content: <PAGE>   1
      As filed with the Securities and Exchange Commission on November 27, 1996
  
                                                                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.)
  
                              1033 Massachusetts Avenue
                           Cambridge, Massachusetts 02138
            (Address of principal executive offices, including zip code)
  
                          1996 EMPLOYEE STOCK PURCHASE PLAN
  
                             ---------------------------
                              (Full title of the plan)
  
                                  George F. Colony
                          Chairman of the Board, President,
                             and Chief Executive Officer
                              Forrester Research, Inc.
                              1033 Massachusetts Avenue
                           Cambridge, Massachusetts 02138
                                   (617) 497-7090
  
                    --------------------------------------------
   (Name, Address and Telephone Number, including Area Code, of Agent for Service)
  
  <TABLE>
                                            CALCULATION OF REGISTRATION FEE
  <CAPTION>
  
  ==================================================================================================================
  Title of Securities       Amount to be          Proposed maximum            Proposed maximum          Amount of
  to be registered(1)       registered            offering price              aggregate offering        registration
                                                  per share                   price                     fee
  ------------------------------------------------------------------------------------------------------------------
  <S>                       <C>                   <C>                         <C>                       <C>    
  Common Stock,
  par value $.01            200,000 shares        $15.00                      $3,000,000                $910.00
  ==================================================================================================================
  <FN>
  
  (1)  Estimated solely for the purpose of determining the registration fee pursuant to Rule 457(a) under the
       Securities Act of 1933.
  </TABLE>
  
                              EXHIBIT INDEX ON PAGE 6;
                                 PAGE 1 OF 6 PAGES.
  
  ================================================================================
  <PAGE>   2
  
  
  
                                       PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  Item 3.  Incorporation of Documents by Reference.
           ---------------------------------------
  
           Forrester Research, Inc. (the "Registrant" or the "Company") hereby
  incorporates the following documents herein by reference:
  
  (a)      The Registrant's prospectus filed with the Securities and Exchange
           Commission (the "Commission") pursuant to Rule 424(b) under the
           Securities Act of 1933 on November 27, 1996 (the "Prospectus"), in
           connection with the Registrant's initial public offering of Common
           Stock on registration statement on Form S-1 (No. 333-12761) (the "S-1
           Registration Statement") and containing audited financial statements
           for the year ended December 31, 1995 and for the nine months ended
           September 30, 1996.
  
  (b)      The description of the Company's Common Stock contained in the
           Registrant's registration statement on Form 8-A (No.000-21433) filed
           pursuant to Section 12(g) under the Exchange Act of 1934 (the "Exchange
           Act").
  
  All documents subsequently filed by the Registrant pursuant to Section 13(a),
  Section 13(c), Section 14 and Section 15(d) of the Exchange Act prior to the
  filing of a post-effective amendment to this registration statement that
  indicates that all securities offered have been sold or which deregisters all
  securities then remaining unsold, shall be deemed incorporated herein by
  reference from the date of filing of such documents.
  
  Item 4.  Description of Securities.
           -------------------------
  
           Not applicable.
  
  Item 5.  Interests of Named Experts and Counsel.
           --------------------------------------
  
           Not applicable.
  
  Item 6.  Indemnification of Directors and Officers.
           -----------------------------------------
  
           The Registrant's Certificate of Incorporation provides that the
  Registrant's Directors shall not be liable to the Registrant or its stockholders
  for monetary damages for breach of fiduciary duty as a director, except to the
  extent that the exculpation from liabilities is not permitted under the Delaware
  General Corporation Law as in effect at the time such liability is determined.
  The Restated Certificate of Incorporation provides that the Registrant shall
  indemnify its directors and officers to the fullest extent permitted by the 
  laws of the State of Delaware.
  
  Item 7.  Exemption From Registration Claimed.
           -----------------------------------
  
           Not applicable.
  
  
  
                                         -2-
  
  
  <PAGE>   3
  
  
  
  Item 8.  Exhibits.
           --------
  
  Exhibit
  
  4.1.     1996 Employee Stock Purchase Plan (incorporated by reference to Exhibit
           10.4 of the Registrant's Registration Statement on Form S-1, File No.
           333-12761).
  
  4.2.     Restated Certificate of Incorporation (incorporated by reference to 
           Exhibit 3.1 of the Registrant's Registration Statement on Form S-1,
           File No. 333-12761).
  
  4.3.     Amended By-laws of the Company (incorporated by reference to Exhibit 
           3.2 of the Registrant's Registration Statement on Form S-1 File No.
           333-12761).
  
  5.       Opinion of Ropes & Gray.
  
  23.1.    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 on signature page).
  
  Item 9.  Undertakings.
           ------------
  
           (a)      The undersigned Registrant hereby undertakes:
  
                    (1) to file, during any period in which offers or sales are
           being made, a post-effective amendment to this registration statement,
           (i) to include any prospectus required by Section 10(a)(3) of the
           Securities Act of 1933, (ii) to reflect in the prospectus any facts or
           events arising after the effective date of the registration statement
           (or the most recent post-effective amendment thereof), which,
           individually or in the aggregate, represent a fundamental change in the
           information set forth in the registration statement, and (iii) to
           include any material information with respect to the plan of
           distribution not previously disclosed in the registration statement or
           any material change to such information in the registration statement;
           provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) shall not
           apply if the information required to be included in a post-effective
           amendment by those paragraphs is contained in periodic reports filed by
           the registrant pursuant to section 13 or section 15(d) of the
           Securities Exchange Act of 1934 that are incorporated by reference in
           the registration statement.
  
                    (2) that, for the purpose of determining any liability under
           the Securities Act of 1933, each such post-effective amendment shall be
           deemed to be a new registration statement relating to the securities
           offered herein, and the offering of such securities at that time shall
           be deemed to be the initial bona fide offering thereof;
  
                    (3) to remove from registration by means of a post-effective
           amendment any of the securities being registered which remain unsold at
           the termination of the offering.
  
           (b) The undersigned Registrant hereby undertakes that, for purposes of
  determining any liability under the Securities Act of 1933, each filing of the
  Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
  Securities Exchange Act of 1934 that is incorporated by reference in the
  registration statement shall be deemed to be a new registration statement
  relating to the securities offered therein, and the offering of such securities
  at that time shall be deemed to be the initial bona fide offering thereof.
  
           (c) Insofar as indemnification for liabilities arising under the
  Securities Act of 1933 may be permitted to directors, officers and controlling
  persons of the Registrant pursuant to the foregoing provisions, or otherwise,
  the
  
  
  
                                         -3-
  
  
  <PAGE>   4
  
  
  
  Registrant has been advised that in the opinion of the Securities and Exchange
  Commission such indemnification is against public policy as expressed in the Act
  and is, therefore, unenforceable. In the event that a claim for indemnification
  against such liabilities (other than the payment by the Registrant of expenses
  incurred or paid by a director, officer or controlling person of the Registrant
  in the successful defense of any action, suit or proceeding) is asserted by such
  director, officer or controlling person in connection with the securities being
  registered, the Registrant will, unless in the opinion of its counsel the matter
  has been settled by controlling precedent, submit to a court of appropriate
  jurisdiction the question whether such indemnification by it is against public
  policy as expressed in the Act and will be governed by the final adjudication of
  such issue.
  
  
  
                                         -4-
  
  
  <PAGE>   5
  
  
  
  
                                     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 Boston, The Commonwealth of Massachusetts, on 
  this 25th day of November, 1996.
  
                                           FORRESTER RESEARCH, INC.
  
  
                                           By: /s/ George F. Colony
                                               -----------------------------------
                                               Name:  George F. Colony
                                               Title: Chairman of the Board,
                                                      President 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, David H. Ramsdell, Susan M.
  Whirty and Ann L. Milner, and each of them singly, his true and lawful attorneys
  with full power to them, and each of them singly, to sign for him and in his
  name in the capacities indicated below any and all amendments (including
  post-effective amendments) to this Registration Statement and to file the same,
  with exhibits thereto, and other documents in connection therewith, and he
  hereby ratifies and confirms his signature as it may be signed by said
  attorneys, or any of them, to any and all such amendments.
  
  Signature                  Capacity in Which Signed            Date
  ---------                  ------------------------            ----
  
  /s/ George F. Colony       Chief Executive Officer,            November 25, 1996
  ------------------------   President, and Director of the
  George F. Colony           Company (principal executive  
                             officer)                      
  
  /s/ David H. Ramsdell      Director, Finance (principal        November 25, 1996
  ------------------------   financial and accounting officer)
  David H. Ramsdell       
  
  
  
                                         -5-
  
  
  <PAGE>   6
  
  
  
  
                                   EXHIBIT INDEX
  
  Number                           Title of Exhibit                       Page
  ------                           ----------------                       ----
  
   4.1.                            1996 Employee Stock          
                                   Purchase Plan (incorporated  
                                   by reference to Exhibit 10.4    
                                   of the Registrant's             
                                   Registration Statement on       
                                   Form S-1, File No. 333-         
                                   12761).                         
  
    4.2.                           Restated Certificate of            
                                   Incorporation (incorporated by     
                                   reference to Exhibit 3.1 of the       
                                   Registrant's Registration Statement   
                                   on Form S-1, File No. 333-12761).     
  
    4.3.                           Amended By-laws of the Company    
                                   (incorporated by reference to     
                                   Exhibit 3.2 of the Registrant's      
                                   Registration Statement on Form S-1   
                                   File No. 333-12761).                 
  
    5.                             Opinion of Ropes & Gray.                7
  
   23.1.                           Consent of Arthur Andersen LLP.         9
  
   23.2.                           Consent of Ropes & Gray (contained
                                   in the opinion filed as Exhibit 5 
                                   hereto).                             
  
   24.                             Power of Attorney (included on  
                                   signature page).                
  
  
                                         -6-
metadata_documents: [{"type": "S-8", "sequence": "1", "description": "FORRESTER RESEARCH, INC. FORM S-8", "secsgml_size_bytes": 14837}]
metadata_filer: {"company-data": {"conformed-name": "FORRESTER RESEARCH INC", "cik": "0001023313", "assigned-sic": "7389", "irs-number": "042797789", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-16905", "film-number": "96673155"}, "business-address": {"street1": "1033 MASSACHUSETTS AVENUE", "city": "CAMBRIDGE", "state": "MA", "zip": "02138", "phone": "6174977090"}, "mail-address": {"street1": "1033 MASS AVE", "city": "CAMBRIDGE", "state": "MA", "zip": "02138"}}
text: 1
      As filed with the Securities and Exchange Commission on November 27, 1996
  
                                                                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.)
  
                              1033 Massachusetts Avenue
                           Cambridge, Massachusetts 02138
            (Address of principal executive offices, including zip code)
  
                          1996 EMPLOYEE STOCK PURCHASE PLAN
  
                             ---------------------------
                              (Full title of the plan)
  
                                  George F. Colony
                          Chairman of the Board, President,
                             and Chief Executive Officer
                              Forrester Research, Inc.
                              1033 Massachusetts Avenue
                           Cambridge, Massachusetts 02138
                                   (617) 497-7090
  
                    --------------------------------------------
   (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(1)       registered            offering price              aggregate offering        registration
                                                  per share                   price                     fee
  ------------------------------------------------------------------------------------------------------------------
  Common Stock,
  par value $.01            200,000 shares        $15.00                      $3,000,000                $910.00
  ==================================================================================================================
  (1)  Estimated solely for the purpose of determining the registration fee pursuant to Rule 457(a) under the
       Securities Act of 1933.
  EXHIBIT INDEX ON PAGE 6;
                                 PAGE 1 OF 6 PAGES.
  
  ================================================================================
  2
  
                                       PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  Item 3.  Incorporation of Documents by Reference.
           ---------------------------------------
  
           Forrester Research, Inc. (the "Registrant" or the "Company") hereby
  incorporates the following documents herein by reference:
  
  (a)      The Registrant's prospectus filed with the Securities and Exchange
           Commission (the "Commission") pursuant to Rule 424(b) under the
           Securities Act of 1933 on November 27, 1996 (the "Prospectus"), in
           connection with the Registrant's initial public offering of Common
           Stock on registration statement on Form S-1 (No. 333-12761) (the "S-1
           Registration Statement") and containing audited financial statements
           for the year ended December 31, 1995 and for the nine months ended
           September 30, 1996.
  
  (b)      The description of the Company's Common Stock contained in the
           Registrant's registration statement on Form 8-A (No.000-21433) filed
           pursuant to Section 12(g) under the Exchange Act of 1934 (the "Exchange
           Act").
  
  All documents subsequently filed by the Registrant pursuant to Section 13(a),
  Section 13(c), Section 14 and Section 15(d) of the Exchange Act prior to the
  filing of a post-effective amendment to this registration statement that
  indicates that all securities offered have been sold or which deregisters all
  securities then remaining unsold, shall be deemed incorporated herein by
  reference from the date of filing of such documents.
  
  Item 4.  Description of Securities.
           -------------------------
  
           Not applicable.
  
  Item 5.  Interests of Named Experts and Counsel.
           --------------------------------------
  
           Not applicable.
  
  Item 6.  Indemnification of Directors and Officers.
           -----------------------------------------
  
           The Registrant's Certificate of Incorporation provides that the
  Registrant's Directors shall not be liable to the Registrant or its stockholders
  for monetary damages for breach of fiduciary duty as a director, except to the
  extent that the exculpation from liabilities is not permitted under the Delaware
  General Corporation Law as in effect at the time such liability is determined.
  The Restated Certificate of Incorporation provides that the Registrant shall
  indemnify its directors and officers to the fullest extent permitted by the 
  laws of the State of Delaware.
  
  Item 7.  Exemption From Registration Claimed.
           -----------------------------------
  
           Not applicable.
  
                                         -2-
  3
  
  Item 8.  Exhibits.
           --------
  
  Exhibit
  
  4.1.     1996 Employee Stock Purchase Plan (incorporated by reference to Exhibit
           10.4 of the Registrant's Registration Statement on Form S-1, File No.
           333-12761).
  
  4.2.     Restated Certificate of Incorporation (incorporated by reference to 
           Exhibit 3.1 of the Registrant's Registration Statement on Form S-1,
           File No. 333-12761).
  
  4.3.     Amended By-laws of the Company (incorporated by reference to Exhibit 
           3.2 of the Registrant's Registration Statement on Form S-1 File No.
           333-12761).
  
  5.       Opinion of Ropes & Gray.
  
  23.1.    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 on signature page).
  
  Item 9.  Undertakings.
           ------------
  
           (a)      The undersigned Registrant hereby undertakes:
  
                    (1) to file, during any period in which offers or sales are
           being made, a post-effective amendment to this registration statement,
           (i) to include any prospectus required by Section 10(a)(3) of the
           Securities Act of 1933, (ii) to reflect in the prospectus any facts or
           events arising after the effective date of the registration statement
           (or the most recent post-effective amendment thereof), which,
           individually or in the aggregate, represent a fundamental change in the
           information set forth in the registration statement, and (iii) to
           include any material information with respect to the plan of
           distribution not previously disclosed in the registration statement or
           any material change to such information in the registration statement;
           provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) shall not
           apply if the information required to be included in a post-effective
           amendment by those paragraphs is contained in periodic reports filed by
           the registrant pursuant to section 13 or section 15(d) of the
           Securities Exchange Act of 1934 that are incorporated by reference in
           the registration statement.
  
                    (2) that, for the purpose of determining any liability under
           the Securities Act of 1933, each such post-effective amendment shall be
           deemed to be a new registration statement relating to the securities
           offered herein, and the offering of such securities at that time shall
           be deemed to be the initial bona fide offering thereof;
  
                    (3) to remove from registration by means of a post-effective
           amendment any of the securities being registered which remain unsold at
           the termination of the offering.
  
           (b) The undersigned Registrant hereby undertakes that, for purposes of
  determining any liability under the Securities Act of 1933, each filing of the
  Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
  Securities Exchange Act of 1934 that is incorporated by reference in the
  registration statement shall be deemed to be a new registration statement
  relating to the securities offered therein, and the offering of such securities
  at that time shall be deemed to be the initial bona fide offering thereof.
  
           (c) Insofar as indemnification for liabilities arising under the
  Securities Act of 1933 may be permitted to directors, officers and controlling
  persons of the Registrant pursuant to the foregoing provisions, or otherwise,
  the
  
                                         -3-
  4
  
  Registrant has been advised that in the opinion of the Securities and Exchange
  Commission such indemnification is against public policy as expressed in the Act
  and is, therefore, unenforceable. In the event that a claim for indemnification
  against such liabilities (other than the payment by the Registrant of expenses
  incurred or paid by a director, officer or controlling person of the Registrant
  in the successful defense of any action, suit or proceeding) is asserted by such
  director, officer or controlling person in connection with the securities being
  registered, the Registrant will, unless in the opinion of its counsel the matter
  has been settled by controlling precedent, submit to a court of appropriate
  jurisdiction the question whether such indemnification by it is against public
  policy as expressed in the Act and will be governed by the final adjudication of
  such issue.
  
                                         -4-
  5
  
                                     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 Boston, The Commonwealth of Massachusetts, on 
  this 25th day of November, 1996.
  
                                           FORRESTER RESEARCH, INC.
  
                                           By: /s/ George F. Colony
                                               -----------------------------------
                                               Name:  George F. Colony
                                               Title: Chairman of the Board,
                                                      President 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, David H. Ramsdell, Susan M.
  Whirty and Ann L. Milner, and each of them singly, his true and lawful attorneys
  with full power to them, and each of them singly, to sign for him and in his
  name in the capacities indicated below any and all amendments (including
  post-effective amendments) to this Registration Statement and to file the same,
  with exhibits thereto, and other documents in connection therewith, and he
  hereby ratifies and confirms his signature as it may be signed by said
  attorneys, or any of them, to any and all such amendments.
  
  Signature                  Capacity in Which Signed            Date
  ---------                  ------------------------            ----
  
  /s/ George F. Colony       Chief Executive Officer,            November 25, 1996
  ------------------------   President, and Director of the
  George F. Colony           Company (principal executive  
                             officer)                      
  
  /s/ David H. Ramsdell      Director, Finance (principal        November 25, 1996
  ------------------------   financial and accounting officer)
  David H. Ramsdell       
  
                                         -5-
  6
  
                                   EXHIBIT INDEX
  
  Number                           Title of Exhibit                       Page
  ------                           ----------------                       ----
  
   4.1.                            1996 Employee Stock          
                                   Purchase Plan (incorporated  
                                   by reference to Exhibit 10.4    
                                   of the Registrant's             
                                   Registration Statement on       
                                   Form S-1, File No. 333-         
                                   12761).                         
  
    4.2.                           Restated Certificate of            
                                   Incorporation (incorporated by     
                                   reference to Exhibit 3.1 of the       
                                   Registrant's Registration Statement   
                                   on Form S-1, File No. 333-12761).     
  
    4.3.                           Amended By-laws of the Company    
                                   (incorporated by reference to     
                                   Exhibit 3.2 of the Registrant's      
                                   Registration Statement on Form S-1   
                                   File No. 333-12761).                 
  
    5.                             Opinion of Ropes & Gray.                7
  
   23.1.                           Consent of Arthur Andersen LLP.         9
  
   23.2.                           Consent of Ropes & Gray (contained
                                   in the opinion filed as Exhibit 5 
                                   hereto).                             
  
   24.                             Power of Attorney (included on  
                                   signature page).                
  
                                         -6-