SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


                        Date of Report: February 8, 2006
                                        ----------------
                        (Date of earliest event reported)


                              The Eastern Company
                              -------------------
             (Exact name of Registrant as specified in its charter)


    Connecticut                        0-599                     06-0330020
    -----------                        -----                     ----------
State or other jurisdiction      (Commission File Number)     (IRS Employer
 of incorporation)                                          Identification No.)


     112 Bridge Street, Naugatuck, Connecticut                  06770
     -----------------------------------------                  -----
      (Address of principal executive offices)               (Zip Code)


                                 (203) 729-2255
                                 --------------
              (Registrant's telephone number, including area code)

               --------------------------------------------------
                   (Former name or former address, if changed
                              since last report.)


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2)

[ ] Written communications pursuant to Rule 425 under the Securities Act (17
    CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
    240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4( c) under the
    Exchange Act (17 CFR 240.13e-4( c))






Section 1 - Registrant's Business and Operations


     ITEM 1.01 - Entry into a Material Definitive Agreement

          On February 8, 2006, The Compensation  Committee (the  "Committee") of
          the Board of Directors of The Eastern Company (the "Company") approved
          the 2006  Executive  Incentive  Program under the Company's  Executive
          Incentive Plan (the "Plan") for the Named Executive Officers,  Leonard
          F. Leganza, President and Chief Executive Officer and John L. Sullivan
          III, Vice President, Secretary and Treasurer.

          The 2006 Executive  Incentive Plan is based on both Division  Earnings
          (75%)  and  Working  Capital  (25%)  achievements.  Under the Plan Mr.
          Leganza and Mr.  Sullivan  can earn their  incentive,  with  unlimited
          potential, based on achieving those targets.







                                   SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of 1934,
The Registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.


                                        The Eastern Company


Date:  February 8, 2006                 By:  /s/John L. Sullivan III
       -----------------                ----------------------------
                                        John L. Sullivan III
                                        Vice President, Secretary & Treasurer