Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                               LOJACK CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

           Massachusetts                                   04-2664794
(State or Other Jurisdiction of                (IRS Employer Identification No.)
Incorporation or Organization)

                       200 Lowder Brook Drive, Suite 1000
                          Westwood, Massachusetts             02090
               (Address of Principal Executive Offices)     (Zip Code)
                                  -------------

                               LoJack Corporation
                        2002 Employee Stock Purchase Plan
                            (Full Title of the Plan)

                                 Joseph F. Abely
                      President and Chief Operating Officer
                               LoJack Corporation
                       200 Lowder Brook Drive, Suite 1000
                          Westwood, Massachusetts 02090
                     (Name and Address of Agent For Service)
                                 (781) 326-4700
          (Telephone Number, Including Area Code, of Agent For Service)
                                  -------------

                                    Copy to:
                             Thomas A. Wooters, Esq.
                            Sullivan & Worcester LLP
                             One Post Office Square
                           Boston, Massachusetts 02109
                                 (617) 338-2800
                                  -------------
<TABLE>
<CAPTION>
                         CALCULATION OF REGISTRATION FEE

                                                         Proposed           Proposed Maximum
    Title of Each Class of         Amount to be      Maximum Offering           Aggregate             Amount of
  Securities to be Registered     Registered (1)    Price Per Unit (2)     Offering Price (2)     Registration Fee
  ---------------------------     --------------    ------------------     ------------------     ----------------
<S>                                 <C>                   <C>                 <C>                      <C>
Common Stock, par value $.01
per share                            250,000               $5.41               $1,352,500               $125

<FN>
(1)      Pursuant to Rule 416(a),  this  registration  statement also covers any additional  securities that may be
         offered or issued in connection with any stock split, stock dividend or similar transaction.

(2)      The proposed maximum offering price per share and the proposed maximum aggregate  offering price have been
         estimated solely for the purpose of determining the amount of the registration fee in accordance with Rule
         457(c) and (h) under the Securities Act of 1933, as amended (the  "Securities  Act"),  on the basis of the
         average of the high and low prices reported on the Nasdaq National Market on April 19, 2002.
</FN>
</TABLE>
<PAGE>
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The following  documents,  which have been filed by LoJack  Corporation
(the "Company") with the Securities and Exchange  Commission (the "Commission"),
are incorporated by reference in and made a part of this registration statement:

         (a) The Company's Form 10-K for the period ended December 31, 2001; and

         (b) The  description  of the  Company's  common stock  contained in the
Company's  registration  statement on Form 8-A filed  January 19, 1983,  and any
amendments or reports filed for the purpose of updating such description.

         All  documents  subsequently  filed with the  Commission by the Company
pursuant to Sections 13(a),  13(c), 14 and 15(d) of the Securities  Exchange Act
of  1934,  as  amended  (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 all securities then remaining  unsold,  shall be
deemed to be incorporated by reference in this registration  statement and to be
a part hereof from the date of filing of such documents.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.

         The validity of the shares  offered  hereby will be passed upon for the
Company by Sullivan & Worcester LLP, Boston,  Massachusetts.  Thomas A. Wooters,
Esq.,  a member of the firm of Sullivan & Worcester  LLP,  owned 7,795 shares of
our  common  stock as of April 24,  2002.  Mr.  Wooters  serves as Clerk for the
Company and certain of the Company's subsidiaries.

Item 6.  Indemnification of Directors and Officers.

         Massachusetts  Business  Corporation Law provides that the Company may,
and the Company's Articles of Organization provide that the Company will, to the
extent legally permissible, indemnify any person serving or who has served as an
officer or a director  of the  Company  against  all  liabilities  and  expenses
reasonably incurred by such person in connection with the defense or disposition
of any action,  suit or other  proceeding,  whether civil or criminal,  in which
such person may be involved or with which such person may be  threatened,  while
serving or  thereafter,  by reason of such  person  being or having been such an
officer  or a director  if such  person  acted in good  faith in the  reasonable
belief that such person's action was in the best interests of the Company.

         The  directors  and  officers of the Company are also  insured  against
liabilities which they incur in their capacity as such under insurance  policies
of the Company.

Item 7.  Exemption From Registration Claimed.

         Not Applicable.

Item 8.  Exhibits.

     Exhibit No.       Description

         5.1      Opinion of Sullivan & Worcester LLP

         23.1     Consent of Sullivan & Worcester LLP (contained in Exhibit 5.1)

         23.2     Consent of Deloitte & Touche LLP

         24.1     Power of Attorney  (included as part of the signature  page of
                  this registration statement)

         99.1     2002 Employee Stock Purchase Plan
<PAGE>

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.  Notwithstanding the foregoing, any increase or decrease in volume of
securities  offered (if the total dollar value of  securities  offered would not
exceed that which was  registered) and any deviation from the low or high end of
the estimated  maximum offering range may be reflected in the form of prospectus
filed with the  Commission  pursuant  to Rule 424(b) if, in the  aggregate,  the
changes in volume and price  represent  no more than a 20 percent  change in the
maximum  aggregate  offering price set forth in the "Calculation of Registration
Fee" table in the effective 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
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
Registrant's  annual report pursuant to Section 13(a) or 15(d) of the Securities
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.

(h) 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 foregoing  provisions,  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  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  Securities
Act of 1933 and will be governed by the final adjudication of such issue.

<PAGE>

                                   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 Town of Westwood,  Commonwealth  of  Massachusetts,  on this
23rd day of April, 2002.

                                       LOJACK CORPORATION


                                       By: /s/ Ronald J. Rossi
                                           Ronald J. Rossi
                                           Chairman of the Board and
                                           Chief Executive Officer

                        POWER OF ATTORNEY AND SIGNATURES

         Each of the  undersigned  officers and directors of LoJack  Corporation
hereby  constitutes and appoints  Ronald J. Rossi,  Joseph F. Abely and Keith E.
Farris,  jointly and severally,  his or her  attorneys-in-fact  and agents, each
with the power of substitution and resubstitution,  for him or her and in his or
her name,  place or stead, in any and all capacities,  to sign any amendments to
this registration  statement on Form S-8, and to file such amendments,  together
with exhibits and other documents in connection  therewith,  with the Securities
and Exchange Commission,  granting to each attorney-in-fact and agent full power
and  authority  to do and  perform  each and every act and thing  requisite  and
necessary to be done in and about the  premises,  as fully as he or she might or
could do in person, and ratifying and confirming all that the  attorneys-in-fact
and agents, or his or her substitute or substitutes,  may do or cause to be done
by virtue hereof.

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
registration  statement  has been signed below by the  following  persons in the
capacities and on the date indicated.
<TABLE>
<CAPTION>
Signature                                   Title                                       Date
<S>                                        <C>                                         <C>
/s/ Ronald J. Rossi                         Chairman of the Board                       April 23, 2002
Ronald J. Rossi                             and Chief Executive Officer
                                            (principal executive officer)

/s/ Joseph F. Abely                         President, Chief Operating Officer          April 23, 2002
Joseph F. Abely                             and Director

/s/ Robert J. Murray                        Director                                    April 24, 2002
Robert J. Murray

/s/ John H. MacKinnon                       Director                                    April 23, 2002
John H. MacKinnon

/s/ Lee T. Sprague                          Director                                    April 22, 2002
Lee T. Sprague

/s/ Larry C. Renfro                         Director                                    April 22, 2002
Larry C. Renfro

____________________                        Director
Harvey Rosenthal

/s/ Robert L. Rewey                         Director                                    April 22, 2002
Robert L. Rewey

/s/ Keith E. Farris                         Vice President (Finance) and                April 22, 2002
Keith E. Farris                             Chief Financial Officer (principal
                                            financial and accounting officer)
</TABLE>

<PAGE>

                                  EXHIBIT INDEX

     Exhibit No.       Description

         5.1      Opinion of Sullivan & Worcester LLP

         23.1     Consent of Sullivan & Worcester LLP (contained in Exhibit 5.1)

         23.2     Consent of Deloitte & Touche LLP

         24.1     Power of Attorney  (included as part of the signature  page of
                  this registration statement)

         99.1     2002 Employee Stock Purchase Plan
[{"type": "S-8", "sequence": "1", "filename": "lojack_s8.txt", "secsgml_size_bytes": 14969}]
{"company-data": {"conformed-name": "LOJACK CORP", "cik": "0000355777", "assigned-sic": "3669", "irs-number": "042664794", "state-of-incorporation": "MA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-86840", "film-number": "02619439"}, "business-address": {"street1": "333 ELM ST", "city": "DEBHAM", "state": "MA", "zip": "02026", "phone": "6173264700"}, "mail-address": {"street1": "333 ELM ST", "street2": "333 ELM ST", "city": "DEDHAM", "state": "MA", "zip": "02026"}}
Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                               LOJACK CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

           Massachusetts                                   04-2664794
(State or Other Jurisdiction of                (IRS Employer Identification No.)
Incorporation or Organization)

                       200 Lowder Brook Drive, Suite 1000
                          Westwood, Massachusetts             02090
               (Address of Principal Executive Offices)     (Zip Code)
                                  -------------

                               LoJack Corporation
                        2002 Employee Stock Purchase Plan
                            (Full Title of the Plan)

                                 Joseph F. Abely
                      President and Chief Operating Officer
                               LoJack Corporation
                       200 Lowder Brook Drive, Suite 1000
                          Westwood, Massachusetts 02090
                     (Name and Address of Agent For Service)
                                 (781) 326-4700
          (Telephone Number, Including Area Code, of Agent For Service)
                                  -------------

                                    Copy to:
                             Thomas A. Wooters, Esq.
                            Sullivan & Worcester LLP
                             One Post Office Square
                           Boston, Massachusetts 02109
                                 (617) 338-2800
                                  -------------
CALCULATION OF REGISTRATION FEE

                                                         Proposed           Proposed Maximum
    Title of Each Class of         Amount to be      Maximum Offering           Aggregate             Amount of
  Securities to be Registered     Registered (1)    Price Per Unit (2)     Offering Price (2)     Registration Fee
  ---------------------------     --------------    ------------------     ------------------     ----------------
Common Stock, par value $.01
per share                            250,000               $5.41               $1,352,500               $125
(1)      Pursuant to Rule 416(a),  this  registration  statement also covers any additional  securities that may be
         offered or issued in connection with any stock split, stock dividend or similar transaction.

(2)      The proposed maximum offering price per share and the proposed maximum aggregate  offering price have been
         estimated solely for the purpose of determining the amount of the registration fee in accordance with Rule
         457(c) and (h) under the Securities Act of 1933, as amended (the  "Securities  Act"),  on the basis of the
         average of the high and low prices reported on the Nasdaq National Market on April 19, 2002.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The following  documents,  which have been filed by LoJack  Corporation
(the "Company") with the Securities and Exchange  Commission (the "Commission"),
are incorporated by reference in and made a part of this registration statement:

         (a) The Company's Form 10-K for the period ended December 31, 2001; and

         (b) The  description  of the  Company's  common stock  contained in the
Company's  registration  statement on Form 8-A filed  January 19, 1983,  and any
amendments or reports filed for the purpose of updating such description.

         All  documents  subsequently  filed with the  Commission by the Company
pursuant to Sections 13(a),  13(c), 14 and 15(d) of the Securities  Exchange Act
of  1934,  as  amended  (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 all securities then remaining  unsold,  shall be
deemed to be incorporated by reference in this registration  statement and to be
a part hereof from the date of filing of such documents.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.

         The validity of the shares  offered  hereby will be passed upon for the
Company by Sullivan & Worcester LLP, Boston,  Massachusetts.  Thomas A. Wooters,
Esq.,  a member of the firm of Sullivan & Worcester  LLP,  owned 7,795 shares of
our  common  stock as of April 24,  2002.  Mr.  Wooters  serves as Clerk for the
Company and certain of the Company's subsidiaries.

Item 6.  Indemnification of Directors and Officers.

         Massachusetts  Business  Corporation Law provides that the Company may,
and the Company's Articles of Organization provide that the Company will, to the
extent legally permissible, indemnify any person serving or who has served as an
officer or a director  of the  Company  against  all  liabilities  and  expenses
reasonably incurred by such person in connection with the defense or disposition
of any action,  suit or other  proceeding,  whether civil or criminal,  in which
such person may be involved or with which such person may be  threatened,  while
serving or  thereafter,  by reason of such  person  being or having been such an
officer  or a director  if such  person  acted in good  faith in the  reasonable
belief that such person's action was in the best interests of the Company.

         The  directors  and  officers of the Company are also  insured  against
liabilities which they incur in their capacity as such under insurance  policies
of the Company.

Item 7.  Exemption From Registration Claimed.

         Not Applicable.

Item 8.  Exhibits.

     Exhibit No.       Description

         5.1      Opinion of Sullivan & Worcester LLP

         23.1     Consent of Sullivan & Worcester LLP (contained in Exhibit 5.1)

         23.2     Consent of Deloitte & Touche LLP

         24.1     Power of Attorney  (included as part of the signature  page of
                  this registration statement)

         99.1     2002 Employee Stock Purchase Plan
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.  Notwithstanding the foregoing, any increase or decrease in volume of
securities  offered (if the total dollar value of  securities  offered would not
exceed that which was  registered) and any deviation from the low or high end of
the estimated  maximum offering range may be reflected in the form of prospectus
filed with the  Commission  pursuant  to Rule 424(b) if, in the  aggregate,  the
changes in volume and price  represent  no more than a 20 percent  change in the
maximum  aggregate  offering price set forth in the "Calculation of Registration
Fee" table in the effective 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
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
Registrant's  annual report pursuant to Section 13(a) or 15(d) of the Securities
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.

(h) 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 foregoing  provisions,  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  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  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 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 Town of Westwood,  Commonwealth  of  Massachusetts,  on this
23rd day of April, 2002.

                                       LOJACK CORPORATION

                                       By: /s/ Ronald J. Rossi
                                           Ronald J. Rossi
                                           Chairman of the Board and
                                           Chief Executive Officer

                        POWER OF ATTORNEY AND SIGNATURES

         Each of the  undersigned  officers and directors of LoJack  Corporation
hereby  constitutes and appoints  Ronald J. Rossi,  Joseph F. Abely and Keith E.
Farris,  jointly and severally,  his or her  attorneys-in-fact  and agents, each
with the power of substitution and resubstitution,  for him or her and in his or
her name,  place or stead, in any and all capacities,  to sign any amendments to
this registration  statement on Form S-8, and to file such amendments,  together
with exhibits and other documents in connection  therewith,  with the Securities
and Exchange Commission,  granting to each attorney-in-fact and agent full power
and  authority  to do and  perform  each and every act and thing  requisite  and
necessary to be done in and about the  premises,  as fully as he or she might or
could do in person, and ratifying and confirming all that the  attorneys-in-fact
and agents, or his or her substitute or substitutes,  may do or cause to be done
by virtue hereof.

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
registration  statement  has been signed below by the  following  persons in the
capacities and on the date indicated.
Signature                                   Title                                       Date
/s/ Ronald J. Rossi                         Chairman of the Board                       April 23, 2002
Ronald J. Rossi                             and Chief Executive Officer
                                            (principal executive officer)

/s/ Joseph F. Abely                         President, Chief Operating Officer          April 23, 2002
Joseph F. Abely                             and Director

/s/ Robert J. Murray                        Director                                    April 24, 2002
Robert J. Murray

/s/ John H. MacKinnon                       Director                                    April 23, 2002
John H. MacKinnon

/s/ Lee T. Sprague                          Director                                    April 22, 2002
Lee T. Sprague

/s/ Larry C. Renfro                         Director                                    April 22, 2002
Larry C. Renfro

____________________                        Director
Harvey Rosenthal

/s/ Robert L. Rewey                         Director                                    April 22, 2002
Robert L. Rewey

/s/ Keith E. Farris                         Vice President (Finance) and                April 22, 2002
Keith E. Farris                             Chief Financial Officer (principal
                                            financial and accounting officer)
EXHIBIT INDEX

     Exhibit No.       Description

         5.1      Opinion of Sullivan & Worcester LLP

         23.1     Consent of Sullivan & Worcester LLP (contained in Exhibit 5.1)

         23.2     Consent of Deloitte & Touche LLP

         24.1     Power of Attorney  (included as part of the signature  page of
                  this registration statement)

         99.1     2002 Employee Stock Purchase Plan