EXHIBIT 32.1


                    CERTIFICATION OF CEO AND CFO PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

      In connection with the Annual Report on Form 10-K of Refac Optical Group,
a Delaware corporation (the "Company"), for the fiscal year ended December 31,
2005 as filed with the Securities and Exchange Commission on the date hereof
(the "Report"), each of J. David Pierson, as Chief Executive Officer of the
Company, and Raymond A. Cardonne, as Chief Financial Officer of the Company,
hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of his
knowledge:

      (1) The Report fully complies with the requirements of Section 13(a) of
the Securities Exchange Act of 1934; and

      (2) The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.


/s/ J. David Pierson
----------------------
J. David Pierson
Chief Executive Officer
March 31, 2006


/s/Raymond A. Cardonne
----------------------
Raymond A. Cardonne, Jr.
Senior Vice President and CFO
March 31, 2006


      This certification accompanies the Report pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the
Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended.