
                         (Registrant's telephone number
                              including area code)



<PAGE>








Item 5.     Other Events

            On August 12, 1998, Thermo Electron Corporation ("Thermo Electron"),
the Registrant's ultimate parent corporation,  issued a press release,  attached
hereto as Exhibit 99, regarding a proposed  corporate  reorganization  involving
certain of Thermo Electron's subsidiaries, including the Registrant.


Item 7.     Financial Statements, Pro Forma Financial Information and Exhibits

      (a)   Financial Statements of Business Acquired: not
            applicable.

      (b)   Pro Forma Financial Information: not applicable.

      (c)   Exhibits

            99    Press Release of Thermo Electron, dated August 12, 1998






<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, on this 12th day of August, 1998.



                                    THE RANDERS GROUP INCORPORATED


                                    By: /s/ Kenneth J. Apicerno
                                          Kenneth J. Apicerno
                                          Treasurer






<PAGE>



EXHIBIT 99

THERMO ELECTRON PROPOSES CORPORATE REORGANIZATION

WALTHAM,  Mass., August 12, 1998 -- Thermo Electron Corporation (NYSE-TMO) today
announced  that its board of  directors  has  authorized  a  proposed  corporate
reorganization. The goals of the plan are to:

     -    Reduce  the   complexity   of  the  company's   corporate   structure,
     -    Consolidate and  strategically  realign certain  businesses to enhance
          their   competitive    market   positions   and   improve   management
          coordination,  and  
     -    Increase the  liquidity in the public  markets for stock of the  
          company's  publicly  traded  subsidiaries  by  providing larger 
          market floats.

      The  proposed  reorganization  is  expected to reduce the number of Thermo
Electron's majority-owned public subsidiaries from 23 to 15. The company expects
to promptly begin implementation of the reorganization,  although it may take up
to two years to complete all aspects of the plan.

      George N.  Hatsopoulos,  chairman  of Thermo  Electron,  said,  "We firmly
believe that spinouts continue to offer many advantages. The strategy is dynamic
- allowing us to respond to changes in the marketplace and revamp those parts of
the  structure  that no longer meet our goals for a public  subsidiary.  In some
cases,  the potential  rewards for some of our companies have become out of line
with the risks.  We will  continue  to closely  monitor the  performance  of our
spinouts to assess their viability in the public markets.  I wish to stress that
the benefits we  anticipate  from this  reorganization  are long term. We do not
anticipate any material benefits in the short term."

      John N.  Hatsopoulos,  president  and chief  financial  officer  of Thermo
Electron,  added, "Our number one goal for this plan is to simplify our company.
We also expect that larger,  more closely aligned businesses will strengthen our
competitive positions.  Larger size should create better liquidity for investors
by increasing the public float, and, we believe, keep in proper perspective some
of the problems experienced by our smaller subsidiaries."

      The proposed  corporate  reorganization  is best  outlined in four general
categories:

   1. Reorganization of biomedical businesses. The wholly owned biomedical group
      of Thermo  Electron,  called Thermo  Biomedical,  would be  transferred to
      Thermo Electron's  Thermedics subsidiary to better position the company to
      expand its presence in that marketplace,  while creating a focused company
      for healthcare investors.  Thermo Biomedical,  which includes Bear Medical
      Systems Inc.;  Bird Products  Corporation;  Bird Life Design  Corporation;
      Stackhouse Inc.; SensorMedics Corporation; Medical Data Electronics, Inc.;
      and Nicolet Biomedical Inc., had unaudited 1997 revenues of

                                     -more-

<PAGE>


      $232 million. These companies would be transferred from Thermo Electron
      to Thermedics in exchange for Thermedics shares.

   2. Realignment of instrument  companies.  First,  Thermedics'  non-biomedical
      public  subsidiaries - Thermo Sentron,  Thermedics  Detection,  and Thermo
      Voltek (if not sold to an unaffiliated third party) - would be transferred
      to  Thermo  Electron's  Thermo  Instrument  Systems  subsidiary,  creating
      efficiencies by aligning these industrial  instrumentation businesses with
      the instrument family of companies for a better strategic fit. Thermedics'
      majority  ownership in each of these  subsidiaries would be transferred to
      Thermo  Electron  for  shares of  Thermedics  common  stock held by Thermo
      Electron.  Thermo Electron, in turn, would transfer these equity interests
      to Thermo Instrument Systems in exchange for cash. If Thermo Voltek is not
      sold to an  unaffiliated  third  party,  it would  become  a wholly  owned
      subsidiary of Thermo Instrument Systems.
            Second, two public Thermo Instrument Systems  subsidiaries - Metrika
      Systems and ONIX Systems - and Thermo Sentron, would be merged to form one
      combined  majority-owned  public subsidiary of Thermo Instrument  Systems.
      The  company  believes  that  the  combined  entity,   with  complementary
      products, technologies, and distribution networks, would be better able to
      address the market for  industrial  sensors and advanced  process  control
      systems.  Shareholders of each of the three companies would receive shares
      of common stock in the combined entity in exchange for their shares in the
      subsidiaries.
            Third,  ThermoSpectra,  a public  subsidiary  of  Thermo  Instrument
      Systems,  along with  Thermedics  Detection,  would be taken  private  and
      become   wholly  owned   subsidiaries   of  Thermo   Instrument   Systems.
      ThermoSpectra and Thermedics Detection  shareholders would receive cash or
      Thermo  Instrument  Systems  common  stock in exchange for their shares of
      common stock of ThermoSpectra or Thermedics Detection.

   3. Consolidation of industrial outsourcing companies.  The public and private
      subsidiaries of Thermo  Electron's  Thermo  TerraTech  subsidiary - Thermo
      Remediation,   The  Randers  Group,   and  Thermo   EuroTech  -  would  be
      consolidated  into Thermo  TerraTech to strengthen the group's  ability to
      compete in the industrial and environmental  outsourcing  markets, as well
      as  enhance  their  ability  to  withstand   adverse  market   conditions.
      Shareholders of each of these  subsidiaries  would receive common stock in
      Thermo TerraTech in exchange for their shares in the subsidiaries.

   4. Other strategic  reorganizations.  Thermo Coleman, a private subsidiary of
      Thermo  Electron,  would  be  merged  into  Thermo  Electron's  ThermoTrex
      subsidiary,  consolidating the company's R&D and government-contract  work
      within one entity to offer greater efficiencies and enhance  opportunities
      to develop and  commercialize  technologies.  Thermo Coleman  shareholders
      would  receive  shares of  ThermoTrex  common  stock in exchange for their
      Thermo Coleman shares.
            Also, Thermo Power, a public subsidiary of Thermo Electron, would be
      taken  private and become a wholly owned  subsidiary  of Thermo  Electron.
      Shareholders  of Thermo Power would receive cash or Thermo Electron common
      stock in exchange for their shares of Thermo Power common stock.

                                     -more-


      All convertible  debentures previously issued by subsidiaries that will no
longer be majority-owned  entities following this reorganization will be assumed
by the surviving  public parent  company,  and will be  convertible  into common
stock of that company.  Thermo Electron's guarantee of each of these convertible
debentures will not be affected by the proposed reorganization.

      While  these   transactions  will  generate   numerous  costs,   including
investment  banking fees, legal fees, and government  filings,  the company does
not believe that any significant restructuring charges will be necessary.

      The  company  also  plans to divest of certain  non-strategic  businesses,
totaling approximately $100 million in revenues,  that no longer fit its profile
for long-term growth potential.




<PAGE>








                        Proposed Corporate Reorganization
                    Boldface type indicates public entity (*)



*Thermo Electron                        *Thermo Instrument
      Thermo Power                           Thermedics Detection
      Tecomet                                ThermoSpectra
      Peter Brotherhood                      Thermo Voltek
      Napco                                  *ThermoQuest
                                             *Thermo BioAnalysis
*Thermo Ecotek                               *Thermo Optek
                                             *Thermo Vision
*Thermo Fibertek                             *New Co. (Thermo Sentron,
      *Thermo Fibergen                        Metrika Systems, ONIX
                                              Systems)

*Thermo TerraTech                       *ThermoTrex
      Thermo Remediation                     Thermo Coleman
      Randers Group                          *Trex Medical
      Thermo EuroTech                        *ThermoLase

*Thermedics
      Thermo Biomedical
      *Thermo Cardiosystems

      All  of  these  transactions  will  be  subject  to  numerous  conditions,
including   establishment  of  prices  and  exchange  ratios,   confirmation  of
anticipated tax consequences,  approval by the board of directors (including the
independent  directors)  of each of the  affected  majority-owned  subsidiaries,
negotiation and execution of definitive  purchase and sale or merger agreements,
clearance by the Securities and Exchange  Commission of registration  statements
and/or  proxy  materials  regarding  the  proposed   transactions,   and,  where
appropriate,   fairness  opinions  from  investment   banking  firms.  Any  such
transactions that will involve a public offering of securities will be made only
by means of a prospectus.


                                     -more-




      Thermo Electron Corporation is a world leader in analytical and monitoring
instruments;     biomedical    products    including    heart-assist    devices,
respiratory-care  equipment,  and mammography  systems;  and paper recycling and
papermaking equipment. The company also develops  alternative-energy systems and
clean fuels,  provides a range of services including industrial  outsourcing and
environmental-liability  management,  and conducts  research and  development in
advanced imaging,  laser communications,  and electronic  information-management
technologies.  With annual worldwide sales of $3.6 billion,  Thermo Electron has
approximately 22,000 employees and operations in 23 countries.  Headquarters are
in Waltham,  Massachusetts.  More  information  is  available on the Internet at
http://www.thermo.com.

This press release contains forward-looking  statements that involve a number of
risks and  uncertainties.  Important  factors that could cause actual results to
differ  materially from those indicated by such  forward-looking  statements are
set forth under the heading  "Forward-looking  Statements"  in Exhibit 13 to the
company's annual report on Form 10-K, as amended,  for the year ended January 3,
1998. These include risks and  uncertainties  relating to: the company's spinout
and acquisition strategies, competition, international operations, technological
change,  possible  changes  in  governmental  regulations,  regulatory  approval
requirements,  capital spending and government  funding policies,  dependence on
intellectual  property  rights,  and the  potential  impact  of the year 2000 on
processing date-sensitive  information.  In addition to the foregoing risks, the
proposed  corporate  reorganization is subject to the risk that the contemplated
benefits of the plan will not be achieved.


                                    # # #
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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):

                                 August 12, 1998

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

                         THE RANDERS GROUP INCORPORATED
             (Exact name of Registrant as specified in its charter)

Delaware                       0-18095                         38-2788025
(State or other               (Commission                   (I.R.S. Employer
jurisdiction of               File Number)             Identification Number)
incorporation or
organization)

570 Seminole Road
Norton Shores, Michigan                                            49444
(Address of principal executive offices)                         (Zip Code)

                                (616) 733-0036
                         (Registrant's telephone number
                              including area code)
Item 5.     Other Events

            On August 12, 1998, Thermo Electron Corporation ("Thermo Electron"),
the Registrant's ultimate parent corporation,  issued a press release,  attached
hereto as Exhibit 99, regarding a proposed  corporate  reorganization  involving
certain of Thermo Electron's subsidiaries, including the Registrant.

Item 7.     Financial Statements, Pro Forma Financial Information and Exhibits

      (a)   Financial Statements of Business Acquired: not
            applicable.

      (b)   Pro Forma Financial Information: not applicable.

      (c)   Exhibits

            99    Press Release of Thermo Electron, dated August 12, 1998
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, on this 12th day of August, 1998.

                                    THE RANDERS GROUP INCORPORATED

                                    By: /s/ Kenneth J. Apicerno
                                          Kenneth J. Apicerno
                                          Treasurer
EXHIBIT 99

THERMO ELECTRON PROPOSES CORPORATE REORGANIZATION

WALTHAM,  Mass., August 12, 1998 -- Thermo Electron Corporation (NYSE-TMO) today
announced  that its board of  directors  has  authorized  a  proposed  corporate
reorganization. The goals of the plan are to:

     -    Reduce  the   complexity   of  the  company's   corporate   structure,
     -    Consolidate and  strategically  realign certain  businesses to enhance
          their   competitive    market   positions   and   improve   management
          coordination,  and  
     -    Increase the  liquidity in the public  markets for stock of the  
          company's  publicly  traded  subsidiaries  by  providing larger 
          market floats.

      The  proposed  reorganization  is  expected to reduce the number of Thermo
Electron's majority-owned public subsidiaries from 23 to 15. The company expects
to promptly begin implementation of the reorganization,  although it may take up
to two years to complete all aspects of the plan.

      George N.  Hatsopoulos,  chairman  of Thermo  Electron,  said,  "We firmly
believe that spinouts continue to offer many advantages. The strategy is dynamic
- allowing us to respond to changes in the marketplace and revamp those parts of
the  structure  that no longer meet our goals for a public  subsidiary.  In some
cases,  the potential  rewards for some of our companies have become out of line
with the risks.  We will  continue  to closely  monitor the  performance  of our
spinouts to assess their viability in the public markets.  I wish to stress that
the benefits we  anticipate  from this  reorganization  are long term. We do not
anticipate any material benefits in the short term."

      John N.  Hatsopoulos,  president  and chief  financial  officer  of Thermo
Electron,  added, "Our number one goal for this plan is to simplify our company.
We also expect that larger,  more closely aligned businesses will strengthen our
competitive positions.  Larger size should create better liquidity for investors
by increasing the public float, and, we believe, keep in proper perspective some
of the problems experienced by our smaller subsidiaries."

      The proposed  corporate  reorganization  is best  outlined in four general
categories:

   1. Reorganization of biomedical businesses. The wholly owned biomedical group
      of Thermo  Electron,  called Thermo  Biomedical,  would be  transferred to
      Thermo Electron's  Thermedics subsidiary to better position the company to
      expand its presence in that marketplace,  while creating a focused company
      for healthcare investors.  Thermo Biomedical,  which includes Bear Medical
      Systems Inc.;  Bird Products  Corporation;  Bird Life Design  Corporation;
      Stackhouse Inc.; SensorMedics Corporation; Medical Data Electronics, Inc.;
      and Nicolet Biomedical Inc., had unaudited 1997 revenues of

                                     -more-
$232 million. These companies would be transferred from Thermo Electron
      to Thermedics in exchange for Thermedics shares.

   2. Realignment of instrument  companies.  First,  Thermedics'  non-biomedical
      public  subsidiaries - Thermo Sentron,  Thermedics  Detection,  and Thermo
      Voltek (if not sold to an unaffiliated third party) - would be transferred
      to  Thermo  Electron's  Thermo  Instrument  Systems  subsidiary,  creating
      efficiencies by aligning these industrial  instrumentation businesses with
      the instrument family of companies for a better strategic fit. Thermedics'
      majority  ownership in each of these  subsidiaries would be transferred to
      Thermo  Electron  for  shares of  Thermedics  common  stock held by Thermo
      Electron.  Thermo Electron, in turn, would transfer these equity interests
      to Thermo Instrument Systems in exchange for cash. If Thermo Voltek is not
      sold to an  unaffiliated  third  party,  it would  become  a wholly  owned
      subsidiary of Thermo Instrument Systems.
            Second, two public Thermo Instrument Systems  subsidiaries - Metrika
      Systems and ONIX Systems - and Thermo Sentron, would be merged to form one
      combined  majority-owned  public subsidiary of Thermo Instrument  Systems.
      The  company  believes  that  the  combined  entity,   with  complementary
      products, technologies, and distribution networks, would be better able to
      address the market for  industrial  sensors and advanced  process  control
      systems.  Shareholders of each of the three companies would receive shares
      of common stock in the combined entity in exchange for their shares in the
      subsidiaries.
            Third,  ThermoSpectra,  a public  subsidiary  of  Thermo  Instrument
      Systems,  along with  Thermedics  Detection,  would be taken  private  and
      become   wholly  owned   subsidiaries   of  Thermo   Instrument   Systems.
      ThermoSpectra and Thermedics Detection  shareholders would receive cash or
      Thermo  Instrument  Systems  common  stock in exchange for their shares of
      common stock of ThermoSpectra or Thermedics Detection.

   3. Consolidation of industrial outsourcing companies.  The public and private
      subsidiaries of Thermo  Electron's  Thermo  TerraTech  subsidiary - Thermo
      Remediation,   The  Randers  Group,   and  Thermo   EuroTech  -  would  be
      consolidated  into Thermo  TerraTech to strengthen the group's  ability to
      compete in the industrial and environmental  outsourcing  markets, as well
      as  enhance  their  ability  to  withstand   adverse  market   conditions.
      Shareholders of each of these  subsidiaries  would receive common stock in
      Thermo TerraTech in exchange for their shares in the subsidiaries.

   4. Other strategic  reorganizations.  Thermo Coleman, a private subsidiary of
      Thermo  Electron,  would  be  merged  into  Thermo  Electron's  ThermoTrex
      subsidiary,  consolidating the company's R&D and government-contract  work
      within one entity to offer greater efficiencies and enhance  opportunities
      to develop and  commercialize  technologies.  Thermo Coleman  shareholders
      would  receive  shares of  ThermoTrex  common  stock in exchange for their
      Thermo Coleman shares.
            Also, Thermo Power, a public subsidiary of Thermo Electron, would be
      taken  private and become a wholly owned  subsidiary  of Thermo  Electron.
      Shareholders  of Thermo Power would receive cash or Thermo Electron common
      stock in exchange for their shares of Thermo Power common stock.

                                     -more-

      All convertible  debentures previously issued by subsidiaries that will no
longer be majority-owned  entities following this reorganization will be assumed
by the surviving  public parent  company,  and will be  convertible  into common
stock of that company.  Thermo Electron's guarantee of each of these convertible
debentures will not be affected by the proposed reorganization.

      While  these   transactions  will  generate   numerous  costs,   including
investment  banking fees, legal fees, and government  filings,  the company does
not believe that any significant restructuring charges will be necessary.

      The  company  also  plans to divest of certain  non-strategic  businesses,
totaling approximately $100 million in revenues,  that no longer fit its profile
for long-term growth potential.
Proposed Corporate Reorganization
                    Boldface type indicates public entity (*)

*Thermo Electron                        *Thermo Instrument
      Thermo Power                           Thermedics Detection
      Tecomet                                ThermoSpectra
      Peter Brotherhood                      Thermo Voltek
      Napco                                  *ThermoQuest
                                             *Thermo BioAnalysis
*Thermo Ecotek                               *Thermo Optek
                                             *Thermo Vision
*Thermo Fibertek                             *New Co. (Thermo Sentron,
      *Thermo Fibergen                        Metrika Systems, ONIX
                                              Systems)

*Thermo TerraTech                       *ThermoTrex
      Thermo Remediation                     Thermo Coleman
      Randers Group                          *Trex Medical
      Thermo EuroTech                        *ThermoLase

*Thermedics
      Thermo Biomedical
      *Thermo Cardiosystems

      All  of  these  transactions  will  be  subject  to  numerous  conditions,
including   establishment  of  prices  and  exchange  ratios,   confirmation  of
anticipated tax consequences,  approval by the board of directors (including the
independent  directors)  of each of the  affected  majority-owned  subsidiaries,
negotiation and execution of definitive  purchase and sale or merger agreements,
clearance by the Securities and Exchange  Commission of registration  statements
and/or  proxy  materials  regarding  the  proposed   transactions,   and,  where
appropriate,   fairness  opinions  from  investment   banking  firms.  Any  such
transactions that will involve a public offering of securities will be made only
by means of a prospectus.

                                     -more-

      Thermo Electron Corporation is a world leader in analytical and monitoring
instruments;     biomedical    products    including    heart-assist    devices,
respiratory-care  equipment,  and mammography  systems;  and paper recycling and
papermaking equipment. The company also develops  alternative-energy systems and
clean fuels,  provides a range of services including industrial  outsourcing and
environmental-liability  management,  and conducts  research and  development in
advanced imaging,  laser communications,  and electronic  information-management
technologies.  With annual worldwide sales of $3.6 billion,  Thermo Electron has
approximately 22,000 employees and operations in 23 countries.  Headquarters are
in Waltham,  Massachusetts.  More  information  is  available on the Internet at
http://www.thermo.com.

This press release contains forward-looking  statements that involve a number of
risks and  uncertainties.  Important  factors that could cause actual results to
differ  materially from those indicated by such  forward-looking  statements are
set forth under the heading  "Forward-looking  Statements"  in Exhibit 13 to the
company's annual report on Form 10-K, as amended,  for the year ended January 3,
1998. These include risks and  uncertainties  relating to: the company's spinout
and acquisition strategies, competition, international operations, technological
change,  possible  changes  in  governmental  regulations,  regulatory  approval
requirements,  capital spending and government  funding policies,  dependence on
intellectual  property  rights,  and the  potential  impact  of the year 2000 on
processing date-sensitive  information.  In addition to the foregoing risks, the
proposed  corporate  reorganization is subject to the risk that the contemplated
benefits of the plan will not be achieved.

                                    # # #