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 Exchange Act of 1934

Date of Report (Date of Earliest Event Reported):

May 11, 2011

ROGERS CORPORATION

(Exact name of Registrant as specified in Charter)

Massachusetts (State or Other Jurisdiction of Incorporation) 1-4347 (Commission File Number) 06-0513860 (I.R.S. Employer Identification No.)

One Technology Drive, P.O. Box 188, Rogers, Connecticut 06263-0188

(Address of Principal Executive Offices and Zip Code)

(860) 774-9605

(Registrant's telephone number, including area code)

Not Applicable

(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 (see General Instruction A.2. below):

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 204.13e-4(c))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e)On May 11, 2011, the Compensation and Organization Committee of the Board of Directors (the "Committee") of Rogers Corporation approved and adopted the Fourth Amendment to the Rogers Corporation Annual Incentive Compensation Plan (the "Plan").  The Fourth Amendment replaces Section 4.2 of the Plan in order to modify and clarify the weighting of various performance criteria used to calculate the incentive awards for each participant group.  The Fourth Amendment is effective for the 2011 fiscal year.  This description is qualified in its entirety by reference to the Fourth Amendment, which is filed as Exhibit 10.1 to this Form 8-K, and is hereby incorporated by reference.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
10.1	Fourth Amendment to the Rogers Corporation Annual Incentive Compensation Plan

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.

ROGERS CORPORATION

By:/s/ Terry W. Mahoney

 Terry W. Mahoney

 Vice President and General Counsel

Date:  May 18, 2011

EX-10.1

Exhibit 10.1

FOURTH AMENDMENT

TO THE

ROGERS CORPORATION

ANNUAL INCENTIVE COMPENSATION PLAN

WHEREAS, Rogers Corporation, a Massachusetts corporation (the “Company”), maintains the Rogers Corporation Annual Incentive Plan (the “Plan”); and

WHEREAS, the Compensation and Organization Committee of the Board of Directors (the “Committee”) has determined that it is in the Company’s best interest to amend the Plan as set forth below.

NOW, THEREFORE, by virtue and in exercise of the power reserved to the Committee and pursuant to the authority delegated to the undersigned officer of the Company by action taken by the Committee, the Plan be and is hereby amended as follows, effective January 1, 2011:

By substituting Section 4.2 with the following new Section 4.2:

Performance Weights by Participant group are as follows:

Position	Rogers Sales Performance	Rogers Earning Per Share	Weighted Average Division Profit Performance [2]	Divisional Sales Performance	Divisional Profit Performance
Board Appointed Officers (other than the CEO)[1]	50%	50%
Other Corporate Participants	50%	25%	25%
Other Division Participants	15%	15%		35%	35%

1. Excluding the CEO

2. “The Weighted Average Division Profit Performance (WADPP) portion for each Corporate Report will be determined by multiplying 25% of his or her Target Award by the result obtained by the Weighted Average Division Profit Performance (WADDP%). WADDP% is calculated as follows:

A. (Division 2011 Sales Target / Rogers 2011 Sales Target) = Division Weighting %

B. Division Weighting % * Division Profit Attainment % = Division Weighted Attainment %

C. Sum of All Divisions’ (Division Weighted Attainment %) = WADPP%

Calculations of the actual percentage of the Target Awards will be made by interpolating between points on the Performance Measurement Schedule.

Not withstanding anything to the contrary contained herein, the Committee may in its sole discretion vary performance weights for each executive officer on a case-by-case basis as it deems appropriate.

Except as expressly amended by this Fourth Amendment, the Plan in all other respects remains in full force and effect and is hereby confirmed.

IN WITNESS WHEREOF, the Committee has caused this Fourth Amendment to the Plan to be duly executed on this 11th day of May, 2011.

ROGERS CORPORATION

By: /s/ Peter G. Kaczmarek

Its:  Senior Vice President