UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, D.C.
    20549
  Form 10-K
 (Mark One)þ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the fiscal
    year ended December 31,
    2010oro

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the transition period
    from          to   Commission File Number
    000-21433
  Forrester Research,
    Inc.
 (Exact name of registrant as
    specified in its charter)
  Delaware

04-2797789(State or other jurisdiction
    of incorporation or organization)

(I.R.S. Employer
    Identification Number)400 Technology Square

02139Cambridge, Massachusetts(Address of principal
    executive offices)

(Zip Code)   Registrants telephone number, including area code:
 (617) 613-6000
  Securities registered pursuant to Section 12(b) of the
    Act:
  Title of Each Class

Name of Each Exchange on Which RegisteredCommon Stock, $.01 Par Value

Nasdaq Global Select Market   Securities
    to be registered pursuant to Section 12(g) of the Act:
    None
  o þ
  o þ
  þ o
  Regulation S-T o o
  Regulation S-K Form 10-K Form 10-K. o
  Rule 12b-2
  Large accelerated
    filer o

Accelerated
    filer þ

Non-accelerated
    filer o
    (Do not check if a smaller reporting company)

Smaller reporting
    company o   o þ
      DOCUMENTS
    INCORPORATED BY REFERENCE
  Form 10-K.




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##### 





This Annual Report on
    Form 10-K
    contains forward-looking statements within the meaning of the
    Private Securities Litigation Reform Act of 1995. Words such as
    expects, anticipates,
    intends, plans, estimates,
    or similar expressions are intended to identify these
    forward-looking statements. Reference is made in particular to
    our statements about possible acquisitions, our plans for
    international expansion and the adequacy of our cash, marketable
    investments and cash flows to satisfy our working capital and
    capital expenditures. These statements are based on our current
    plans and expectations and involve risks and uncertainties.
    Important factors that could cause actual future activities and
    results of operations to be materially different from those set
    forth in the forward-looking statements are discussed below
    under Risk Factors. We undertake no obligation to
    update publicly any forward-looking statements, whether as a
    result of new information, future events, or otherwise.
  PART I
  General
    tm
    Form 10-K, Form 10-Q, Form 8-K
  Industry
    Background
      Forresters
    Strategy
   2




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##### 



Identifying and Defining New Business Models, Technologies,
    and Markets.
  Leveraging our RoleView Research.
  Using Targeted, Global Client-Centric Sales
    Channels.
  Growing Our Client Base Worldwide and Increasing Sales to
    Existing Clients.
  Developing and Retaining Outstanding Research
    Professionals.
 3




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##### 



Forresters
    Solution
    A Unified Set of Services to Help our Clients and to Make
    their Leaders Successful in their Roles.
  
    Assess potential new markets, competitors, products and
    services, and
    go-to-market
    strategies.
    Anticipate technology-driven business model shifts.
    Understand trends in consumer behavior and how to capitalize on
    those trends for marketing and sales purposes.
    Educate, inform, and align strategic decision-makers in their
    organizations.
    Navigate technology purchase and implementation challenges and
    optimize technology investments.
    Capitalize on emerging technologies.  Expertise on Emerging Technologies.
  Products
    and Services
    RoleViewtmResearch
    tm
    
    RoleView Member Licenses.  RoleView Member
    Licenses include access to the written research, as well as
    Inquiry with analysts, one Event seat, and access to Forrester
    Teleconferences. Inquiry enables clients to contact our analysts
    for quick feedback on projects they may have underway, to
    discuss ideas and models in the research, or for answers to
    questions about unfolding industry events. Typically, Inquiry
    sessions are
    30-minute
    phone calls, scheduled upon client request, or
    e-mail
    responses coordinated through our research 4




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##### 



specialists. Events bring together executives and other
    participants for one or
    multi-day
    conferences to network with their peers and to hear business
    leaders discuss the issues and solutions most pertinent to their
    roles and responsibilities. Forrester Teleconferences are
    hour-long audio conferences on selected topics of interest to
    particular professional roles that typically are held several
    times a week. They consist of an analyst-led presentation
    followed by questions from participants. Members may access the
    analyst Web presentation and participate in the subsequent forum
    for questions and discussion among all attendees.
    Teleconferences are also made available for member download.  
    RoleView Reader Licenses.  RoleView Reader
    Licenses provide access to our written research.    Forrester®

    Leadership Boards
    
    Advisors to assist members with individual research-related
    questions, and topics of specific relevance to the challenges
    these clients face.
    Membership-directed research which includes comprehensive
    coverage of industry trends and best practices.
    Exclusive industry-specific benchmark data.
    Peer-to-peer
    networking through premier event meetings and group
    audio-conferences, individual member to member conversations,
    and virtual community activities.  Data
    Products & Services
    
    Consumer
    Technographics®Data & Services.  Consumer
    Technographics delivers both primary data and quantitative
    research, based on surveys of over 300,000 households and
    individuals in North America, Europe, Asia Pacific, and Latin
    America. Marketing and strategy professionals rely on our
    Consumer Technographics data for unique insights into how
    technology impacts the way consumers select, purchase, use, and
    communicate about products and services. We combine respondent
    data sets from our Consumer Technographics surveys into four
    offerings: North American Consumer Technographics, European
    Consumer Technographics, Asia Pacific Consumer Technographics
    and Latin America Consumer Technographics. Additionally, clients
    have access to a Technographics data specialist to help them use
    the data effectively to meet their specific business needs.
    Forresters
    Forrsightstm

    for Business Technology.  Forresters
    Forrsights is an ongoing quantitative research program that
    provides comprehensive, in-depth assessments of what motivates
    businesses to choose certain technologies and vendors over
    others. We annually survey more than 30,000 business and IT
    executives as well as information workers at small, medium and
    large enterprises in North American, European, and other global
    markets. Our surveys reveal these firms technology
    adoption trends, budgets, business organization, decision
    processes, purchase plans, and brand preferences.
    Forresters Forrsights clients also have access to a data
    specialist. 5




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##### 




    Forresters Strategic
    Oxygentm

    offering is a decision support tool that measures and reports on
    the current information consumption patterns of key influencers
    for large technology purchases. We annually survey more than
    20,000 business and IT executives in North America, Europe, Asia
    Pacific, and Latin America. Technology Marketing professionals
    rely on Strategic Oxygen to make a wide range of key decisions
    around content, messaging, sequencing of activities, specific
    media that need to work globally and locally, and
    demand-generation choices. The Strategic Oxygen offering
    includes access to an online decision tool and a data advisor.  Forrester
    Consulting
  go-to-market
    Forrester
    Events
    Sales and
    Marketing
         6




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##### 



Pricing
    and Contracts
      Research
    Analysts and Methodology
      
    Confidential interviews with early adopters and mainstream users
    of new technologies.
    In-depth interviews with technology vendors and suppliers of
    related services.
    Ongoing briefings with vendors to review current positions and
    future directions.
    Continuous dialogue with our clients to identify technology
    issues in the marketplace.      easy-to-read
  Competition
    
    Quality of research and analysis and related services.
    The ability to offer products and services that meet the
    changing needs of organizations and executives for research and
    analysis. 7




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##### 




    Customer service.
    Independent analysis and opinions.
    Timely delivery of information.
    The ability to leverage new technologies.
    Price.  easy-to-read
    Employees
    three-day
  Item 1A.
    Risk
    Factors    A Decline in Renewals for Our Membership-Based Research
    Services.
  Our Business may be Adversely Affected by the Economic
    Environment.
  Our International Operations Expose Us to a Variety of
    Operational Risks which Could Negatively Impact Our Results of
    Operations.
 8




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##### 



Ability to Develop and Offer New Products and
    Services.
  Loss of Key Management.
  The Ability to Attract and Retain Qualified Professional
    Staff.
  Failure to Anticipate and Respond to Market
    Trends.
  Competition.
  Fluctuations in Our Operating Results.
  
    Trends in technology spending in the marketplace and general
    economic conditions.
    The timing and size of new and renewal memberships for our
    research services from clients. 9




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##### 




    The utilization of our advisory services by our clients.
    The timing of revenue-generating Events sponsored by us.
    The introduction and marketing of new products and services by
    us and our competitors.
    The hiring and training of new analysts and sales personnel.
    Changes in demand for our research and advisory services.
    Fluctuations in currency exchange rates.    We May Realize Losses on Our Investments or Be Unable to
    Liquidate These Investments at Desired Times and in Desired
    Amounts.
  Item 1B.
    Unresolved
    Staff Comments    Item 2.
    Properties    build-to-suit
  fit-up 63-month
    Item 3.
    Legal
    Proceedings   10




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##### 



PART II
  Item 5.
    Market
    For Registrants Common Equity, Related Stockholder
    Matters, and Issuer Purchases of Equity Securities        2010


2009High


Low


High


LowFirst Quarter

$
32.17


$
23.65


$
28.14


$
16.49Second Quarter

$
33.21


$
29.10


$
25.44


$
19.41Third Quarter

$
34.20


$
28.63


$
26.64


$
21.59Fourth Quarter

$
36.31


$
31.82


$
27.66


$
24.70     Maximum DollarValue that MayYet be PurchasedTotal Number of


Average Price


Under the StockPeriod

Shares Purchased(1)


Paid per Share


Repurchase Program(In thousands)October 1  October 31





$



$
104,799November 1  November 30


162,968


$
34.66


$
99,151December 1  December 31


50,911


$
34.28


$
97,405213,879     (1)
    
    All purchases of our common stock were made under the stock
    repurchase program first announced in 2002. 11




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##### 



12




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##### 



Item 6.
    Selected
    Consolidated Financial Data    Years Ended December 31,2010


2009


2008


2007


2006(In thousands, except per share amounts)Consolidated Statement of Income DataResearch services

$
168,508


$
157,726


$
155,339


$
131,163


$
114,876Advisory services and other


82,218



75,626



85,536



80,893



66,597Total revenues


250,726



233,352



240,875



212,056



181,473Income from operations


30,750



32,420



37,964



22,651



20,042Other income and gains (losses) on investments, net


3,550



1,315



6,846



7,353



6,052Income from continuing operations

$
20,507


$
18,866


$
29,215


$
18,943


$
16,057Basic income per common share from continuing operations

$
0.91


$
0.83


$
1.27


$
0.82


$
0.72Diluted income per common share from continuing operations

$
0.89


$
0.82


$
1.24


$
0.80


$
0.70Basic weighted average shares outstanding


22,478



22,645



23,062



23,074



22,195Diluted weighted average shares outstanding


23,063



22,884



23,585



23,729



22,973   As of December 31,2010


2009


2008


2007


2006(In thousands)Consolidated Balance Sheet DataCash, cash equivalents and marketable investments

$
216,034


$
259,792


$
259,929


$
248,974


$
207,833Working capital


146,140



190,667



166,001



209,527



166,274Total assets


450,477



470,196



454,951



426,357



384,143Deferred revenue


131,521



117,888



113,844



111,418



99,875Total liabilities


178,570



158,251



151,454



151,341



139,238Cash dividends declared


68,414















     
    Cash dividends declared in 2010 represents a special dividend of
    $3.00 per common share declared and paid in the fourth quarter
    of 2010.
    The 2009 operating income amount includes a $5.4 million
    reorganization charge for facility consolidations and a
    reduction-in-force
    of approximately 50 employees. See Note 10 of the
    Notes to Consolidated Financial Statements.
    The results of JupiterResearch, LLC, and its parent company,
    JUPR Holdings, Inc. (JupiterResearch) are included
    in our consolidated results beginning July 31, 2008, the
    date of acquisition. See Note 2 of the Notes to
    Consolidated Financial Statements.
    The 2008 other income amount includes a net foreign exchange
    loss of approximately $1.6 million ($1.2 million after
    tax) resulting primarily from the remeasurement of certain
    intercompany payables and receivables. Of the net
    $1.6 million loss, approximately $1.9 million related
    to periods prior to 2008. 13




---



##### 



Item 7.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  Overview
  and/or
      
    Deferred revenue  billings in advance of
    revenue recognition as of the measurement date.
    Agreement value  the total revenues
    recognizable from all research and advisory service contracts in
    force at a given time (but not including advisory-only
    contracts), without regard to how much revenue has already been
    recognized. Agreement value excludes amounts in excess of the
    first year value for multiple year contracts signed in 2009 and
    beyond. No single client accounted for more than 2% of agreement
    value at December 31, 2010.
    Client retention  the percentage of client
    companies with memberships expiring during the most recent
    twelve-month period that renewed one or more of those
    memberships during that same period.
    Dollar retention  the percentage of the dollar
    value of all client membership contracts renewed during the most
    recent twelve-month period to the total dollar value of all
    client membership contracts that expired during the period.
    Enrichment  the percentage of the dollar value
    of client membership contracts renewed during the period to the
    dollar value of the corresponding expiring contracts. 14




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##### 



As of

Absolute

PercentageDecember 31,

Increase

Increase2010

2009

(Decrease)

(Decrease)Deferred revenue

$
131.5


$
117.9


$
13.6



12
%Agreement value

$
202.7


$
194.8


$
7.9



4
%Client retention


80
%


74
%


6



8
%Dollar retention


91
%


86
%


5



6
%Enrichment


104
%


96
%


8



8
%Number of clients


2,575



2,519



56



2
%   As of

Absolute

PercentageDecember 31,

Increase

Increase2009

2008

(Decrease)

(Decrease)Deferred revenue

$
117.9


$
113.8


$
4.1



4
%Agreement value

$
194.8


$
222.5


$
(27.7
)


(12
)%Client retention


74
%


73
%


1



1
%Dollar retention


86
%


84
%


2



2
%Enrichment


96
%


102
%


(6
)


(6
)%Number of clients


2,519



2,643



(124
)


(5
%)       Critical
    Accounting Policies and Estimates
   15




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##### 



page F-7.
  
    Revenue Recognition.  We generate revenues from
    licensing memberships to our research, performing advisory
    services and consulting projects and hosting events. We execute
    contracts that govern the terms and conditions of each
    arrangement. Revenues are recognized when persuasive evidence of
    an arrangement exists, the fee is fixed and determinable,
    services have been provided to the customer and collectability
    is reasonably assured. Revenues from contracts that contain
    multiple deliverables are allocated among the separate units
    based on their relative fair values; however, the amount
    recognized is limited to the amount that is not contingent on
    future performance conditions. Research service revenues are
    recognized ratably over the term of the agreement. Advisory
    service revenues are recognized when the customer receives the
    agreed upon deliverable and consulting project revenues are
    recognized as the services are provided. Reimbursed
    out-of-pocket
    expenses are recorded as advisory service revenues. Events
    revenues are recognized upon completion of the event. Annual
    subscriptions to our RoleView research, which include access to
    all or a designated portion of our research, and depending on
    the type of license, membership in one or more of our Forrester
    leadership boards, unlimited phone or email analyst inquiry,
    unlimited participation in Forrester Teleconferences, and the
    right to attend one event, are accounted for as one unit of
    accounting and recognized ratably as research services revenue
    over the membership period. Annual subscriptions to our data
    products include access to designated survey data products and
    access to a data specialist, and are accounted for as one unit
    of accounting and recognized ratably as research services
    revenue over the membership period. We offer our clients a
    service guarantee, which gives our clients the right to cancel
    their contracts prior to the end of the contract term and
    receive a refund for unused products or services. Furthermore,
    our revenue recognition determines the timing of commission
    expenses, as commissions are earned during the month a contract
    is booked and are deferred and recognized as expense as the
    related revenue is recognized. We evaluate the recoverability of
    deferred commissions at each balance sheet date.
    Stock-Based Compensation.  Stock-based
    compensation is recognized as an expense based upon the fair
    value of the award at the time of grant. The determination of
    the fair value of stock-based compensation requires significant
    judgment and the use of estimates, particularly surrounding
    assumptions such as stock price volatility, expected option
    lives and forfeiture rates. These estimates involve inherent
    uncertainties and the application of management judgment. As a
    result, if circumstances change and we use different
    assumptions, our stock-based compensation expense could be
    materially different in the future.  and/or
  
    Non-Marketable Investments.  We hold minority
    interests in technology-related investment funds with a book
    value of $7.4 million at December 31, 2010. These
    investment funds are not publicly traded, and, therefore,
    because no established market for these securities exists, the
    estimate of the fair value of our 16




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##### 



investments requires significant judgment. Investments that are
    accounted for using the cost method are valued at cost unless an
    other-than-temporary
    impairment in their value occurs. For investments that are
    accounted for using the equity method, we record our share of
    the investees operating results each period. We review the
    fair value of our investments on a regular basis to evaluate
    whether an
    other-than-temporary
    impairment in the investment has occurred. We record impairment
    charges when we believe that an investment has experienced a
    decline in value that is
    other-than-temporary.
    Future adverse changes in market conditions or poor operating
    results of underlying investments could result in losses or an
    inability to recover the carrying value of the investments that
    may not be reflected in an investments current carrying
    value, thereby possibly requiring an impairment charge in the
    future.  
    Goodwill, Intangible Assets and Other Long-Lived
    Assets.  As of December 31, 2010, we had
    $76.4 million of goodwill and intangible assets with finite
    lives recorded on our Consolidated Balance Sheets. Goodwill is
    required to be measured for impairment at least annually or
    whenever events indicate that there may be an impairment. In
    order to determine if an impairment exists, we compare each of
    our reporting units carrying value to the reporting
    units fair value. Determining the reporting units
    fair value requires us to make estimates of market conditions
    and operational performance. Absent an event that indicates a
    specific impairment may exist, we have selected November 30 as
    the date to perform the annual goodwill impairment test. We
    completed the annual goodwill impairment testing as of
    November 30, 2010 and concluded that the fair values of
    each of our reporting units substantially exceeded their
    respective carrying values. Future events could cause us to
    conclude that impairment indicators exist and that goodwill
    associated with our acquired businesses is impaired. Any
    resulting impairment loss could have a material adverse impact
    on our results of operations.    
    Income Taxes.  We recognize deferred tax assets
    and liabilities using enacted tax rates for the effect of
    temporary differences between book and tax bases of assets and
    liabilities as well as operating loss carryforwards (from
    acquisitions). Such amounts are adjusted as appropriate to
    reflect changes in the tax rates expected to be in effect when
    the temporary differences reverse. We record a valuation
    allowance to reduce our deferred taxes to an amount we believe
    is more likely than not to be realized. We consider future
    taxable income and prudent and feasible tax planning strategies
    in assessing the need for a valuation allowance.      
    Valuation and Impairment of Marketable
    Investments.  Our investment portfolio may at any
    time contain investments in U.S. Treasury and
    U.S. government agency securities, taxable
    and/or tax
    exempt municipal 17




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##### 



notes (some of which may have an auction reset feature),
    corporate notes and bonds, commercial paper and money market
    funds. The assessment of the fair value of certain of the debt
    securities can be difficult and subjective due in part to
    limited trading activity of certain of these debt instruments.  other-than-temporary available-for-sale
  available-for-sale other-than-temporary
  available-for-sale other-than-temporary
 18




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Results
    of Operations for the years ended December 31, 2010, 2009
    and 2008
    Years EndedDecember 31,2010

2009

2008Revenues:Research services


67
%


68
%


64
%Advisory services and other


33



32



36Total revenues


100



100



100Operating expenses:Cost of services and fulfillment


38



38



37Selling and marketing


34



31



32General and administrative


14



12



12Depreciation


1



2



2Amortization of intangible assets


1



1



1Reorganization costs






2



Income from operations


12



14



16Other income, net


1



1



2Gains (losses) on investments, net


1



(1
)


1Income before income taxes


14



14



19Income tax provision


6



6



7Net income


8
%


8
%


12
%   2010
    compared to 2009
  Revenues
  Absolute


PercentageIncrease


Increase2010


2009


(Decrease)


(Decrease)(Dollars in millions)Revenues

$
250.7


$
233.4


$
17.3



7
%Revenues from research services

$
168.5


$
157.7


$
10.8



7
%Revenues from advisory services and other

$
82.2


$
75.6


$
6.6



9
%Revenues attributable to customers outside of the U.S.

$
70.7


$
69.3


$
1.4



2
%Percentage of revenue attributable to customers outside of the
    U.S.


28
%


30
%


(2
)


(7
)%Number of clients (at end of period)


2,575



2,519



56



2
%Number of events


14



14







    19




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Cost
    of Services and Fulfillment
  Absolute


PercentageIncrease


Increase2010


2009


(Decrease)


(Decrease)Cost of services and fulfillment (dollars in millions)

$
94.1


$
87.9


$
6.2



7
%Cost of services and fulfillment as a percentage of total
    revenues


38
%


38
%






Number of research and fulfillment employees (at end of period)


474



435



39



9
%     Selling
    and Marketing
  Absolute


PercentageIncrease


Increase2010


2009


(Decrease)


(Decrease)Selling and marketing expenses (dollars in millions)

$
84.7


$
72.5


$
12.2



17
%Selling and marketing expenses as a percentage of total revenues


34
%


31
%


3



10
%Selling and marketing employees (at end of period)


430



364



66



18
%     General
    and Administrative
  Absolute


PercentageIncrease


Increase2010


2009


(Decrease)


(Decrease)General and administrative expenses (dollars in millions)

$
34.0


$
28.5


$
5.5



19
%General and administrative expenses as a percentage of total
    revenues


14
%


12
%


2



17
%General and administrative employees (at end of period)


174



148



26



18
%  20




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##### 



Depreciation
  Absolute


PercentageIncrease


Increase2010


2009


(Decrease)


(Decrease)Depreciation expense (dollars in millions)

$
3.6


$
4.4


$
(0.8
)


(17
)%Depreciation expense as a percentage of total revenues


1
%


2
%


(1
)


(50
%)     Amortization
    of Intangible Assets
  Absolute


PercentageIncrease


Increase2010


2009


(Decrease)


(Decrease)Amortization expense (dollars in millions)

$
3.6


$
2.3


$
1.3



58
%Amortization expense as a percentage of total revenues


1
%


1
%






     Reorganization
    Costs
  Absolute


PercentageIncrease


Increase2010


2009


(Decrease)


(Decrease)Reorganization costs (dollars in millions)

$



$
5.4


$
(5.4
)


(100
)%Reorganization costs as a percentage of total revenues






2
%


(2
)


(100
%)     Other
    Income, Net
  Absolute


PercentageIncrease


Increase2010


2009


(Decrease)


(Decrease)Other income, net (dollars in millions)

$
1.2


$
2.3


$
(1.1
)


(46
)%Other income, net as a percentage of total revenues


1
%


1
%






    21




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##### 



Gains
    (Losses) on Investments, Net
  Absolute


PercentageIncrease


Increase2010


2009


(Decrease)


(Decrease)Gains (losses) on investments, net (dollars in millions)

$
2.3


$
(1.0
)

$
3.3



334
%Gains (losses) on investments, net as a percentage of total
    revenues


1
%


(1
)%


2



200
%     Provision
    for Income Taxes
  Absolute


PercentageIncrease


Increase2010


2009


(Decrease)


(Decrease)Provision for income taxes (dollars in millions)

$
13.8


$
14.9


$
(1.1
)


(7
)%Effective tax rate


40
%


44
%


(4
)


(9
%)     2009
    compared to 2008
  Revenues
  Absolute


PercentageIncrease


Increase2009


2008


(Decrease)


(Decrease)(Dollars in millions)Revenues

$
233.4


$
240.9


$
(7.5
)


(3
)%Revenues from research services

$
157.7


$
155.4


$
2.3



2
%Revenues from advisory services and other

$
75.6


$
85.5


$
(9.9
)


(12
)%Revenues attributable to customers outside of the U.S.

$
69.3


$
67.9


$
1.4



2
%Percentage of revenue attributable to customers outside of the
    U.S.


30
%


28
%


2



7
%Number of clients (at end of period)


2,519



2,643



(124
)


(5
)%Number of events


14



14







    22




---



##### 



Cost
    of Services and Fulfillment
  Absolute


PercentageIncrease


Increase2009


2008


(Decrease)


(Decrease)Cost of services and fulfillment (dollars in millions)

$
87.9


$
90.6



(2.7
)


(3
)%Cost of services and fulfillment as a percentage of total
    revenues


38
%


37
%


1



3
%Number of research and fulfillment employees (at end of period)


435



488



(53
)


(11
%)     Selling
    and Marketing
  Absolute


PercentageIncrease


Increase2009


2008


(Decrease)


(Decrease)Selling and marketing expenses (dollars in millions)

$
72.5


$
77.2



(4.7
)


(6
)%Selling and marketing expenses as a percentage of total revenues


31
%


32
%


(1
)


(3
)%Selling and marketing employees (at end of period)


364



410



(46
)


(11
%)     General
    and Administrative
  Absolute


PercentageIncrease


Increase2009


2008


(Decrease)


(Decrease)General and administrative expenses (dollars in millions)

$
28.5


$
29.7



(1.2
)


(4
)%General and administrative expenses as a percentage of total
    revenues


12
%


12
%






General and administrative employees (at end of period)


148



150



(2
)


(1
%)     Depreciation
  Absolute


PercentageIncrease


Increase2009


2008


(Decrease)


(Decrease)Depreciation expense (dollars in millions)

$
4.4


$
4.0


$
0.4



9
%Depreciation expense as a percentage of total revenues


2
%


2
%






    23




---



##### 



Amortization
    of Intangible Assets
  Absolute


PercentageIncrease


Increase2009


2008


(Decrease)


(Decrease)Amortization expense (dollars in millions)

$
2.3


$
1.4


$
0.9



60
%Amortization expense as a percentage of total revenues


1
%


1
%






     Reorganization
    Costs
  Absolute


PercentageIncrease


Increase2009


2008


(Decrease)


(Decrease)Reorganization costs (dollars in millions)

$
5.4


$



$
5.4



N/AReorganization costs as a percentage of total revenues


2
%






2



N/A     Other
    Income, Net
  Absolute


PercentageIncrease


Increase2009


2008


(Decrease)


(Decrease)Other income, net (dollars in millions)

$
2.3


$
5.4


$
(3.1
)


(57
)%Other income, net as a percentage of total revenues


1
%


2
%


(1
)


(50
%)     Gains
    (Losses) on Investments, Net
  Absolute


PercentageIncrease


Increase2009


2008


(Decrease)


(Decrease)Gains (losses) on investments, net (dollars in millions)

$
(1.0
)

$
1.5


$
(2.5
)


(167
)%Gains (losses) on investments, net as a percentage of total
    revenues


(1
)%


1
%


(2
)


(200
%)     Provision
    for Income Taxes
  Absolute


PercentageIncrease


Increase2009


2008


(Decrease)


(Decrease)Provision for income taxes (dollars in millions)

$
14.9


$
15.6


$
(0.7
)


(5
)%Effective tax rate


44
%


35
%


9



26
%    24




---



##### 



Liquidity
    and Capital Resources
           25




---



##### 



ContractualObligations

Total


2011


2012


2013


2014


2015


Thereafter(In thousands)Operating leases

$
118,928


$
7,541


$
8,669


$
8,883


$
8,756


$
8,824


$
76,255Other commitments(1)


15,300



15,300



















Total

$
134,228


$
22,841


$
8,669


$
8,883


$
8,756


$
8,824


$
76,255     (1)
    
    Amount represents a commitment to construct approximately
    $15.3 million of leasehold improvements under the terms of
    a
    build-to-suit
    lease.  Off-Balance
    Sheet Arrangements
    Recent
    Accounting Pronouncements
    Item 7A.
    Quantitative
    and Qualitative Disclosures About Market Risk    available-for-sale
   26




---



##### 



Years EndedDecember 31,2011


2012


2013


ThereafterState and municipal agency obligations

$
43,898


$
46,668


$
17,415


$
9,117Federal agency and corporate obligations


7,752



4,257







Total investments

$
51,650


$
50,925


$
17,415


$
9,117Weighted average interest rates


1.63
%


1.16
%


1.33
%


0.54
%   Foreign Currency Exchange.
 27




---



##### 



Item 8.
    Consolidated
    Financial Statements and Supplementary Data  Form 10-K.
  FORRESTER
    RESEARCH, INC.
  INDEX TO
    FINANCIAL STATEMENTS
  PageReport of PricewaterhouseCoopers LLP, Independent Registered
    Public Accounting Firm


F-1Report of BDO USA, LLP, Independent Registered Public Accounting
    Firm


F-2Consolidated Balance Sheets


F-3Consolidated Statements of Income


F-4Consolidated Statements of Stockholders Equity and
    Comprehensive Income


F-5Consolidated Statements of Cash Flows


F-6Notes to Consolidated Financial Statements


F-7  28




---



##### 



Report of
    Independent Registered Public Accounting Firm     Internal Control - Integrated Framework
      
  
 F-1




---



##### 



Report of
    Independent Registered Public Accounting Firm          ,
  
     F-2




---



##### 



FORRESTER
    RESEARCH, INC.
  CONSOLIDATED
    BALANCE SHEETS
  December 31,2010


2009(In thousands, exceptper share data)ASSETSCURRENT ASSETS:Cash and cash equivalents

$
86,927


$
97,805Marketable investments (Note 4)


119,990



152,037Accounts receivable, net (Note 12)


73,574



67,436Deferred income taxes (Note 6)


4,089



5,276Deferred commissions


12,598



9,631Prepaid expenses and other current assets


16,733



8,616Restricted cash (Note 7)


3,879



Total current assets


317,790



340,801Long-term marketable investments (Note 4)


9,117



9,950Restricted cash (Notes 2 and 7)


11,609



16,770Property and equipment, net (Note 12)


19,838



5,823Deferred income taxes (Note 6)


7,779



10,323Goodwill (Note 3)


67,958



68,314Intangible assets, net (Note 3)


8,487



12,108Non-marketable investments (Note 5)


7,359



5,546Other assets


540



561Total assets

$
450,477


$
470,196LIABILITIES AND STOCKHOLDERS EQUITYCURRENT LIABILITIES:Accounts payable

$
3,644


$
2,078Accrued expenses (Note 12)


36,485



30,168Deferred revenue


131,521



117,888Total current liabilities


171,650



150,134Non-current liabilities


6,920



8,117Total liabilities


178,570



158,251COMMITMENTS (NOTE 7)STOCKHOLDERS EQUITY (NOTE 8):Preferred stock, $.01 par valueAuthorized  500 shares, issued and
    outstanding  none






Common stock, $.01 par valueAuthorized  125,000 sharesIssued  30,500 and 29,362 in 2010 and 2009,
    respectivelyOutstanding  22,812 and 22,334 in 2010 and 2009,
    respectively


305



294Additional paid-in capital


358,017



325,207Retained earnings


81,652



129,559Treasury stock  7,688 and 7,028 in 2010 and 2009,
    respectively, at cost


(162,595
)


(141,250
)Accumulated other comprehensive loss


(5,472
)


(1,865
)Total stockholders equity


271,907



311,945Total liabilities and stockholders equity

$
450,477


$
470,196    F-3




---



##### 



FORRESTER
    RESEARCH, INC.
  CONSOLIDATED
    STATEMENTS OF INCOME
  Years Ended December 31,2010


2009


2008(In thousands, except per share data)REVENUES:Research services

$
168,508


$
157,726


$
155,339Advisory services and other


82,218



75,626



85,536Total revenues


250,726



233,352



240,875OPERATING EXPENSES:Cost of services and fulfillment


94,105



87,873



90,582Selling and marketing


84,663



72,487



77,164General and administrative


33,960



28,461



29,723Depreciation


3,628



4,380



4,007Amortization of intangible assets


3,620



2,290



1,435Reorganization costs






5,441



Total operating expenses


219,976



200,932



202,911Income from operations


30,750



32,420



37,964Other income, net


1,249



2,297



5,373Gains (losses) on investments, net


2,301



(982
)


1,473Income before income taxes


34,300



33,735



44,810Income tax provision


13,793



14,869



15,595Net income

$
20,507


$
18,866


$
29,215Basic income per common share

$
0.91


$
0.83


$
1.27Diluted income per common share

$
0.89


$
0.82


$
1.24Basic weighted average common shares outstanding


22,478



22,645



23,062Diluted weighted average common shares outstanding


23,063



22,884



23,585    F-4




---



##### 



FORRESTER
    RESEARCH, INC.
  CONSOLIDATED
    STATEMENTS OF STOCKHOLDERS EQUITY AND
 COMPREHENSIVE
    INCOME
  AccumulatedCommon Stock


Additional





Treasury Stock


Other


TotalNumber of


$.01 Par


Paid-in


Retained


Number of





Comprehensive


Stockholders


ComprehensiveShares


Value


Capital


Earnings


Shares


Cost


Income (Loss)


Equity


Income(In thousands)Balance, December 31, 2007


28,165


$
282


$
284,431


$
81,478



5,011


$
(90,428
)

$
(747
)

$
275,016Issuance of common stock upon exercise of options and under
    stock purchase plan, including tax benefit


981



9



25,429



















25,438Stock-based compensation expense










5,289



















5,289Purchase of common stock


















1,090



(30,423
)






(30,423
)Net income














29,215















29,215


$
29,215Unrealized loss on marketable investments, net of tax


























(1,724
)


(1,724
)


(1,724
)Cumulative translation adjustment


























686



686



686Total comprehensive income

































$
28,177Balance, December 31, 2008


29,146



291



315,149



110,693



6,101



(120,851
)


(1,785
)


303,497Issuance of common stock upon exercise of options and under
    stock purchase plan, including tax benefit


216



3



4,013



















4,016Stock-based compensation expense










6,045



















6,045Purchase of common stock


















927



(20,399
)






(20,399
)Net income














18,866















18,866


$
18,866Unrealized loss on marketable investments, net of tax


























(440
)


(440
)


(440
)Cumulative translation adjustment


























360



360



360Total comprehensive income

































$
18,786Balance, December 31, 2009


29,362



294



325,207



129,559



7,028



(141,250
)


(1,865
)


311,945Issuance of common stock upon exercise of options and under
    stock purchase plan, including tax benefit


1,138



11



27,733



















27,744Stock-based compensation expense










4,874



















4,874Purchase of common stock


















660



(21,345
)






(21,345
)Dividend paid on common shares














(68,414
)














(68,414
)Capital contributed by seller of acquired business (Note 2)










203



















203Net income














20,507















20,507


$
20,507Unrealized loss on marketable investments, net of tax


























(925
)


(925
)


(925
)Cumulative translation adjustment


























(2,682
)


(2,682
)


(2,682
)Total comprehensive income

































$
16,900Balance, December 31, 2010


30,500


$
305


$
358,017


$
81,652



7,688


$
(162,595
)

$
(5,472
)

$
271,907    F-5




---



##### 



FORRESTER
    RESEARCH, INC.
  CONSOLIDATED
    STATEMENTS OF CASH FLOWS
  Years Ended December 31,2010


2009


2008(In thousands)Cash flows from operating activities:Net income

$
20,507


$
18,866


$
29,215Adjustments to reconcile net income to net cash provided by
    operating activities:Depreciation and asset write-offs


3,671



5,278



4,007Amortization of intangible assets


3,620



2,290



1,435Net (gains) losses from investments


(2,301
)


982



(1,473
)Deferred income taxes


2,356



1,943



1,503Stock-based compensation


4,874



6,111



5,358Amortization of premium on investments


2,587



1,167



870Foreign currency losses


1,374



1,107



1,611Other non-cash items


55







Changes in assets and liabilities, net of acquisitionsAccounts receivable


(7,467
)


(2,090
)


7,400Deferred commissions


(2,968
)


119



881Prepaid expenses and other current assets


(8,220
)


7,092



(4,184
)Accounts payable


1,422



(2,342
)


(893
)Accrued expenses


3,975



(69
)


(2,289
)Deferred revenue


15,172



2,645



211Net cash provided by operating activities


38,657



43,099



43,652Cash flows from investing activities:Acquisitions


(1,660
)


(5,592
)


(22,406
)Purchases of property and equipment


(13,426
)


(4,284
)


(3,698
)Purchases of marketable investments


(116,280
)


(645,312
)


(1,224,793
)Proceeds from sales and maturities of marketable investments


145,195



611,859



1,288,532Change in restricted cash


1,282



(16,770
)


Other investing activity


491



558



937Net cash provided by (used in) investing activities


15,602



(59,541
)


38,572Cash flows from financing activities:Dividend paid on common stock


(68,414
)






Proceeds from issuance of common stock under employee equity
    incentive plans and employee stock purchase plan


25,971



4,282



18,577Excess tax benefits from stock-based compensation


1,949







8,476Repurchases of common stock


(21,345
)


(20,399
)


(30,423
)Net cash used in financing activities


(61,839
)


(16,117
)


(3,370
)Effect of exchange rate changes on cash and cash equivalents


(3,298
)


886



(2,539
)Net increase (decrease) in cash and cash equivalents


(10,878
)


(31,673
)


76,315Cash and cash equivalents, beginning of year


97,805



129,478



53,163Cash and cash equivalents, end of year

$
86,927


$
97,805


$
129,478Supplemental disclosure of cash flow information:Cash paid for income taxes

$
16,583


$
10,945


$
7,992    F-6




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS
 December 31,
    2010
  (1)
    Summary
    of Significant Accounting Policies  Basis
    of Presentation
  Principles
    of Consolidation
    Management
    Estimates
    Reclassifications
    Fair
    Value Measurements
           F-7




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Cash,
    Cash Equivalents, and Marketable Investments
    available-for-sale other-than-temporary available-for-sale other-than-temporary available-for-sale
  available-for-sale
  Concentrations
    of Credit Risk
    Deferred
    Commissions
    Goodwill
   F-8




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Impairment
    of Other Long-Lived Tangible and Intangible Assets
    Foreign
    Currency
    Accumulated
    Other Comprehensive Loss
    2010


2009Net unrealized loss on marketable investments, net of taxes

$
(1,000
)

$
(75
)Cumulative translation adjustment


(4,472
)


(1,790
)Total accumulated other comprehensive loss

$
(5,472
)

$
(1,865
)     Years Ended December 31,2010


2009


2008Net income

$
20,507


$
18,866


$
29,215Cumulative translation adjustment


(2,682
)


360



686Unrealized gain (loss) on marketable investments:Change in unrealized loss on marketable investments, net of taxes


(925
)


(440
)


(4,699
)Reclassification adjustment for realized gains in net income,
    net of taxes










(1,095
)Reclassification adjustment for realized loss from transfer of
    ARS from
    available-for-sale
    securities to trading securities, net of taxes










4,070Total comprehensive income

$
16,900


$
18,786


$
28,177  F-9




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Revenue
    Recognition
  out-of-pocket
  Stock-Based
    Compensation
    Years Ended December 31,2010


2009


2008Cost of services and fulfillment

$
2,094


$
2,961


$
2,776Selling and marketing


943



1,123



988General and administrative


1,837



2,027



1,594Total

$
4,874


$
6,111


$
5,358  F-10




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Years Ended December 31,2010


2009


2008Equity Incentive


Employee Stock


Equity Incentive


Employee Stock


Equity Incentive


Employee StockPlans


Purchase Plan


Plans


Purchase Plan


Plans


Purchase PlanAverage risk-free interest rate


1.93
%


0.17
%


1.85
%


0.29
%


2.59
%


2.41
%Expected dividend yield


None



None



None



None



None



NoneExpected life


3.6 Years



0.5 Years



3.5 Years



0.5 Years



3.5 Years



0.5 YearsExpected volatility


40
%


25
%


44
%


44
%


35
%


35
%Weighted average fair value

$
9.67


$
6.38


$
8.38


$
6.81


$
8.00


$
7.27     Allowance
    for Doubtful Accounts
    Depreciation
    and Amortization
    EstimatedUseful LifeComputers and equipment

2 to 5 YearsComputer software

3 YearsFurniture and fixtures

7 YearsLeasehold improvements

Shorter of asset life or lease term  F-11




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    EstimatedUseful LifeCustomer relationships

5 to 11 YearsResearch content

1 to 2 YearsRegistered trademarks

1 YearTechnology

7 Years   Income
    Taxes
        Net
    Income Per Common Share
      Years Ended December 31,2010


2009


2008Basic weighted average common shares outstanding


22,478



22,645



23,062Weighted average common equivalent shares


585



239



523Diluted weighted average common shares outstanding


23,063



22,884



23,585    F-12




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  New
    Accounting Pronouncements
  No. 2009-13, Multiple-Deliverable Revenue Arrangements  a
    consensus of the FASB Emerging Issues Task Force 2009-13). ASC 605-25, No. 00-21, Revenue Arrangements with Multiple
    Deliverables 2009-13
  No. 2010-06, Fair Value Measurements and Disclosures (Topic 820):
    Improving Disclosures about Fair Value Measurements.
  No. 2009-17, Consolidations (Topic 810): Improvements to Financial
    Reporting by Enterprises Involved with Variable Interest
    Entities.
  (2)
    Acquisitions    Strategic
    Oxygen
   F-13




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Forrester
    Middle East FZ-LLC
      Assets:Accounts receivable

$
1,972Prepaid expenses


33Property and equipment


26Goodwill


1,409Intangible assets


7,261Total assets


10,701Liabilities:Accounts payable


387Accrued expenses


1,471Deferred revenue


450Total liabilities


2,308Net assets acquired

$
8,393    F-14




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    UsefulAssigned


LifeValue


(in years)Customer relationships

$
2,958



10Technology


1,507



7Research content


2,500



1Trademarks and other


296



1$
7,261       Assets:Accounts receivable

$
2,636Prepaid expenses and other current assets


500Property and equipment, net


398Deferred tax asset, net


1,738Goodwill


14,807Intangible assets


8,267Total assets


28,346Liabilities:Accounts payable


419Accrued expenses


996Deferred revenue


4,378Total liabilities


5,793Net assets acquired

$
22,553    F-15




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  (3)
    Goodwill
    and Other Intangible Assets    IT


TI


M&S


Events


TotalBalance, December 31, 2008

$
22,291


$
23,360


$
19,860


$
1,913


$
67,424Acquisitions


7



1,395



6



1



1,409Purchase accounting adjustments(1)










(597
)






(597
)Translation adjustments


26



27



23



2



78Balance, December 31, 2009


22,324



24,782



19,292



1,916



68,314Translation adjustments


(116
)


(129
)


(101
)


(10
)


(356
)Balance, December 31, 2010

$
22,208


$
24,653


$
19,191


$
1,906


$
67,958     (1)
    
    Adjustments relate to the finalization of the JupiterResearch
    acquisition, primarily relating to tax attributes that were
    finalized in the first quarter of 2009.      December 31, 2010Gross





NetCarrying


Accumulated


CarryingAmount


Amortization


AmountAmortizable intangible assets:Customer relationships

$
30,478


$
23,670


$
6,808Research content


6,060



5,727



333Technology


1,507



229



1,278Trademarks


876



876



Other


223



155



68Total

$
39,144


$
30,657


$
8,487   December 31, 2009Gross





NetCarrying


Accumulated


CarryingAmount


Amortization


AmountAmortizable intangible assets:Customer relationships

$
30,478


$
22,398


$
8,080Research content


6,060



3,727



2,333Technology


1,507



16



1,491Trademarks


876



808



68Other


223



87



136Total

$
39,144


$
27,036


$
12,108  F-16




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Year ending December 31, 2011

$
1,773Year ending December 31, 2012


1,241Year ending December 31, 2013


1,128Year ending December 31, 2014


1,034Year ending December 31, 2015


954Thereafter


2,357Total

$
8,487   (4)
    Marketable
    Investments    Gross


GrossAmortized


Unrealized


Unrealized


MarketCost


Gains


Losses


ValueDecember 31, 2010Available-for-sale
    securitiesState and municipal obligations

$
12,011


$
23


$
(25
)

$
12,009Federal agency and corporate obligations


107,669



483



(171
)


107,981Total short-term
    available-for-sale
    securities


119,680



506



(196
)


119,990ARS, long-term


11,000







(1,883
)


9,117Total
    available-for-sale
    securities

$
130,680


$
506


$
(2,079
)

$
129,107   Gross


GrossAmortized


Unrealized


Unrealized


MarketCost


Gains


Losses


ValueDecember 31, 2009Available-for-sale
    securitiesState and municipal obligations

$
45,392


$
482


$
(2
)


45,872Federal agency and corporate obligations


73,992



498







74,490Total short-term
    available-for-sale
    securities


119,384



980



(2
)


120,362Non-UBS ARS, long-term


11,000







(1,050
)


9,950Total
    available-for-sale
    securities


130,384



980



(1,052
)


130,312Trading securitiesUBS ARS


31,675







(2,100
)


29,575UBS Right






2,100







2,100Total securities

$
162,059


$
3,080


$
(3,152
)

$
161,987    F-17




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    FY 2011


FY 2012


FY2013


Thereafter


TotalFederal agency and corporate obligations

$
7,752


$
4,257


$



$



$
12,009State and municipal obligations


43,898



46,668



17,415







107,981ARS














9,117



9,117Total short and long-term

$
51,650


$
50,925


$
17,415


$
9,117


$
129,107   available-for-sale other-than-temporary,
  As of December 31, 2010Less Than 12 Months


12 Months or GreaterMarket


Unrealized


Market


UnrealizedValue


Losses


Value


LossesState and municipal bonds

$
3,258


$
25


$



$
Federal agency and corporate obligations


45,928



171







ARS










9,117



1,883Total

$
49,186


$
196


$
9,117


$
1,883   As of December 31, 2009Less Than 12 Months


12 Months or GreaterMarket


Unrealized


Market


UnrealizedValue


Losses


Value


LossesState and municipal bonds

$
1,148


$
2


$



$
ARS


9,950



1,050







Total

$
11,098


$
1,052


$



$
       available-for-sale
 F-18




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  available-for-sale
  available-for-sale other-than-temporary
      As of December 31, 2010Level 1


Level 2


Level 3


TotalMoney market funds(1)

$
25,222


$



$



$
25,222Federal agency and corporate obligations






107,981







107,981State and municipal obligations






12,009



9,117



21,126Total

$
25,222


$
119,990


$
9,117


$
154,329   As of December 31, 2009Level 1


Level 2


Level 3


TotalMoney market funds(1)

$
50,472


$



$



$
50,472Federal agency and corporate obligations






74,490







74,490State and municipal obligations






45,872



39,525



85,397UBS Right










2,100



2,100Total

$
50,472


$
120,362


$
41,625


$
212,459     (1)
    
    Included in cash and cash equivalents.     F-19




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        UBSRight


ARSBalance at December 31, 2008

$
6,887


$
39,613Sales/Maturities






(3,825
)Total gains (losses):Included in other comprehensive income






(1,050
)Included in earnings


(4,787
)


4,787Balance at December 31, 2009


2,100



39,525Sales/Maturities






(31,675
)Total gains (losses):Included in other comprehensive income






(833
)Included in earnings


(2,100
)


2,100Balance at December 31, 2010

$



$
9,117   (5)
    Non-Marketable
    Investments     F-20




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  other-than-temporary
    (6)
    Income
    Taxes    2010


2009


2008Domestic

$
33,964


$
33,094


$
40,076Foreign


336



641



4,734Total

$
34,300


$
33,735


$
44,810     2010


2009


2008Current:Federal

$
8,722


$
8,853


$
9,238State


1,571



3,488



3,325Foreign


1,144



585



1,51511,437



12,926



14,078Deferred:Federal


2,301



1,774



2,059State


1,025



(346
)


(43
)Foreign


(970
)


515



(499
)2,356



1,943



1,517Income tax provision

$
13,793


$
14,869


$
15,595  F-21




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2010


2009


2008Income tax provision at federal statutory rate


35.0
%


35.0
%


35.0
%Increase (decrease) in tax resulting from:State tax provision, net of federal benefit


5.0



6.1



4.7Non-deductible expenses


2.2



0.7



0.4Tax-exempt interest income


(1.3
)


(3.0
)


(3.8
)Stock option compensation deduction


0.2



1.1



(0.3
)Other, net


3.6



3.0



1.6Exchange rate (gain) loss


(1.1
)


1.8



(1.7
)Change in valuation allowance


(3.4
)


(0.6
)


(1.1
)Effective tax rate


40.2
%


44.1
%


34.8
%     2010


2009Non-deductible reserves and accruals

$
5,087


$
4,469Stock compensation


5,106



5,542Depreciation and amortization


376



1,727Net operating loss and other carryforwards


8,962



19,445Gross deferred tax asset


19,531



31,183Less  valuation allowance


(2,676
)


(11,672
)Sub-total


16,855



19,511Goodwill amortization


(5,528
)


(6,930
)Deferred commissions


(4,987
)


(3,912
)Net deferred tax asset

$
6,340


$
8,669        F-22




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        2010


2009


2008Deferred tax valuation allowance at January 1

$
11,672


$
10,922


$
12,794Additions


440



1,532



51Deductions


(9,405
)


(1,261
)


(948
)Translation adjustments


(31
)


479



(975
)Deferred tax valuation allowance at December 31

$
2,676


$
11,672


$
10,922   paid-in-capital.
      2010


2009


2008Unrecognized tax benefits at January 1

$
919


$
1,222


$
1,409Additions for tax positions of prior years


410







398Reductions for tax positions of prior years






(19
)


(12
)Additions for tax positions of current year


77







Settlements










(320
)Lapse of statute of limitations


(184
)


(284
)


(253
)Unrecognized tax benefits at December 31

$
1,222


$
919


$
1,222  F-23




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        (7)
    Commitments    2011

$
7,5412012


8,6692013


8,8832014


8,7562015


8,824Thereafter


76,255Total minimum lease payments

$
118,928   build-to-suit
    (8)
    Stockholders
    Equity  Preferred
    Stock
   F-24




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Treasury
    Stock
    Dividends
    Equity
    Plans
         F-25




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Stock
    Options
    Weighted -


Weighted -Average


AverageExercise


Remaining


AggregateNumber


Price Per


Contractual


Intrinsicof Shares


Share


Term (In Years)


ValueOutstanding at December 31, 2009


3,090


$
25.18Granted


364



30.41Exercised


(1,050
)


22.41Forfeited


(189
)


42.42Outstanding at December 31, 2010


2,215


$
26.00



6.63


$
20,743Exercisable at December 31, 2010


1,350


$
24.91



5.53


$
14,171Vested and expected to vest at December 31, 2010


2,102


$
25.87



6.52


$
19,962          F-26




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Restricted
    Stock Units
          Weighted-AverageNumber of


Grant DateShares


Fair ValueUnvested at December 31, 2009


94


$
25.21Granted


105



29.77Vested or settled






Forfeited


(7
)


26.57Unvested at December 31, 2010


192


$
27.64   Employee
    Stock Purchase Plan
   F-27




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Shares


PurchasePurchase Period Ended

Purchased


PriceJune 30, 2010


45


$
22.67December 31, 2010


44


$
26.44June 30, 2009


43


$
20.87December 31, 2009


38


$
21.46June 30, 2008


32


$
23.38December 31, 2008


36


$
23.98   (9)
    Employee
    Pension Plans    (10)
    Reorganization      Workforce


FacilityReduction


Consolidation


TotalTotal charge

$
2,872


$
2,569


$
5,441Cash payments


(2,774
)


(84
)


(2,858
)Non-cash portion of charge






(898
)


(898
)Accrual at December 31, 2009


98



1,587



1,685Cash payments


(98
)


(1,141
)


(1,239
)Accrual at December 31, 2010

$



$
446


$
446    F-28




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  (11)
    Operating
    Segment and Enterprise Wide Reporting  day-to-day
        IT


TI


M&S


Events


ConsolidatedYear ended December 31, 2010Revenue

$
93,414


$
74,799


$
71,313


$
11,200


$
250,726Direct margin


64,854



54,859



43,264



4,753



167,730Selling, marketing, administrative and other expenses


















(133,360
)Amortization of intangible assets


















(3,620
)Income from operations

















$
30,750Year ended December 31, 2009Revenue

$
92,950


$
66,848


$
63,910


$
9,644


$
233,352Direct margin


65,073



49,163



36,089



3,183



153,508Selling, marketing, administrative and other expenses


















(113,357
)Amortization of intangible assets


















(2,290
)Reorganization costs


















(5,441
)Income from operations

















$
32,420Year ended December 31, 2008Revenue

$
99,869


$
69,621


$
58,773


$
12,612


$
240,875Direct margin


69,299



53,226



30,841



5,397



158,763Selling, marketing, administrative and other expenses


















(119,364
)Amortization of intangible assets


















(1,435
)Income from operations

















$
37,964  F-29




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2010


2009United States

$
15,903


$
4,793United Kingdom


3,423



258Europe (excluding United Kingdom)


506



765Other


6



7$
19,838


$
5,823     2010


2009


2008United States

$
180,065


$
164,031


$
172,973Europe (excluding United Kingdom)


31,188



31,011



31,179United Kingdom


15,285



15,200



14,294Canada


13,724



13,706



13,267Other


10,464



9,404



9,162$
250,726


$
233,352


$
240,8752010


2009


2008United States


72
%


70
%


72
%Europe (excluding United Kingdom)


12
%


13
%


13
%United Kingdom


6
%


7
%


6
%Canada


6
%


6
%


6
%Other


4
%


4
%


3
%100
%


100
%


100
%   (12)
    Certain
    Balance Sheet Accounts  Property
    and Equipment:
    2010


2009Computers and equipment

$
10,815


$
10,758Computer software


13,433



10,828Furniture and fixtures


4,763



4,653Leasehold improvements


16,650



6,043Total property and equipment


45,661



32,282Less accumulated depreciation and amortization


25,823



26,459$
19,838


$
5,823  F-30




---



##### 



FORRESTER
    RESEARCH, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Accrued
    Expenses:
    2010


2009Payroll and related benefits

$
21,150


$
16,153Taxes


3,025



2,896Other


12,310



11,119$
36,485


$
30,168   Allowance
    for Doubtful Accounts:
    2010


2009


2008Balance, beginning of year

$
406


$
485


$
727Provision for doubtful accounts


212



490



594Additions from acquisition










107Write-offs


(211
)


(569
)


(943
)Balance, end of year

$
407


$
406


$
485   (13)
    Summary
    Selected Quarterly Financial Data 
    (unaudited)    Three Months EndedMarch 31,


June 30,


September 30,


December 31,2010


2010


2010


2010Total revenues

$
59,180


$
64,653


$
59,777


$
67,116Income from operations

$
7,738


$
10,129


$
5,813


$
7,070Net income

$
5,772


$
6,902


$
3,704


$
4,129Basic income per common share

$
0.26


$
0.31


$
0.16


$
0.18Diluted income per common share

$
0.25


$
0.30


$
0.16


$
0.18   Three Months EndedMarch 31,


June 30,


September 30,


December 31,2009


2009


2009


2009Total revenues

$
56,407


$
61,578


$
53,881


$
61,486Income from operations

$
3,185


$
12,218


$
7,950


$
9,067Net income

$
2,631


$
6,152


$
4,300


$
5,783Basic income per common share

$
0.11


$
0.27


$
0.19


$
0.26Diluted income per common share

$
0.11


$
0.27


$
0.19


$
0.26  F-31




---



##### 



Item 9.
    Changes
    in and Disagreements with Accountants on Accounting and
    Financial Disclosure    Item 9A.
    Controls
    and Procedures  Evaluation
    of Disclosure Controls and Procedures
  Rule 13a-15(e)
  Managements
    Report on Internal Control over Financial Reporting
  Rule 13a-15(f) 15d-15(f)
      page F-1 Form 10-K.
  Changes
    in Internal Control Over Financial Reporting
   29




---



##### 



PART III
  Item 10.
    Directors,
    Executive Officers and Corporate Governance  Executive
    Officers
    Name

Age

PositionGeorge F. Colony


57


Chairman of the Board, Chief Executive OfficerMichael A. Doyle


55


Chief Financial Officer and TreasurerDwight Griesman


53


Chief Marketing OfficerElizabeth Lemons


54


Chief People OfficerGail S. Mann, Esq.


59


Chief Legal Officer and SecretaryGregory Nelson


38


Chief Sales OfficerMark R. Nemec


41


Managing Director, Technology Industry Client GroupGeorge Orlov


53


Chief Information Officer and Chief Technology OfficerThomas Pohlmann


44


Managing Director, Technology Industry Client GroupCharles Rutstein


38


Chief Operating OfficerDennis van Lingen


46


Managing Director, Marketing & Strategy Client Group; Chief
    EMEA (Europe, Middle East, and Africa) Officer   George F. Colony 1983-2000.
  Michael A. Doyle
  Dwight Griesman 2001-2004.
  Elizabeth Lemons 1997-2005.
  Gail S. Mann 1999-2001,
  Gregory Nelson
  Mark R. Nemec
 30




---



##### 



George M. Orlov
  Thomas Pohlmann
  Charles Rutstein
  Dennis van Lingen
  www.forrester.com
  Form 8-K www.forrester.com www.forrester.com
    Item 11.
    Executive
    Compensation    Item 12.
    Security
    Ownership of Certain Beneficial Owners and Management and
    Related Stockholder Matters   31




---



##### 



(a)





(c)Number of Securities


(b)


Number of Securities Remainingto be Issued Upon Exercise


Weighted Average Exercise


Available for Future Issuance Underof Outstanding Options,


Price of Outstanding Options,


Equity Compensation Plans (ExcludingPlan Category

Warrants and Rights


Warrants and Rights


Securities Reflected in Column (a)(1)Equity compensation plans approved by stockholders


2,407,079
(1)

$
26.00



3,632,099
(2)Equity compensation plans not approved by stockholders


N/A



N/A



N/ATotal


2,407,079


$
26.00



3,632,099     (1)
    
    Includes 191,730 restricted stock units that are not included in
    the calculation of the weighted average exercise price.(2)
    
    Includes, as of December 31, 2010, 2,997,891 shares
    available for issuance under our 2006 Equity Incentive Plan,
    140,000 shares under our 2006 Directors Stock
    Option Plan, and 494,208 shares that are available for
    issuance under our Amended and Restated Employee Stock Purchase
    Plan.    Item 13.
    Certain
    Relationships and Related Transactions, and Director
    Independence    Item 14.
    Principal
    Accountant Fees and Services    PART IV
  Item 15.
    Exhibits,
    Financial Statements Schedules.  Financial Statements.
  b. Financial Statement Schedules.
  Exhibits.
 32




---



##### 



EXHIBIT INDEX
  Exhibit No.

Description2.1(1)

Agreement and Plan of Merger dated as of January 20, 2003
    between Forrester Research, Inc., Whitcomb Acquisition Corp. and
    Giga Information Group, Inc.3.1(2)

Restated Certificate of Incorporation of Forrester Research, Inc.3.2(3)

Certificate of Amendment of the Certificate of Incorporation of
    Forrester Research, Inc.3.3(4)

Bylaws of Forrester Research, Inc., as amended4(2)

Specimen Certificate for Shares of Common Stock, $.01 par
    value, of Forrester Research, Inc.10.1+(2)

Registration Rights and Non-Competition Agreement10.2+(5)

1996 Amended and Restated Equity Incentive Plan, as amended10.3+(16)

Amended and Restated Employee Stock Purchase Plan10.4+(6)

1996 Amended and Restated Stock Option Plan for Non-Employee
    Directors10.5+(7)

2006 Equity Incentive Plan10.6+(20)

Stock Option Plan for Directors, as amended10.7+(8)

Form of Stock Option Certificate (1996 Amended and Restated
    Equity Incentive Plan)10.8+(9)

Form of Performance-Based Option Certificate (1996 Amended and
    Restated Equity Incentive Plan)10.9+(10)

Form of Directors Option Certificate (1996 Amended and
    Restated Stock Option Plan for
    Non-Employee
    Directors)10.10+(11)

Form of Incentive Stock Option Certificate (2006 Equity
    Incentive Plan)10.11+(11)

Form of Non-Qualified Stock Option Certificate (2006 Equity
    Incentive Plan)10.12+(12)

Form of Performance-Based Option Certificate (2006 Equity
    Incentive Plan)10.13+(17)

Form of Restricted Stock Unit Award Agreement (2006 Equity
    Incentive Plan)10.14+(12)

Form of Directors Option Certificate (2006 Stock Option
    Plan for Directors)10.15+(13)

Description of Matrix Bonus Plan10.16+(18)

Executive Cash Incentive Plan10.17+(12)

Employment Offer Letter from Company to Michael A. Doyle dated
    July 24, 200710.18+(14)

Employment Agreement between Forrester Research B.V. and Dennis
    Van Lingen dated as of June 20, 2000, and Addendum thereto
    dated May 21, 200110.19+(15)

Separation Agreement between the Company and Julie Meringer,
    dated January 4, 201110.20+(23)

Employee Retention Plan10.21+(24)

Amendment to Employee Retention Plan10.22(19)

Lease dated May 6, 1999 between Technology Square LLC and
    the Company for the premises located at 400 Technology Square,
    Cambridge, Massachusetts10.23(5)

Fifth Amendment to Lease dated as of January 1, 2005
    between Technology Square Finance, LLC and the Company for the
    premises located at 400 Technology Square, Cambridge,
    Massachusetts10.24(14)

Sixth Amendment to Lease date as of April 22, 2008 between
    ARE-Tech Square, LLC and Forrester Research, Inc. for the
    premises located at 400 Technology Square, Cambridge,
    Massachusetts10.25(21)

Lease of Premises at Cambridge Discovery Park, Cambridge,
    Massachusetts dated as of September 29, 2009 from BHX, LLC,
    as Trustee of Acorn Park I Realty Trust to the Company10.26(22)

First Amendment of Lease dated as of December 21, 2009 by
    200 Discovery Park, LLC, successor to BHX, LLC, as Trustee of
    Acorn Park I Realty Trust, and the Company10.27(21)

Agreement Regarding Project Rights dated as of
    September 29, 2009, by BHX, LLC, a Massachusetts limited
    liability company, as Trustee of Acorn Park I Realty Trust, a
    Massachusetts nominee trust, and the Company21(15)

Subsidiaries of the Registrant23.1(15)

Consent of PricewaterhouseCoopers LLP23.2(15)

Consent of BDO USA, LLP 33




---



##### 



Exhibit No.

Description31.1(15)

Certification of the Principal Executive Officer31.2(15)

Certification of the Principal Financial Officer32.1(15)

Certification of the Chief Executive Officer Pursuant to
    Section 906 of the Sarbanes-Oxley Act of 200232.2(15)

Certification of the Chief Financial Officer Pursuant to
    Section 906 of the Sarbanes-Oxley Act of 2002     +
    
    Denotes management contract or compensation arrangements.(1)
    
    Filed as an Exhibit to Forresters Current Report on Form
    8-K filed on January 22, 2003 (File No. 000-21433) and
    incorporated herein by reference.(2)
    
    Filed as an Exhibit to Forresters Registration Statement
    on Form S-1A filed on November 5, 1996 (File No. 333-12761)
    and incorporated by reference herein.(3)
    
    Filed as an Exhibit to Forresters Annual Report on Form
    10-K for the year ended December 31, 1999 (File
    No. 000-21433) and incorporated by reference herein.(4)
    
    Filed as an Exhibit to Forresters Current Report on Form
    8-K filed on February 4, 2010 (File No. 000-21433) and
    incorporated herein by reference.(5)
    
    Files as an Exhibit to Forresters Annual Report on 10-K
    for the year ended December 31, 2004 (File
    No. 000-21433)
    and incorporated herein by reference.(6)
    
    Filed as an Exhibit to Forresters Quarterly Report on Form
    10-Q for the quarterly period ended March 31, 2002 (File No.
    000-21433) and incorporated herein by reference.(7)
    
    Filed as an Exhibit to Forresters Quarterly Report on Form
    10-Q for the quarter ended June 30, 2006 and incorporated herein
    by reference.(8)
    
    Filed as an Exhibit to Forresters Quarterly Report on Form
    10-Q for the quarter ended September 30, 2004 (File No.
    000-21433) and incorporated herein by reference.(9)
    
    Filed as an Exhibit to Forresters Quarterly Report on Form
    10-Q for the quarter ended March 31, 2005 (File No. 000-21433)
    and incorporated herein by reference.(10)
    
    Filed as an Exhibit to Forresters Quarterly Report on Form
    10-Q for the quarter ended June 30, 2005 (File
    No. 000-21433) and incorporated herein by reference.(11)
    
    Filed as an Exhibit to Forresters Quarterly Report on Form
    10-Q for the quarter ended September 30, 2006 (File No.
    000-21433) and incorporated herein by reference.(12)
    
    Filed as an Exhibit to Forresters Annual Report on Form
    10-K for the year ended December 31, 2006 (File
    No. 000-21433) and incorporated herein by reference.(13)
    
    Included in Forresters Current Report on Form 8-K filed on
    January 24, 2007 (File No. 000-21433) and incorporated herein by
    reference.(14)
    
    Filed as an Exhibit to Forresters Quarterly Report on Form
    10-Q for the quarter ended March 31, 2008 (File No. 000-21433)
    and incorporated herein by reference.(15)
    
    Filed herewith.(16)
    
    Included as Exhibit A in Forresters Proxy Statement for
    its 2009 Annual Meeting of Stockholders filed on April 3, 2009
    (File No. 000-21433) and incorporated herein by reference.(17)
    
    Filed as an Exhibit to Forresters Quarterly Report on Form
    10-Q for the quarter ended June 30, 2009 (File
    No. 000-21433) and incorporated herein by reference.(18)
    
    Filed as an Exhibit to Forresters Current Report on Form
    8-K filed on February 17, 2010 (File No. 000-21433) and
    incorporated herein by reference.(19)
    
    Filed as an Exhibit to Forresters Quarterly Report on Form
    10-Q for the quarter ended June 30, 1999 (File
    No. 000-21433) and incorporated herein by reference. 34




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##### 



(20)
    
    Filed as an Exhibit to Forresters Quarterly Report on Form
    10-Q for the quarter ended March 31, 2010 (File No 000-21433)
    and incorporated herein by reference.(21)
    
    Filed as an Exhibit to Forresters Quarterly Report on Form
    10-Q for the quarter ended September 30, 2009 (File No.
    000-21433) and incorporated herein by reference.(22)
    
    File as an Exhibit to Forresters Annual Report on Form
    10-K for the year ended December 31, 2009 (File
    No. 000-21433) and incorporated herein by reference.(23)
    
    Filed as an Exhibit to Forresters Annual Report on Form
    10-K for the year ended December 31, 2007 (File
    No. 000-21433) and incorporated herein by reference.(24)
    
    Filed as an Exhibit to Forresters Quarterly Report on Form
    10-Q for the quarter ended June 30, 2010 (File
    No. 000-21433) and incorporated herein by reference. 35




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##### 



SIGNATURES
      By:
    /s/  GEORGE
    F. COLONY         Signature

Capacity In Which Signed

Date/s/  GEORGE
    F. COLONYGeorge
    F. Colony

Chairman of the Board and Chief Executive Officer (Principal
    Executive Officer)

March 14, 2011/s/  MICHAEL
    A. DOYLEMichael
    A. Doyle

Chief Financial Officer (Principal Financial Officer)

March 14, 2011/s/  SCOTT
    R. CHOUINARDScott
    R. Chouinard

Chief Accounting Officer (Principal Accounting Officer)

March 14, 2011/s/  HENK
    W. BROEDERSHenk
    W. Broeders

Member of the Board of Directors

March 14, 2011/s/  ROBERT
    M. GALFORDRobert
    M. Galford

Member of the Board of Directors

March 14, 2011/s/  GEORGE
    R. HORNIGGeorge
    R. Hornig

Member of the Board of Directors

March 14, 2011/s/  GRETCHEN
    TEICHGRAEBERGretchen
    Teichgraeber

Member of the Board of Directors

March 14, 2011/s/  MICHAEL
    H. WELLESMichael
    H. Welles

Member of the Board of Directors

March 14, 2011  36