content: <PAGE>
     As filed with the Securities and Exchange Commission on September 18, 2002
  
                                                              File No. 333-_______
  ================================================================================
  
                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
  
                                      FORM S-8
  
                               REGISTRATION STATEMENT
  
                                        Under
  
                             THE SECURITIES ACT OF 1933
  
                              FORRESTER RESEARCH, INC.
               (Exact name of registrant as specified in its charter)
  
            DELAWARE                                        04-2797789
   (State or other jurisdiction                           (I.R.S. Employer
  of incorporation or organization)                       Identification No.)
  
  
                                400 Technology Square
                           Cambridge, Massachusetts 02139
                                   (617) 497-7090
            (Address of principal executive offices, including zip code)
  
                     AMENDED AND RESTATED 1996 STOCK OPTION PLAN
                             FOR NON-EMPLOYEE DIRECTORS
  
  
                              ------------------------
                              (Full title of the plan)
  
                              TIMOTHY J. MOYNIHAN, ESQ.
                            General Counsel and Secretary
                              Forrester Research, Inc.
                                400 Technology Square
                           Cambridge, Massachusetts 02139
                                   (617) 497-7090
                                (617) 868-0577 (Fax)
  
                   ---------------------------------------------
   (Name, Address and Telephone Number, including Area Code, of Agent for Service)
  
  <TABLE>
  <CAPTION>
                                   CALCULATION OF REGISTRATION FEE
  =================================================================================================
   Title of Securities   Amount to be     Proposed maximum    Proposed maximum    Amount of
   to be registered      registered       offering price      aggregate offering  registration fee
                                          per share(1)        price(1)
  -------------------------------------------------------------------------------------------------
  
  <S>                  <C>                 <C>                 <C>                <C>
  Common Stock,
  par value $0.01      300,000 shares       $16.11               $4,833,000         $445
  =================================================================================================
  </TABLE>
  
  (1)  The offering price per share and the maximum aggregate offering price have
       been estimated solely for the purpose of determining the registration fee
       pursuant to Rule 457(h) on the basis of the average of the high and low
       prices of Forrester Research, Inc. Common Stock, par value $0.01 per share,
       reported on the Nasdaq National Market on September 17, 2002.
  
  ================================================================================
  <PAGE>
  
                                  EXPLANATORY NOTE
  
      This Registration Statement has been filed pursuant to General Instruction E
  on Form S-8, to register 300,000 additional shares of common stock to be offered
  pursuant to the Amended and Restated 1996 Stock Option Plan for Non-Employee
  Directors (the "1996 Plan") of Forrester Research, Inc. (the "Company"). A
  registration statement on Form S-8 (No. 333-22749), filed with the Commission on
  March 4, 1997 to register 5,800,000 shares of common stock offered pursuant to
  the 1996 Plan and the Amended and Restated Forrester Research, Inc. 1996 Equity
  Incentive Plan, is currently effective and is hereby incorporated herein by
  reference.
  
      All references to shares of Company common stock have been adjusted to
  reflect the stock split effected in the form of a 100% stock dividend on
  February 7, 2000.
  
                                      PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 8.     EXHIBITS
  -------     --------
  
   5          Opinion of Ropes & Gray
  
  10.1        Amended and Restated 1996 Stock Option Plan for Non-Employee
              Directors (incorporated by reference from the Company's Quarterly
              Report on Form 10-Q for the quarter ended March 31, 2002, filed
              with the Commission on May 15, 2002)
  
  23.1        Notice Regarding Consent of Arthur Andersen LLP
  
  23.2        Consent of Ropes & Gray (contained in the opinion filed as
              Exhibit 5 hereto)
  
  24          Power of Attorney (included as part of the signature page filed
              herewith)
  
                                        -2-
  <PAGE>
  
                                     SIGNATURES
  
           Pursuant to the requirements of the Securities Act of 1933, the
  Registrant certifies that it has reasonable grounds to believe that it meets all
  of the requirements for filing on Form S-8 and has duly caused this Registration
  Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto
  duly authorized, in the City of Cambridge, The Commonwealth of Massachusetts, on
  this 18th day of September, 2002.
  
  
                                            FORRESTER RESEARCH, INC.
  
  
                                            By: /s/ George F. Colony
                                               ------------------------------
                                               Name:  George F. Colony
                                               Title: Chairman of the Board
                                                      and Chief Executive Officer
  
  
                                  POWER OF ATTORNEY
  
           Pursuant to the requirement of the Securities Act of 1933, this
  Registration Statement has been signed by the following persons in the
  capacities and on the dates indicated. Each person whose signature appears below
  hereby authorizes and constitutes George F. Colony, Warren Hadley and Timothy J.
  Moynihan with full power of substitution, to execute in the name of and on
  behalf of such person any amendment (including any post-effective amendment) to
  this Registration Statement, and any subsequent registration statement for the
  same offering that may be filed under Rule 462(b) under the Securities Act, and
  to file the same, with exhibits thereto, and other documents in connection
  therewith, making such changes in this Registration Statement and any subsequent
  registration statement under Rule 462(b) as the person(s) so acting deems
  appropriate.
  
  <TABLE>
  <CAPTION>
  
  Signature                       Title                                   Date
  ---------                       -----                                   ----
  
  <S>                             <C>                                 <C>
  /s/ George F. Colony            Chairman of the Board and Chief    September 18, 2002
  ----------------------------    Executive Officer (principal
  George F. Colony                executive officer)
  
  
  /s/ Warren Hadley               Chief Financial Officer and        September 18, 2002
  ----------------------------    Treasurer (principal financial
  Warren Hadley                   and accounting officer)
  
  
  /s/ Robert M. Galford           Director                           September 18, 2002
  ----------------------------
  Robert M. Galford
  
  /s/ George R. Hornig            Director                           September 18, 2002
  ----------------------------
  George R. Hornig
  </TABLE>
  
                                        -3-
  <PAGE>
  <TABLE>
  <CAPTION>
  
  Signature                       Title                                   Date
  ---------                       -----                                   ----
  <S>                             <C>                                 <C>
  
  /s/ Michael H. Welles           Director                        September 18, 2002
  ----------------------------
  Michael H. Welles
  
  /s/ Henk W. Broeders            Director                        September 18, 2002
  ----------------------------
  Henk W. Broeders
  </TABLE>
  
  
                                        -4-
  <PAGE>
               EXHIBIT INDEX
  
  <TABLE>
  <CAPTION>
  Number    Title of Exhibit                                                       Page
  ------    ----------------                                                       ----
  <S>       <C>                                                                    <C>
   5        Opinion of Ropes & Gray                                                6
  
  10.1      Amended and Restated 1996 Stock Option Plan for Non-Employee
            Directors (incorporated by reference from the Company's Quarterly
            Report on Form 10-Q for the quarter ended March 31, 2002, filed with
            the Commission on May 15, 2002)                                        N/A
  
  23.1      Notice Regarding Consent of Arthur Andersen LLP                        7
  
  23.2      Consent of Ropes & Gray (contained in the
            opinion filed as Exhibit 5 hereto)                                     6
  
  24        Power of Attorney (included as part of the
            signature page filed herewith)                                         3
  </TABLE>
  
                                        -5-
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text: As filed with the Securities and Exchange Commission on September 18, 2002
  
                                                              File No. 333-_______
  ================================================================================
  
                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
  
                                      FORM S-8
  
                               REGISTRATION STATEMENT
  
                                        Under
  
                             THE SECURITIES ACT OF 1933
  
                              FORRESTER RESEARCH, INC.
               (Exact name of registrant as specified in its charter)
  
            DELAWARE                                        04-2797789
   (State or other jurisdiction                           (I.R.S. Employer
  of incorporation or organization)                       Identification No.)
  
                                400 Technology Square
                           Cambridge, Massachusetts 02139
                                   (617) 497-7090
            (Address of principal executive offices, including zip code)
  
                     AMENDED AND RESTATED 1996 STOCK OPTION PLAN
                             FOR NON-EMPLOYEE DIRECTORS
  
                              ------------------------
                              (Full title of the plan)
  
                              TIMOTHY J. MOYNIHAN, ESQ.
                            General Counsel and Secretary
                              Forrester Research, Inc.
                                400 Technology Square
                           Cambridge, Massachusetts 02139
                                   (617) 497-7090
                                (617) 868-0577 (Fax)
  
                   ---------------------------------------------
   (Name, Address and Telephone Number, including Area Code, of Agent for Service)
  CALCULATION OF REGISTRATION FEE
  =================================================================================================
   Title of Securities   Amount to be     Proposed maximum    Proposed maximum    Amount of
   to be registered      registered       offering price      aggregate offering  registration fee
                                          per share(1)        price(1)
  -------------------------------------------------------------------------------------------------
  Common Stock,
  par value $0.01      300,000 shares       $16.11               $4,833,000         $445
  =================================================================================================
  (1)  The offering price per share and the maximum aggregate offering price have
       been estimated solely for the purpose of determining the registration fee
       pursuant to Rule 457(h) on the basis of the average of the high and low
       prices of Forrester Research, Inc. Common Stock, par value $0.01 per share,
       reported on the Nasdaq National Market on September 17, 2002.
  
  ================================================================================
  EXPLANATORY NOTE
  
      This Registration Statement has been filed pursuant to General Instruction E
  on Form S-8, to register 300,000 additional shares of common stock to be offered
  pursuant to the Amended and Restated 1996 Stock Option Plan for Non-Employee
  Directors (the "1996 Plan") of Forrester Research, Inc. (the "Company"). A
  registration statement on Form S-8 (No. 333-22749), filed with the Commission on
  March 4, 1997 to register 5,800,000 shares of common stock offered pursuant to
  the 1996 Plan and the Amended and Restated Forrester Research, Inc. 1996 Equity
  Incentive Plan, is currently effective and is hereby incorporated herein by
  reference.
  
      All references to shares of Company common stock have been adjusted to
  reflect the stock split effected in the form of a 100% stock dividend on
  February 7, 2000.
  
                                      PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 8.     EXHIBITS
  -------     --------
  
   5          Opinion of Ropes & Gray
  
  10.1        Amended and Restated 1996 Stock Option Plan for Non-Employee
              Directors (incorporated by reference from the Company's Quarterly
              Report on Form 10-Q for the quarter ended March 31, 2002, filed
              with the Commission on May 15, 2002)
  
  23.1        Notice Regarding Consent of Arthur Andersen LLP
  
  23.2        Consent of Ropes & Gray (contained in the opinion filed as
              Exhibit 5 hereto)
  
  24          Power of Attorney (included as part of the signature page filed
              herewith)
  
                                        -2-
  SIGNATURES
  
           Pursuant to the requirements of the Securities Act of 1933, the
  Registrant certifies that it has reasonable grounds to believe that it meets all
  of the requirements for filing on Form S-8 and has duly caused this Registration
  Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto
  duly authorized, in the City of Cambridge, The Commonwealth of Massachusetts, on
  this 18th day of September, 2002.
  
                                            FORRESTER RESEARCH, INC.
  
                                            By: /s/ George F. Colony
                                               ------------------------------
                                               Name:  George F. Colony
                                               Title: Chairman of the Board
                                                      and Chief Executive Officer
  
                                  POWER OF ATTORNEY
  
           Pursuant to the requirement of the Securities Act of 1933, this
  Registration Statement has been signed by the following persons in the
  capacities and on the dates indicated. Each person whose signature appears below
  hereby authorizes and constitutes George F. Colony, Warren Hadley and Timothy J.
  Moynihan with full power of substitution, to execute in the name of and on
  behalf of such person any amendment (including any post-effective amendment) to
  this Registration Statement, and any subsequent registration statement for the
  same offering that may be filed under Rule 462(b) under the Securities Act, and
  to file the same, with exhibits thereto, and other documents in connection
  therewith, making such changes in this Registration Statement and any subsequent
  registration statement under Rule 462(b) as the person(s) so acting deems
  appropriate.
  Signature                       Title                                   Date
  ---------                       -----                                   ----
  /s/ George F. Colony            Chairman of the Board and Chief    September 18, 2002
  ----------------------------    Executive Officer (principal
  George F. Colony                executive officer)
  
  /s/ Warren Hadley               Chief Financial Officer and        September 18, 2002
  ----------------------------    Treasurer (principal financial
  Warren Hadley                   and accounting officer)
  
  /s/ Robert M. Galford           Director                           September 18, 2002
  ----------------------------
  Robert M. Galford
  
  /s/ George R. Hornig            Director                           September 18, 2002
  ----------------------------
  George R. Hornig
  -3-
  Signature                       Title                                   Date
  ---------                       -----                                   ----
  /s/ Michael H. Welles           Director                        September 18, 2002
  ----------------------------
  Michael H. Welles
  
  /s/ Henk W. Broeders            Director                        September 18, 2002
  ----------------------------
  Henk W. Broeders
  -4-
  EXHIBIT INDEX
  Number    Title of Exhibit                                                       Page
  ------    ----------------                                                       ----
  5        Opinion of Ropes & Gray                                                6
  
  10.1      Amended and Restated 1996 Stock Option Plan for Non-Employee
            Directors (incorporated by reference from the Company's Quarterly
            Report on Form 10-Q for the quarter ended March 31, 2002, filed with
            the Commission on May 15, 2002)                                        N/A
  
  23.1      Notice Regarding Consent of Arthur Andersen LLP                        7
  
  23.2      Consent of Ropes & Gray (contained in the
            opinion filed as Exhibit 5 hereto)                                     6
  
  24        Power of Attorney (included as part of the
            signature page filed herewith)                                         3
  -5-