content: UNITED STATES
                         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
  
                                   JULY 26, 2005
             Date of report (Date of earliest event reported)
  
                                     TSR, INC.
  
               (Exact Name of Registrant as Specified in its charter)
  
  DELAWARE                        0-8656                      13-2635899
  --------                ----------------------          ------------------
  (State or Other        (Commission File Number)         (I.R.S. Employer
  Jurisdiction                                            Identification No.)
  of Incorporation)
  
                        400 OSER AVENUE, HAUPPAUGE, NY 11788
  --------------------------------------------------------------------------------
             (Address of Principal Executive Offices) (Zip Code)
  
                                   (631)231-0333
  --------------------------------------------------------------------------------
                (Registrant's Telephone Number, Including Area Code)
  
  --------------------------------------------------------------------------------
           (Former Name or Former Address, If Changed Since Last Report)
  
  Check the appropriate box below if the Form 8-K filing is intended to
  simultaneously satisfy the filing obligation of the registrant under any of the
  following provisions.
  
  ___     Written communication pursuant to Rule 425 under the Securities Act
          (17 CFR 230.425)
  ___     Soliciting material pursuant to Rule 14a-12 under the Exchange Act
          (17 CFR 240.14a-12)
  ___     Pre-commencement communications pursuant to Rule 14d-2(b) under the
          Exchange Act (17 CFR 240.14d-2(b))
  ___     Pre-commencement communications pursuant to rule 13e-4(c) under the
          Exchange Act (17 CFR 240.13e-4(c))
  
  <PAGE>
  
  ITEM  1.01.  Entry  into a  Material  Definitive  Agreement.
  On July 26, 2005,  effective as of June 1, 2005, the Company  entered into a new
  employment agreement with John Sharkey, Vice President of Finance and Controller
  of the  Company.  The  agreement  is for a term  ending  on May 31,  2010.  This
  agreement  supersedes  his prior  employment  agreement,  which was scheduled to
  terminate on December 31, 2005.
  
  ITEM 9.  Financial Statements and Exhibits.
           Exhibit 10.1   Employment Agreement dated as of June 1, 2005 between
                          the Company and John Sharkey
  
           Exhibit 27.1   Press Release dated July 26, 2005
  
  ITEM 12. Results of Operation and Financial Condition.
  
       On July 26, 2004, the Registrant issued a press release with respect to its
  operating  results for the year ended May 31,  2005, a copy of which is filed as
  Exhibit 27.1.
  
  <PAGE>
  
                                     SIGNATURES
  
       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 hereunto duly authorized.
  
                                  TSR, INC.
  
                                  By: S/ JOHN G. SHARKEY
                                  ---------------------------------------
                                  Name: John G. Sharkey
                                  Title: Vice President and Secretary
  
  Date:    July 28, 2005
  
  <PAGE>
  
                                   EXHIBIT INDEX
  
  Exhibit No.     Description
  
  10.1            Employment Agreement dated as of June 1, 2005 between the
                  Company and John Sharkey
  
  27.1            Press Release dated July 26, 2005
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "e1123247.txt", "secsgml_size_bytes": 3828}]
metadata_filer: {"company-data": {"conformed-name": "TSR INC", "cik": "0000098338", "assigned-sic": "7371", "irs-number": "132635899", "state-of-incorporation": "DE", "fiscal-year-end": "0531"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-08656", "film-number": "05981624"}, "business-address": {"street1": "400 OSER AVE", "city": "HAUPPAUGE", "state": "NY", "zip": "11788", "phone": "5162310333"}, "mail-address": {"street1": "400 OSER AVENUE", "city": "HAUPPAUGE", "state": "NY", "zip": "11788"}, "former-company": {"former-conformed-name": "TIME SHARING RESOURCES INC", "date-changed": "19840129"}}
text: UNITED STATES
                         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
  
                                   JULY 26, 2005
             Date of report (Date of earliest event reported)
  
                                     TSR, INC.
  
               (Exact Name of Registrant as Specified in its charter)
  
  DELAWARE                        0-8656                      13-2635899
  --------                ----------------------          ------------------
  (State or Other        (Commission File Number)         (I.R.S. Employer
  Jurisdiction                                            Identification No.)
  of Incorporation)
  
                        400 OSER AVENUE, HAUPPAUGE, NY 11788
  --------------------------------------------------------------------------------
             (Address of Principal Executive Offices) (Zip Code)
  
                                   (631)231-0333
  --------------------------------------------------------------------------------
                (Registrant's Telephone Number, Including Area Code)
  
  --------------------------------------------------------------------------------
           (Former Name or Former Address, If Changed Since Last Report)
  
  Check the appropriate box below if the Form 8-K filing is intended to
  simultaneously satisfy the filing obligation of the registrant under any of the
  following provisions.
  
  ___     Written communication pursuant to Rule 425 under the Securities Act
          (17 CFR 230.425)
  ___     Soliciting material pursuant to Rule 14a-12 under the Exchange Act
          (17 CFR 240.14a-12)
  ___     Pre-commencement communications pursuant to Rule 14d-2(b) under the
          Exchange Act (17 CFR 240.14d-2(b))
  ___     Pre-commencement communications pursuant to rule 13e-4(c) under the
          Exchange Act (17 CFR 240.13e-4(c))
  ITEM  1.01.  Entry  into a  Material  Definitive  Agreement.
  On July 26, 2005,  effective as of June 1, 2005, the Company  entered into a new
  employment agreement with John Sharkey, Vice President of Finance and Controller
  of the  Company.  The  agreement  is for a term  ending  on May 31,  2010.  This
  agreement  supersedes  his prior  employment  agreement,  which was scheduled to
  terminate on December 31, 2005.
  
  ITEM 9.  Financial Statements and Exhibits.
           Exhibit 10.1   Employment Agreement dated as of June 1, 2005 between
                          the Company and John Sharkey
  
           Exhibit 27.1   Press Release dated July 26, 2005
  
  ITEM 12. Results of Operation and Financial Condition.
  
       On July 26, 2004, the Registrant issued a press release with respect to its
  operating  results for the year ended May 31,  2005, a copy of which is filed as
  Exhibit 27.1.
  SIGNATURES
  
       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 hereunto duly authorized.
  
                                  TSR, INC.
  
                                  By: S/ JOHN G. SHARKEY
                                  ---------------------------------------
                                  Name: John G. Sharkey
                                  Title: Vice President and Secretary
  
  Date:    July 28, 2005
  EXHIBIT INDEX
  
  Exhibit No.     Description
  
  10.1            Employment Agreement dated as of June 1, 2005 between the
                  Company and John Sharkey
  
  27.1            Press Release dated July 26, 2005