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 (Date of earliest event reported):  November 16, 2005


 
	 Versar Inc. (Exact Name of Registrant as Specified in its Charter)

 
				    Delaware
			(State or Other Jurisdiction) 1-9309
			(Commission File Number) 54-0852979
			(IRS Employer Identification No.) 


		  6850 Versar Center, Springfield, Virginia 22151
		     (Address of Principal Executive Offices) 


				  (703) 750-3000
		 (Registrants Telephone Number, Including Area Code) 


				  Not Applicable
		(Former Name or Former Address, if Changed Since Last Report)




 


Item 1.01.  Entry into a Material Definitive Agreement

On November 16, 2005, the Compensation Committee of the Board of Directors
of the Company awarded the raises set forth below in base salary to three
Executive Officers resulting in annual compensation as follows:  

Lawrence W. Sinnott, Executive Vice President, Chief Operating Officer, Chief 
Financial Officer and Treasure, $27,000 to $200,000 per annum

Paul Kendall, Senior Vice President, Manager National Security Group, $7,000 to
$161,000 per annum

Jerome Strauss, Senior Vice President, Manager Infrastructure and Management 
Group Services, $12,000 to $184,000 per annum 
       
The raises, however, are salary-at-risk, contingent on each individual meeting 
certain individual financial goals for the Company's fiscal year 2006, which 
will end June 30, 2006.  Messrs Kendall and Strauss are required to meet their 
group operating income goals, while Mr. Sinnotts financial goal is based upon
the Companys total pre-tax income.  Each salary increase will be paid in the 
summer of 2006 based upon a sliding scale starting at 50 percent
of the salary increase for reaching 75 percent of the goal to 100 percent
of the salary increase for meeting 100 percent or more of the relevant
financial goal.




  

       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. 




VERSAR, INC. 

Date:  November 21, 2005 

By    /S/
     _______________________________________
     James C. Dobbs
     Senior Vice President & General Counsel