UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON DC 20549

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                                    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) September 17, 2007

                                KOPIN CORPORATION
               (Exact Name of Registrant as Specified in Charter)


DELAWARE                          000-19882                04-2833935
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(State or Other Jurisdiction    (Commission              (IRS Employer
of Incorporation)               File Number)           Identification No.)

                    200 John Hancock Road, Taunton, MA         02780
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                    (Address of Principal Executive Offices) (Zip Code)

             Registrant's telephone number, including area code (508) 824-6696
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Check the appropriate box below if the Form 8-K filing is intended to satisfy
the filing obligation of the registrant under any of the following provisions
(see General Instruction A.2 below):

[_]  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))






Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule
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           or Standard; Transfer of Listing.
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     Kopin Corporation issued a press release on September 17, 2007, a copy of
which is attached as Exhibit 99.1 to this report and incorporated herein by this
reference, in which it announced that its Common Stock will remain listed on the
Nasdaq pending further consideration by The Nasdaq Stock Market's Board of
Directors. Under Marketplace Rule 4809, The Nasdaq Board has decided to call for
review the July 27, 2007 decision of the Nasdaq Listing and Hearing Review
Council regarding Kopin's Common Stock and, pending further consideration, has
stayed the Council's decision to suspend the Company's securities from trading.

Item 9.01.  Financial Statements and Exhibits.
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      (d)   Exhibits.
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      99.1  Kopin Corporation Press Release, dated September 17, 2007.






                                    SIGNATURE

     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.

                                KOPIN CORPORATION


Dated: September 17, 2007        By: /s/ Richard A. Sneider
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                                     Richard A. Sneider
                                     Treasurer and Chief Financial Officer
                                    (Principal Financial and Accounting Officer)