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 31, 2009

TECHNOLOGY RESEARCH CORPORATION

(Exact name of registrant as specified in its charter)

Florida0-13763< font id="TAB2" style="LETTER-SPACING: 9pt">   59-2095002

     (State or other jurisdiction (Commission File Number) (IRS Employer Identification No.)

         of incorporation)

5250-140th Avenue North, Clearwater, Florida                                                                                                                        & #160;  33760

(Address of principal executive officers)                                                                                                                               0;       (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 2.02 Results of Operations and Financial Condition.

On February 4, 2010, Technology Research Corporation (the “Company”) issued a press release announcing its financial results for the fiscal third quarter ended December 31, 2009.  A copy of the press release is furnished as Exhibit 99.1.  This exhibit is incorporated herein by reference.

The information in this Current Report on Form 8-K, including the exhibit, is furnished pursuant to Item 2.02 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 2.02 hereof and should not be deemed to be “filed” under the Exchange Act.

Exhibit No.                                                                Description

     99.1                                                                       Press release issued February 4, 2010

_______________________________________________________________________________________________

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:  February 4, 2010                                                        By: /s/ Thomas G. Archbold

Name:  Thomas G. Archbold

Title:  Chief Financial Officer

EX-99.1 CHARTER

Exhibit 99.1

For:  TECHNOLOGY RESEARCH CORPORATION	Contact: Thomas G. Archbold
5250 140th Avenue North	Chief Financial Officer
Clearwater, Florida   33760	Tel: (727) 812-0659
Owen Farren, President and CEO	Fax: (727) 535-9691
Web Page: www.trci.net

       TECHNOLOGY RESEARCH CORPORATION REPORTS THIRD QUARTER FINANCIAL RESULTS

CLEARWATER, FLORIDA, February 4, 2010 - Technology Research Corporation (“TRC”), (NASDAQ-TRCI), today announced revenue and earnings for its third fiscal quarter ended December 31, 2009.

Revenue was $7.6 million for the fiscal quarter ended December 31, 2009, a decrease of $0.2 million from revenue of $7.8 million for the fiscal quarter ended December 31, 2008.  Net income for the third fiscal quarter ended December 31, 2009 was $0.5 million or $.08 per diluted common share compared with net income of $0.3 million or $0.04 per diluted common share for the fiscal quarter ended December 31, 2008.

Orders for the third fiscal quarter were $5.8 million, a decrease of $4.8 million from the same fiscal quarter last year.  Military orders were $1.5 million, a decrease of $5.3 million from the third fiscal quarter of the previous year and commercial orders were $4.3 million, an increase of $0.5 million from the third quarter of the prior year.

Net cash and cash equivalents and short-term investments were approximately $12.1 million at December 31, 2009, an increase of approximately $6.2 million from March 31, 2009.

Owen Farren, President & CEO said, “Our third fiscal quarter reflected a $0.5 million improvement in operating margin resulting from an increase in gross margin, which increased as a percentage of revenue to 36.3% in the quarter ended December 31, 2009 from 32.6% in the comparable quarter in the prior year as well as a $0.3 million reduction in operating expenses.  The increased gross margin reflects both a favorable product mix and cost reductions, particularly in overhead.”

The first quarter dividend of $.02 per share was paid on January 15, 2010 to shareholders of record as of December 31, 2009.

************

TRC is an internationally recognized leader in electrical safety products that prevent electrocution and electrical fires and protect against serious injury from electrical shock.  Based on its core technology in ground fault sensing, products are designed to meet the needs of the consumer, commercial and industrial markets worldwide.  The Company also supplies power monitors and control equipment to the United States Military and its prime contractors.

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995:  Some of the statements in this report constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995 and the Securities Exchange Act of 1934.  These statements are related to future events, other future financial performance or business strategies, and may be identified by terminology such as "may," "will," "should," "expects," "scheduled," "plans," "intends," "anticipates," "believes," "estimates," "potential," or "continue," or the negative of such terms, or other comparable terminology.  These statements are only predictions.  Actual events as well as results may differ materially.  In evaluating these statements, you should specifically consider the factors described throughout this report.  We cannot be assured that future results, levels of activity, performance or goals will be achieved.

TECHNOLOGY RESEARCH CORPORATION AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except share and per share data)

(Unaudited)

Three Months Ended December 31,						Nine Months Ended December 31,
	2009		2008			2009		2008
Revenue:
Commercial	$	3,525		3,932			10,569		15,021
Military		3,978		3,774			16,087		10,459
Royalty		85		115			258		269
Total revenue		7,588		7,821			26,914		25,749
Cost of sales		4,832		5,270			16,202		17,140
Gross profit		2,756		2,551			10,712		8,609
Operating expenses:
Selling and marketing		582		701			1,862		2,212
General and administrative		919		1,103			2,917		3,673
Research and development		565		586			1,896		1,716
Total operating expenses		2,066		2,390			6,675		7,601
Income from operations		690		161			4,037		1,008
Other income (expense):
Other income, net		-		165	2		5		545
Interest expense		-		(6)			-		(10	)
Other income, net		-		159			5		535
Income  before income taxes		690		320			4,042		1,543
Income tax expense		208		65			1,128		292
Net income	$	482		255			2,914		1,251
Earnings  per share - basic	$	0.08		0.04			0.49		0.21
Earnings  per share - diluted	$	0.08		0.04			0.48		0.21
Shares outstanding - basic		5,896,728		5,890,828			5,892,903		5,890,828
Shares outstanding - diluted		6,022,855		5,897,310			5,975,212		5,902,647

TECHNOLOGY RESEARCH CORPORATION AND SUBSIDIARY

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

	December 31,			March 31,
ASSETS	2009			2009
Current assets:
Cash and cash equivalents	$	11,117			2,954
Short-term investments		1,000			3,996
Trade and other accounts receivable, net of allowance for doubtful
accounts of $135 at December 31, 2009 and $203 at March 31, 2009		4,725			5,372
Income taxes receivable		597			631
Inventories, net		6,243			8,013
Deferred income taxes		692			622
Prepaid expenses and other current assets		295			265
Total current assets		24,669			21,853
Property, plant and equipment, net of accumulated depreciation of
$10,314 and $9,852, respectively		2,695			3,189
Intangible asset, net of accumulated amortization of $222 and $178, respectively		360			404
Deferred income taxes		94			-
Other assets		33			33
Total assets	$	27,851			25,479
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Trade accounts payable	$	1,383			1,309
Unsettled treasury obligation		-			998
Accrued expenses		1,503			1,422
Accrued dividends		121			121
Total current liabilities		3,007			3,850
Income taxes payable		418			111
Deferred income taxes		-			37
Total liabilities		3,425			3,998
Stockholders' equity:
Common stock $0.51 par value; 10,000,000 shares authorized,
5,945,787 shares issued and 5,920,002 shares outstanding and    5,912,328 shares issued and 5,890,828 outstanding, respectively		3,030			3,015
Additional paid-in capital		10,375			9,982
Retained earnings		11,077			8,524
Common stock held in treasury, 25,785 and 21,500 shares, respectively, at cost		(56	)		(40	)
Total stockholders' equity		24,426			21,481
Total liabilities and stockholders' equity	$	27,851			25,479