8-K

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 and Exchange Act of 1934

Date of Report (Date of earliest event reported):  December 11, 2008

TECHNOLOGY RESEARCH CORPORATION

(Exact name of registrant as specified in its charter)

Florida	0-13763	59-2095002
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

5250-140th Avenue North, Clearwater, Florida	33760
(Address of principal executive officers)	(Zip Code)

Registrant's telephone number, including area code: (727) 535-0572

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 (see General Instruction A.2 below):

[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 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 14d-2(b) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On December 11, 2008, Technology Research Corporation (the “Company”) reconstituted its Nominating Committee of the Board of Directors as the Nominating and Governance Committee and adopted the charter which is furnished as Exhibit 99.1. This exhibit is incorporated herein by reference. Mr. N. John Simmons, Jr. is the Committee chair and the Committee’s members are Mr. Raymond V. Malpocher, Mr. Patrick M. Murphy, and Mr. David F. Walker.  A copy of the Nominating and Governance Committee Charter will be posted on the Company’s corporate governance website as soon as practicable.  Any information on the Company’s website is not incorporated herein by reference.

The information in this Current Report on Form 8-K, including the exhibit, is furnished pursuant to Item 8.01 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section. Furthermore, the information in the Current Report on Form 8-K, including the exhibit, shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits.

(c) The following exhibit is furnished pursuant to Item 8.01 hereof and should not be deemed to be “filed” under the Exchange Act.

Exhibit No. 99.1 Description Nominating and Governance Committee Charter

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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.

	TECHNOLOGY RESEARCH CORPORATION
Date:  March 18, 2009	By:  /s/  Thomas G. Archbold
	Name: Thomas G. Archbold
	Title: Chief Financial Officer

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EX-99.1 CHARTER

Exhibit 99.1

Technology Research Corporation

Nominating and Governance Committee Charter

I. Purpose. The Nominating and Corporate Governance Committee (the "Committee") of Technology Research Corporation is appointed by its Board of Directors (the "Board") (the "Company") to provide assistance to the Board in (a) identifying and recommending qualified Board nominees, (b) evaluating the performance and effectiveness of the Board and its committees, and (c) evaluating and recommending corporate governance guidelines and practices.

II. Membership.  The Committee shall be composed of at least three persons, and all of its members will be "independent directors," as determined by the Board in a manner consistent with the "independent director" definition in the listing requirements of the National Association of Securities Dealers or other exchange on which the Company’s securities are listed.  The Board, on the recommendation of the Committee, shall elect members to fill vacancies on the Committee, as necessary. The Board shall designate one of the Committee members as Chairperson.  The Board may remove and replace Committee members.

III. Responsibilities.  The Committee shall have the responsibility and authority to do the following:

A. Director Nominations

1. Identify and make recommendations to the Board regarding nominees for board membership, whether for the slate of director nominees to be proposed by the Board to the shareholders or any director nominees to be elected by the Board to fill interim director vacancies or newly-created directorships.

2. Retain, at its discretion, a search firm to identify director candidates.  The Committee shall have sole authority to approve the search firm's fees and other retention terms and to terminate the search firm.

3. Review director candidates submitted by shareholders.

B. Corporate Governance

1. Review and recommend corporate governance practices and policies of the Company and make recommendations to the Board.

2. Consider and make recommendations to the Board concerning the size and composition of the Board.

3. Develop and recommend to the Board guidelines and criteria to determine the qualifications of directors.

4. Make recommendations to the Board regarding committee structure and delegated committee responsibilities.

5. Evaluate and recommend any revisions to Board and committee meeting policies and logistics.

6. Recommend performance criteria for and review the effectiveness of the operation of the Board and its committees, including reviewing governance and operating practices.

7. Consider and make recommendations to the Board concerning executive sessions of non-management directors.

8. Review conflicts of interest that affect the Company, or one or more directors or executive officers, as referred to it by the Board, the CEO or another person.

9. Consider requests for waivers of, or exceptions to, the Company's codes of ethics and compliance policies and make recommendations to the full Board for decision.

10. The Committee may form and delegate authority to subcommittees formed in accordance with applicable law, when appropriate in its view.

IV. Meetings.  The Committee will meet a minimum of twice per year and more frequently as circumstances require.

Effective Date:  December 11, 2008