As filed with the Securities and Exchange Commission on February 7, 2006
                                                     Registration No.
                                                                     -----------

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

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

                                    FORM S-8
                             REGISTRATION STATEMENT

                                      UNDER
                           THE SECURITIES ACT OF 1933

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

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

             FLORIDA                                       59-2095002
(State  or  other  jurisdiction of          (I.R.S. Employer Identification No.)
incorporation  or  organization)

                             5250 140TH AVENUE NORTH
                           CLEARWATER, FLORIDA  33760
               (Address,  including  zip  code,  of Principal Executive Offices)

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

       TECHNOLOGY RESEARCH CORPORATION 1996 STOCK OPTION PERFORMANCE PLAN
                            (Full title of the plan)

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

                                ROBERT S. WIGGINS
                 CHAIRMAN OF THE BOARD, CHIEF EXECUTIVE OFFICER
                         TECHNOLOGY RESEARCH CORPORATION
                             5250 140TH AVENUE NORTH
                            CLEARWATER, FLORIDA 33760
                     (Name and address of agent for service)

                                 (727) 535-0572
          (Telephone number, including area code, of agent for service)

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

                         Copy of all communications to:
                              RANDY K. STERNS, ESQ.
                                 BUSH ROSS, P.A.
                            220 SOUTH FRANKLIN STREET
                              TAMPA, FLORIDA 33602
                                 (813) 224-9255
                                 (813) 223-9620
<PAGE>

<TABLE>
<CAPTION>

                        CALCULATION OF REGISTRATION FEE
                        -------------------------------

                                               Proposed        Proposed
                                                Maximum         Maximum         Amount of
Title of Securities to be    Amount to be   Offering Price     Aggregate(2)   Registration
      Registered             Registered(1)    Per Share(2)   Offering Price        Fee
--------------------------  --------------  ---------------  ---------------  -------------
<S>                              <C>             <C>              <C>              <C>
Common stock,
..51 par value              250,000 shares      $ 7.92        $ 1,980,000      $   211.86
</TABLE>

(1)  In accordance with the provisions of Rule 416 under the Securities Act
     of 1933, as amended, this Registration Statement shall be deemed to cover
     any additional securities that may from time to time be offered or issued
     to prevent dilution resulting from stock splits, stock dividends or similar
     transactions.

(2)  Estimated solely for the purpose of calculating the registration fee
     in accordance with Rules 457(c) and (h) under the Securities Act of 1933
     and based upon the average high and low sale price of the Company's Common
     Stock on the Nasdaq National Market on February 2, 2006.

                                     -2-
<PAGE>

                                  INTRODUCTION

     This Registration Statement on Form S-8 is filed by Technology Research
Corporation, a Florida corporation (the "Registrant"), and relates to 250,000
shares of its common stock, par value $0.51 per share (the "Common Stock"),
issuable to eligible employees of the Registrant under the Technology Research
Corporation 1996 Stock Option Performance Plan (the "Plan").

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

ITEM 1.     PLAN INFORMATION.

     Not filed as part of this Registration Statement pursuant to Note to Part I
of Form S-8.

ITEM 2.     REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

     Not filed as part of this Registration Statement pursuant to Note to Part I
of Form S-8.

                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

ITEM 3.     INCORPORATION OF DOCUMENTS BY REFERENCE.

     We have filed with the Commission and hereby incorporate by reference in
this Registration Statement the following documents:

     (a) Our Annual Report on our Form 10-KSB for the year ended March 31, 2005,
filed on June 29, 2005;

     (b) Our Proxy Statement for 2005 Annual Meeting of Stockholders, filed on
July 8, 2005;

     (c)  All  other  reports and information filed pursuant to Section 13(a) or
15(d)  of  the  Exchange Act subsequent to the end of the fiscal year covered by
our Annual Report referred to in (a) above; and

     (d)  The  description  of  the  Common  Stock  which  is  contained  in our
Registration  Statement  on Form S-1, dated November 6, 1989, File No. 33-31967,
effective  January  16,  1990,  as filed pursuant to the Securities Act of 1933,
under the caption "Description of Securities."

     All  documents  subsequently  filed  by the Registrant pursuant to Sections
13(a),  13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the
filing of a post-effective amendment which indicates that all securities offered
hereby have been sold or which deregisters all securities then remaining unsold,
shall  be  deemed to be incorporated by reference in this Registration Statement
and to be part hereof from the date of filing of such documents.

                                     -3-
<PAGE>

     Any  statement  contained  in  a  document  incorporated  or  deemed  to be
incorporated  by  reference  herein shall be deemed to be modified or superseded
for  purposes  of  this  Registration  Statement  to the extent that a statement
contained  in  any  subsequently  filed  document  which  also  is  deemed to be
incorporated by reference herein modifies or supersedes such statement. Any such
statement  so  modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this Registration Statement.

ITEM  4.  DESCRIPTION  OF  SECURITIES.

     Not  applicable.

ITEM  5.  INTERESTS  OF  NAMED  EXPERTS  AND  COUNSEL.

     Not  applicable.

ITEM  6.  INDEMNIFICATION  OF  DIRECTORS  AND  OFFICERS.

     The  Registrant  is  a  Florida  corporation.  The Registrant's Articles of
Incorporation provides that, to the fullest extent permitted by Florida law, its
directors shall not be liable to the Registrant or its stockholders for monetary
damages  for  breach  of  fiduciary  duty  as  a director. This provision in the
Articles  of Incorporation does not eliminate the directors' fiduciary duty, and
in  appropriate  circumstances,  equitable  remedies such as injunctive or other
forms  of  non-monetary  relief  will  remain  available  under  Florida law.

     In  addition,  each  director  will continue to be subject to liability for
breach of the director's duty of loyalty to the Registrant for acts or omissions
not in good faith or involving intentional misconduct, for knowing violations of
law,  for  actions leading to improper personal benefit to the director, and for
payment  of  dividends  or approval of stock repurchases or redemptions that are
unlawful  under  Florida  law.  The  provision also does not affect a director's
responsibilities  under  any  other  law, such as the federal securities laws or
state or federal environmental laws.

     In  addition,  the  Registrant's  Bylaws  provide  that the Registrant will
indemnify  its  directors and officers and may indemnify its employees and other
agents  to  the fullest extent permitted by Florida law. The Registrant believes
that  indemnification  under  its  Bylaws  covers  at least negligence and gross
negligence  by  indemnified  parties,  and  permits  the  Registrant  to advance
litigation  expenses  in  the  case  of  stockholder derivative actions or other
actions,  against an undertaking by the indemnified party to repay such advances
if  it  is  ultimately  determined that the indemnified party is not entitled to
indemnification.  The Registrant's Bylaws permit, and its Board of Directors has
authorized,  the  purchase  of liability insurance for the Registrant's officers
and directors.

     To  grant  additional  assurances  to  the Registrant's Board of Directors,
Registrant  has  entered  into  an Individual Director Indemnification Agreement
with  each  of  its directors pursuant to which the Registrant has contractually
obligated  itself  to indemnify and advance expenses on behalf of such directors
to  the  extent  permitted  under  Section  607.085  of  the  Florida  Business
Corporation  Act.  These agreements supplement the protections offered under the
Registrant's  Articles of Incoporation, Bylaws, its liability insurance coverage
or  under  Florida  law  and  provide  a  contractual obligation to provide such
indemnity coverage.

     Insofar as indemnification for liabilities arising under the Securities Act
of  1933  may  be  permitted  to  directors, officers or persons controlling the
Registrant  pursuant  to  the  foregoing  provisions,  the  Registrant  has been
informed  that  in  the  opinion of the Securities and Exchange Commission, such
indemnification  is  against public policy as expressed in the Securities Act of
1933  and  is therefore unenforceable. The Registrant believes that its Articles
of  Incorporation  and  Bylaw  provisions  are  necessary  to attract and retain
qualified persons as directors and officers.

                                     -4-
<PAGE>

ITEM  7.  EXEMPTION  FROM  REGISTRATION  CLAIMED.

     Not  applicable.

ITEM  8.  EXHIBITS.

4.1  The  Technology  Research  Corporation  1996  Stock Option Performance Plan
     dated July 1, 1996 is hereby incorporated by reference.
5.1  Legal  Opinion  of  Bush  Ross,  P.A.  regarding  legality  of  the  Common
     Stock.
23.1 Consent  of  Bush  Ross,  P.A.,  counsel  to  the  Registrant  (included in
     Exhibit 5.1)
23.2 Consent  of  Independent  Registered Public Accounting Firm
24.1 Power  of  Attorney

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 to:

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

          (ii) reflect  in  the  prospectus  any  facts  or  event  arising
               after  the  effective  date of the Registration Statement (or the
               most recent post-effective amendment thereof) which, individually
               or  in  the  aggregate,  represents  a  fundamental change in the
               information set forth in the Registration Statement;

          (iii)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  this  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 herein, 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  Registrant's  annual  report pursuant to Section 13(a) or 15(d) of the

                                     -5-
<PAGE>

     Securities  and 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  and  Exchange Act of 1934) that 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 Act may
     be  permitted to directors, officers, and controlling persons of Registrant
     pursuant  to  the  foregoing  provisions  (see  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 Securities Act of 1933 and is therefore, unenforceable. In
     the  event that a claim for indemnification against such liabilities (other
     than  the payment by 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 is against public
     policy  as  expressed in the Securities Act of 1933 and will be governed by
     the final adjudication of such issue.

                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant,
Technology  Research Corporation, a corporation organized and existing under the
laws  of  the  State  of  Florida,  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 Clearwater, State of
Florida,  on  February  7,  2006.

                              Technology  Research  Corporation


                              By: /s/  Robert  S.  Wiggins
                                 -----------------------------------------
                                 Robert S. Wiggins, Chairman of the Board,
                                 Chief Executive Officer
                                 (Principal Executive Officer)

                              By: /s/  Barry  H.  Black
                                 --------------------------------------------
                                 Barry H. Black, Chief Financial Officer
                                 (Principal Financial and Accounting Officer)

                                     -6-
<PAGE>

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
dates  indicated.



Signatures                           Title                      Date
---------------------  ---------------------------------  ----------------

       *
---------------------  Director and Sr. VP of Government
Raymond B. Wood        Operations & Marketing             February 7, 2006
                                                          ----------------

       *
---------------------  Chairman of the Board, Chief
Robert S. Wiggins      Executive Officer                  February 7, 2006
                                                          ----------------

       *
---------------------
Gerry Chastelet        Director                           February 7, 2006
                                                          ----------------

       *
---------------------
Edmund F. Murphy, Jr.  Director                           February 7, 2006
                                                          ----------------

       *
---------------------
Martin L. Poad         Director                           February 7, 2006
                                                          ----------------

       *
---------------------
David F. Walker        Director                           February 7, 2006
                                                          ----------------

*This registration statement has been signed on behalf of the above officers and
directors  by  Scott  J.  Loucks,  as  attorney-in-fact,  pursuant to a power of
attorney filed as Exhibit 24.1 to this registration statement.

                                     -7-
<PAGE>

EXHIBIT  INDEX

4.1     Technology Research Corporation 1996 Stock Option Performance Plan
5.1     Legal Opinion of Bush Ross, P.A.
23.1    Consent of Bush Ross, P.A., counsel to the Registrant (included in
        Exhibit 5.1)
23.2    Consent of Independent Registered Public Accounting Firm
24.1    Power of Attorney

                                     -8-
<PAGE>
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{"company-data": {"conformed-name": "TECHNOLOGY RESEARCH CORP", "cik": "0000741556", "assigned-sic": "3613", "irs-number": "592095002", "state-of-incorporation": "FL", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-131633", "film-number": "06585491"}, "business-address": {"street1": "5250 140TH AVE NORTH", "city": "CLEARWATER", "state": "FL", "zip": "34620", "phone": "8135350572"}, "mail-address": {"street1": "5250 140TH AVENUE NORTH", "city": "CLEARWATER", "state": "FL", "zip": "34620"}}
As filed with the Securities and Exchange Commission on February 7, 2006
                                                     Registration No.
                                                                     -----------

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

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

                                    FORM S-8
                             REGISTRATION STATEMENT

                                      UNDER
                           THE SECURITIES ACT OF 1933

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

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

             FLORIDA                                       59-2095002
(State  or  other  jurisdiction of          (I.R.S. Employer Identification No.)
incorporation  or  organization)

                             5250 140TH AVENUE NORTH
                           CLEARWATER, FLORIDA  33760
               (Address,  including  zip  code,  of Principal Executive Offices)

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

       TECHNOLOGY RESEARCH CORPORATION 1996 STOCK OPTION PERFORMANCE PLAN
                            (Full title of the plan)

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

                                ROBERT S. WIGGINS
                 CHAIRMAN OF THE BOARD, CHIEF EXECUTIVE OFFICER
                         TECHNOLOGY RESEARCH CORPORATION
                             5250 140TH AVENUE NORTH
                            CLEARWATER, FLORIDA 33760
                     (Name and address of agent for service)

                                 (727) 535-0572
          (Telephone number, including area code, of agent for service)

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

                         Copy of all communications to:
                              RANDY K. STERNS, ESQ.
                                 BUSH ROSS, P.A.
                            220 SOUTH FRANKLIN STREET
                              TAMPA, FLORIDA 33602
                                 (813) 224-9255
                                 (813) 223-9620
CALCULATION OF REGISTRATION FEE
                        -------------------------------

                                               Proposed        Proposed
                                                Maximum         Maximum         Amount of
Title of Securities to be    Amount to be   Offering Price     Aggregate(2)   Registration
      Registered             Registered(1)    Per Share(2)   Offering Price        Fee
--------------------------  --------------  ---------------  ---------------  -------------
Common stock,
..51 par value              250,000 shares      $ 7.92        $ 1,980,000      $   211.86
(1)  In accordance with the provisions of Rule 416 under the Securities Act
     of 1933, as amended, this Registration Statement shall be deemed to cover
     any additional securities that may from time to time be offered or issued
     to prevent dilution resulting from stock splits, stock dividends or similar
     transactions.

(2)  Estimated solely for the purpose of calculating the registration fee
     in accordance with Rules 457(c) and (h) under the Securities Act of 1933
     and based upon the average high and low sale price of the Company's Common
     Stock on the Nasdaq National Market on February 2, 2006.

                                     -2-
INTRODUCTION

     This Registration Statement on Form S-8 is filed by Technology Research
Corporation, a Florida corporation (the "Registrant"), and relates to 250,000
shares of its common stock, par value $0.51 per share (the "Common Stock"),
issuable to eligible employees of the Registrant under the Technology Research
Corporation 1996 Stock Option Performance Plan (the "Plan").

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

ITEM 1.     PLAN INFORMATION.

     Not filed as part of this Registration Statement pursuant to Note to Part I
of Form S-8.

ITEM 2.     REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

     Not filed as part of this Registration Statement pursuant to Note to Part I
of Form S-8.

                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

ITEM 3.     INCORPORATION OF DOCUMENTS BY REFERENCE.

     We have filed with the Commission and hereby incorporate by reference in
this Registration Statement the following documents:

     (a) Our Annual Report on our Form 10-KSB for the year ended March 31, 2005,
filed on June 29, 2005;

     (b) Our Proxy Statement for 2005 Annual Meeting of Stockholders, filed on
July 8, 2005;

     (c)  All  other  reports and information filed pursuant to Section 13(a) or
15(d)  of  the  Exchange Act subsequent to the end of the fiscal year covered by
our Annual Report referred to in (a) above; and

     (d)  The  description  of  the  Common  Stock  which  is  contained  in our
Registration  Statement  on Form S-1, dated November 6, 1989, File No. 33-31967,
effective  January  16,  1990,  as filed pursuant to the Securities Act of 1933,
under the caption "Description of Securities."

     All  documents  subsequently  filed  by the Registrant pursuant to Sections
13(a),  13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the
filing of a post-effective amendment which indicates that all securities offered
hereby have been sold or which deregisters all securities then remaining unsold,
shall  be  deemed to be incorporated by reference in this Registration Statement
and to be part hereof from the date of filing of such documents.

                                     -3-
Any  statement  contained  in  a  document  incorporated  or  deemed  to be
incorporated  by  reference  herein shall be deemed to be modified or superseded
for  purposes  of  this  Registration  Statement  to the extent that a statement
contained  in  any  subsequently  filed  document  which  also  is  deemed to be
incorporated by reference herein modifies or supersedes such statement. Any such
statement  so  modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this Registration Statement.

ITEM  4.  DESCRIPTION  OF  SECURITIES.

     Not  applicable.

ITEM  5.  INTERESTS  OF  NAMED  EXPERTS  AND  COUNSEL.

     Not  applicable.

ITEM  6.  INDEMNIFICATION  OF  DIRECTORS  AND  OFFICERS.

     The  Registrant  is  a  Florida  corporation.  The Registrant's Articles of
Incorporation provides that, to the fullest extent permitted by Florida law, its
directors shall not be liable to the Registrant or its stockholders for monetary
damages  for  breach  of  fiduciary  duty  as  a director. This provision in the
Articles  of Incorporation does not eliminate the directors' fiduciary duty, and
in  appropriate  circumstances,  equitable  remedies such as injunctive or other
forms  of  non-monetary  relief  will  remain  available  under  Florida law.

     In  addition,  each  director  will continue to be subject to liability for
breach of the director's duty of loyalty to the Registrant for acts or omissions
not in good faith or involving intentional misconduct, for knowing violations of
law,  for  actions leading to improper personal benefit to the director, and for
payment  of  dividends  or approval of stock repurchases or redemptions that are
unlawful  under  Florida  law.  The  provision also does not affect a director's
responsibilities  under  any  other  law, such as the federal securities laws or
state or federal environmental laws.

     In  addition,  the  Registrant's  Bylaws  provide  that the Registrant will
indemnify  its  directors and officers and may indemnify its employees and other
agents  to  the fullest extent permitted by Florida law. The Registrant believes
that  indemnification  under  its  Bylaws  covers  at least negligence and gross
negligence  by  indemnified  parties,  and  permits  the  Registrant  to advance
litigation  expenses  in  the  case  of  stockholder derivative actions or other
actions,  against an undertaking by the indemnified party to repay such advances
if  it  is  ultimately  determined that the indemnified party is not entitled to
indemnification.  The Registrant's Bylaws permit, and its Board of Directors has
authorized,  the  purchase  of liability insurance for the Registrant's officers
and directors.

     To  grant  additional  assurances  to  the Registrant's Board of Directors,
Registrant  has  entered  into  an Individual Director Indemnification Agreement
with  each  of  its directors pursuant to which the Registrant has contractually
obligated  itself  to indemnify and advance expenses on behalf of such directors
to  the  extent  permitted  under  Section  607.085  of  the  Florida  Business
Corporation  Act.  These agreements supplement the protections offered under the
Registrant's  Articles of Incoporation, Bylaws, its liability insurance coverage
or  under  Florida  law  and  provide  a  contractual obligation to provide such
indemnity coverage.

     Insofar as indemnification for liabilities arising under the Securities Act
of  1933  may  be  permitted  to  directors, officers or persons controlling the
Registrant  pursuant  to  the  foregoing  provisions,  the  Registrant  has been
informed  that  in  the  opinion of the Securities and Exchange Commission, such
indemnification  is  against public policy as expressed in the Securities Act of
1933  and  is therefore unenforceable. The Registrant believes that its Articles
of  Incorporation  and  Bylaw  provisions  are  necessary  to attract and retain
qualified persons as directors and officers.

                                     -4-
ITEM  7.  EXEMPTION  FROM  REGISTRATION  CLAIMED.

     Not  applicable.

ITEM  8.  EXHIBITS.

4.1  The  Technology  Research  Corporation  1996  Stock Option Performance Plan
     dated July 1, 1996 is hereby incorporated by reference.
5.1  Legal  Opinion  of  Bush  Ross,  P.A.  regarding  legality  of  the  Common
     Stock.
23.1 Consent  of  Bush  Ross,  P.A.,  counsel  to  the  Registrant  (included in
     Exhibit 5.1)
23.2 Consent  of  Independent  Registered Public Accounting Firm
24.1 Power  of  Attorney

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 to:

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

          (ii) reflect  in  the  prospectus  any  facts  or  event  arising
               after  the  effective  date of the Registration Statement (or the
               most recent post-effective amendment thereof) which, individually
               or  in  the  aggregate,  represents  a  fundamental change in the
               information set forth in the Registration Statement;

          (iii)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  this  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 herein, 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  Registrant's  annual  report pursuant to Section 13(a) or 15(d) of the

                                     -5-
Securities  and 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  and  Exchange Act of 1934) that 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 Act may
     be  permitted to directors, officers, and controlling persons of Registrant
     pursuant  to  the  foregoing  provisions  (see  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 Securities Act of 1933 and is therefore, unenforceable. In
     the  event that a claim for indemnification against such liabilities (other
     than  the payment by 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 is against public
     policy  as  expressed in the Securities Act of 1933 and will be governed by
     the final adjudication of such issue.

                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant,
Technology  Research Corporation, a corporation organized and existing under the
laws  of  the  State  of  Florida,  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 Clearwater, State of
Florida,  on  February  7,  2006.

                              Technology  Research  Corporation

                              By: /s/  Robert  S.  Wiggins
                                 -----------------------------------------
                                 Robert S. Wiggins, Chairman of the Board,
                                 Chief Executive Officer
                                 (Principal Executive Officer)

                              By: /s/  Barry  H.  Black
                                 --------------------------------------------
                                 Barry H. Black, Chief Financial Officer
                                 (Principal Financial and Accounting Officer)

                                     -6-
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
dates  indicated.

Signatures                           Title                      Date
---------------------  ---------------------------------  ----------------

       *
---------------------  Director and Sr. VP of Government
Raymond B. Wood        Operations & Marketing             February 7, 2006
                                                          ----------------

       *
---------------------  Chairman of the Board, Chief
Robert S. Wiggins      Executive Officer                  February 7, 2006
                                                          ----------------

       *
---------------------
Gerry Chastelet        Director                           February 7, 2006
                                                          ----------------

       *
---------------------
Edmund F. Murphy, Jr.  Director                           February 7, 2006
                                                          ----------------

       *
---------------------
Martin L. Poad         Director                           February 7, 2006
                                                          ----------------

       *
---------------------
David F. Walker        Director                           February 7, 2006
                                                          ----------------

*This registration statement has been signed on behalf of the above officers and
directors  by  Scott  J.  Loucks,  as  attorney-in-fact,  pursuant to a power of
attorney filed as Exhibit 24.1 to this registration statement.

                                     -7-
EXHIBIT  INDEX

4.1     Technology Research Corporation 1996 Stock Option Performance Plan
5.1     Legal Opinion of Bush Ross, P.A.
23.1    Consent of Bush Ross, P.A., counsel to the Registrant (included in
        Exhibit 5.1)
23.2    Consent of Independent Registered Public Accounting Firm
24.1    Power of Attorney

                                     -8-