UNITED STATES
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): ~~October~~January 1225, ~~2005~~2006

Compex Technologies, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)


Minnesota	0-9407	41-0985318
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)

1811 Old Highway 8, New Brighton, Minnesota		55112
_________________________________ (Address of principal executive offices)		___________ (Zip Code)


Registrant’s telephone number, including area code:		(651) 631-0590

Not Applicable
______________________________________________
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:

[  ]  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))

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Item 1.01 Entry into a Material Definitive Agreement.

AtOn ~~its~~January ~~regularly scheduled meeting held October 12~~31, ~~2005~~2006, ~~the Board of Directors of~~ Compex Technologies, Inc. ~~(the~~signed ~~"Company")~~an ~~approved~~amendment ~~changes~~ to ~~director compensation. The changes:• Increase~~ the ~~annual~~employment ~~retainer~~agreement towith ~~$20~~Dan Gladney,~~000• Increase~~ ~~the~~its ~~additional~~Chief ~~annual~~Executive ~~retainer~~Officer, ~~for~~and ~~committee~~on ~~chairs~~Wednesday toJanuary $625,~~000• Increase~~ ~~the~~2006 ~~fees~~signed ~~for~~an ~~board~~amendment ~~meetings~~ to ~~$1,500 per meeting• Increase~~ the ~~fees~~severance ~~for~~pay ~~compensation~~agreement ~~and~~with ~~nominating~~Wayne ~~committee~~Chrystal, ~~meetings~~its toVice ~~$750~~President ~~per~~of ~~meeting~~Manufacturing. Both ~~and~~amendments ~~for~~make ~~audit~~clear ~~committee~~that ~~meetings~~compensation todue ~~$1,500~~after ~~per~~termination ~~meeting. At the same meeting, the Board~~ of ~~Directors~~employment ~~approved~~may anot ~~3.5%~~be ~~increase~~paid inbeyond ~~the~~March ~~salaries~~15 of the ~~Company’s~~year ~~executive~~following ~~officers,~~the ~~including~~year ~~Dan~~in ~~Gladney,~~which ~~Chief~~it ~~Executive~~becomes ~~Officer~~vested ~~and~~in ~~Chairman,~~order ~~Scott~~to ~~Youngstrom,~~comport ~~Vice~~with ~~President—Finance~~proposed ~~and~~regulations ~~Chief~~under ~~Financial~~Section ~~Officer,~~409A ~~Wayne~~of ~~Chrystal,~~the ~~Vice~~Internal ~~President—Manufacturing,~~Revenue ~~Michael~~Code. In ~~Goodpaster~~addition, ~~Vice~~the ~~President—Sales~~amendment ~~and~~to ~~Marketing, and Marshall Masko, President—Worldwide Consumer~~Mr. ~~The~~ ~~Board~~Gladney’s ~~also~~employment ~~established~~agreement ~~the~~makes ~~incentive~~clear ~~compensation~~that, ~~plan~~in ~~for~~connection ~~executive~~with ~~officers for~~ the ~~2006~~pending ~~fiscal~~merger ~~year,~~with ~~providing~~Encore ~~for~~Medical ~~specific targeted bonuses for each officer~~Corporation, ~~70%~~he ~~of which~~ will be ~~paid~~entitled ~~based~~to onseverance ~~achievement~~equal ofto ~~financial~~twice ~~performance~~his ~~targets~~annual ~~for~~salary ~~the~~plus ~~company,~~a ~~and~~pro ~~30%~~rata portion of ~~which~~his ~~will~~bonus beif ~~paid~~he ~~based~~resigns onat ~~individual~~any ~~performance~~time ~~goals. The~~within ~~targeted~~60 ~~bonus~~days ~~for~~after ~~Mr.~~shareholder ~~Gladney~~approval isof ~~$178,456.00,~~the ~~for~~merger ~~Mr.~~and ~~Youngstrom~~waiver isby ~~$62,784.00,~~Encore ~~for~~of ~~Mr.~~conditions ~~Chrystal~~to ~~is $40,107~~closing.~~00,~~ ~~for~~The ~~Mr.~~amendment ~~Goodpaster~~to ~~is $56,511.00, and for~~ Mr. ~~Masko~~Chrystal’s isseverance ~~$49,760.00. The~~pay ~~Board~~agreement also ~~approved~~clarifies atthat ~~such~~a ~~meeting~~relocation ~~amendments~~of tohis ~~the~~ employment ~~agreements~~by ~~for~~more ~~Mr.~~than ~~Youngstrom,~~50 ~~Mr.~~miles ~~Goodpaster,~~after ~~and~~a ~~Mr.~~change ~~Masko,~~of tocontrol ~~provide~~would ~~for~~constitute ~~severance~~"good ~~payments~~reason" ~~equal~~for toa ~~one~~voluntary ~~year’s~~termination ~~salary~~under ~~(rather~~which ~~than~~he ~~six~~would ~~months~~be asentitled ~~currently~~to ~~provided) if they are terminated within one year after a change of control~~severance.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

(d) One October 12, 2005, the Board of Directors of the Company reassignment committee members. The Audit Committee will consist of Richard Jahnke (Chair), Frederick Ayers and Richard Nigon. The Compensation Committee will consist of Frederick Ayers (Chair), Gary Blackford, Jack Smith and Paulita LaPlante. The Nominating and Corporate Governance Committee will consist of Jack Smith (Chair), Richard Nigon, Paulita LaPlante and Richard Jahnke.

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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.

	Compex Technologies, Inc.
October 17, 2005	By:	Dan W. Gladney
January 31, 2006	By:	Scott P. Youngstrom
		Name: Dan W. Gladney
		Name: Scott P. Youngstrom
		Title: President and Chief Executive Officer
		Title: VP of Finance, Chief Financial Officer

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