Analysis results from ASCA and ROSAT observations of the narrow-line S
eyfert 1 galaxy Mrk 766 are reported. In the ASCA observation, we obse
rved rapid variability with a doubling timescale of 1000 s. A spectral
variability event was observed in which the spectrum softened and har
dened above and below similar to 1 keV, respectively, as the flux incr
eased. The spectra could be modeled with five components: an absorbed
power law, warm absorber, iron Kcl line, and soft excess component flu
x. The spectral variability resulted from a highly significant change
in the intrinsic photon index from Gamma similar to 1.6 to similar to
2.0, an increase in the warm absorber ionization, and a marginally sig
nificant decrease in the soft component normalization. A similar to 10
0 eV equivalent width narrow iron K alpha line was detected in the hig
h-state spectrum. Spectral hardening during flux increases was observe
d in three ROSAT observations. The change in intrinsic photon index an
d disappearance of the soft excess component in tile ASCA spectra can
be explained as a transition from a first-order pair-reprocessed spect
rum to a pair cascade brought about by a sudden increase in the inject
ed electron Lorentz factor. The change in the ionization of the warm a
bsorber, though model dependent, could correspond to the increase in f
lux at the oxygen edges resulting from the spectral index change. The
ROSAT spectral variability can be interpreted by variable intensity ha
rd power law and a relatively nonvarying soft component, possibly prim
ary disk emission. These results are compared with those reported from
other narrow-line Seyfert 1 galaxies.