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 9, 2008

ROGERS CORPORATION
(Exact name of Registrant as specified in Charter)

Massachusetts	1-4347	06-0513860
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(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):

⃞ 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 (17 CFR 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 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement

On May 9, 2008, the shareholders of Rogers Corporation approved the Third Amendment to Rogers Corporation 2005 Equity Compensation Plan (the “Third Amendment”), which had been previously approved by the Board of Directors on October 25, 2007. The Third Amendment permits discretionary grants of restricted stock awards and unrestricted stock awards to non-management directors. The Third Amendment is filed herewith as Exhibit 10.1.

Item 7.01 Regulation FD Disclosure.

Rogers Corporation held its annual meeting of shareholders on May 9, 2008 in Hartford, CT. A copy of the press release is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
10.1	Third Amendment to Rogers Corporation 2005 Equity Compensation Plan, filed herewith.
99.1	Press release, dated May 9, 2008, issued by Rogers Corporation (furnished herewith pursuant to Item 7.01).

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/ Dennis M. Loughran
		Dennis M. Loughran
		Vice President, Finance and
		Chief Financial Officer
Date:	May 9, 2008

EX-10.1

Exhibit 10.1

ROGERS CORPORATION2005 EQUITY COMPENSATION PLAN

Third Amendment

Pursuant to the powers and procedures for amendment of the Rogers Corporation 2005 Equity Compensation Plan (the “2005 Plan”), described in Section 15 of the 2005 Plan, the Board of Directors of Rogers Corporation (the “Company”) hereby amends the 2005 Plan, subject to the approval of the Company’s shareholders, as follows:

1.	Effective as of the date hereof, Section 4 is amended by deleting the last sentence thereof and substituting therefore the following:
	“Non-Employee Directors are also eligible to participate in the Plan, but only to the extent provided in Sections 5(b) and 6 below and the following sentence. In addition to the foregoing, Non-Employee Directors are also eligible to receive discretionary grants of Restricted Stock Awards and Unrestricted Stock Awards pursuant to Sections 8 and 10.”
2.	Except as so amended, the 2005 Plan in all other respects is hereby confirmed.

IN WITNESS WHEREOF, the Company’s Board of Directors has caused this Third Amendment to the 2005 Plan to be duly executed on this 9^th day of May, 2008.

	ROGERS CORPORATION
By:	/s/ Robert M. Soffer
	Robert M. Soffer
	Vice President and Secretary

1 of 1

EX-99.1

Exhibit 99.1

Rogers Corp. Holds Annual Meeting of Shareholders

ROGERS, Conn.--(BUSINESS WIRE)--Rogers Corporation (NYSE:ROG) today held its annual meeting of shareholders in Hartford, Connecticut. Shareholders voted to elect all of the nominees to the Board of Directors. They are: Walter E. Boomer, Charles M. Brennan, III, Gregory B. Howey, J. Carl Hsu, Carol R. Jensen, Eileen S. Kraus, William E. Mitchell, Robert G. Paul, and Robert D. Wachob.

The shareholders also approved the third amendment to the Rogers Corporation 2005 Equity Compensation Plan.

In addition, the shareholders ratified Ernst & Young LLP as Rogers' independent registered public accounting firm for the fiscal year ending December 28, 2008.

Robert D. Wachob, President and CEO, reviewed the year’s results with a presentation covering Rogers’ sales, key market segments, global operations, customers, and share price performance.

Rogers Corporation (NYSE:ROG), headquartered in Rogers, CT, is a global technology leader in the development and manufacture of high performance, specialty-material-based products for a variety of applications in diverse markets including: portable communications, communications infrastructure, computer and office equipment, consumer products, ground transportation, aerospace and defense. Rogers operates manufacturing facilities in the United States (Arizona, Connecticut and Illinois), Europe (Ghent, Belgium) and Asia (Suzhou, China). In Asia, the Company maintains sales offices in Japan, China, Taiwan, Korea and Singapore. Rogers has joint ventures in Japan and China with INOAC Corporation, in Taiwan with Chang Chun Plastics Co., Ltd. and in the U.S. with Mitsui Chemicals, Inc.

The world runs better with Rogers. ^® www.rogerscorporation.com

Safe Harbor Statement

Statements in this news release that are not strictly historical may be deemed to be “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on management’s current expectations and are subject to the many uncertainties that exist in the Company’s operations and environment. These uncertainties, which include economic conditions, market demand and pricing, competitive and cost factors, rapid technological change, new product introductions, legal proceedings, and the like, are incorporated by reference in the Rogers Corporation 2007 Form 10-K filed with the Securities and Exchange Commission. Such factors could cause actual results to differ materially from those in the forward-looking statements. All information in this press release is as of May 9, 2008, and Rogers undertakes no duty to update this information unless required by law.

CONTACT:
Rogers Corporation
Financial News Contact:
Dennis M. Loughran, 860-779-5508
Vice President Finance and Chief Financial Officer
FAX: 860-779-4714
or
Investor Contact:
William J. Tryon, 860-779-4037
Manager of Investor and Public Relations
FAX: 860-779-5509
william.tryon@rogerscorporation.com