UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON DC 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, 2006

                                KOPIN CORPORATION
                                -----------------
             (Exact Name of Registrant as Specified in its Charter)


          DELAWARE                   000-19882               04-2833935
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(State or Other Jurisdiction        (Commission             (IRS Employer
     of Incorporation)              File Number)          Identification No.)


                    200 John Hancock Road, Taunton, MA 02780
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               (Address of Principal Executive Offices) (Zip Code)


        Registrant's telephone number, including area code (508) 824-6696
                                                           --------------

Check the appropriate box below if the Form 8-K filing is intended to 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 2.02. Results of Operations and Financial Condition.
           ---------------------------------------------

     Kopin Corporation issued a press release on May 9, 2006, a copy of which is
attached as Exhibit 99.1 to this report and incorporated herein by this
reference, in which it announced financial results for the quarter ended April
1, 2006. This information shall not be deemed to be "filed" for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be
deemed to be incorporated by reference in any filing under the Securities Act of
1933, as amended.


Item 9.01. Financial Statements and Exhibits.
           ---------------------------------

(d)  Exhibits.
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           99.1  Kopin Corporation Press Release, dated May 9, 2006.





                                    SIGNATURE

     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.

                                    KOPIN CORPORATION


Dated: May 9, 2006          By: /s/ Richard A. Sneider
                                --------------------------------
                                    Richard A. Sneider
                                    Treasurer and Chief Financial Officer
                                    (Principal Financial and Accounting Officer)