Filing pursuant to Rule 424(b)(5)
                                          Registration Statement No. 333-127319


                PROSPECTUS SUPPLEMENT NO 3. DATED June 5, 2006

                     (TO PROSPECTUS DATED August 15, 2005)

                               8,000,000 SHARES


                               FONAR CORPORATION

                                 COMMON STOCK

This  prospectus  supplement  relates  to  the plan of distribution pursuant to
which we will issue up to 8,000,000 shares of  our  common  stock. See "Plan of
Distribution"  below  for  a  more  detailed  description of this plan.   These
8,000,000 shares are registered under Registration Statement No. 333-127319 and
covered by the accompanying prospectus.

You  should  read  this  prospectus  supplement  along  with  the  accompanying
prospectus. These documents contain information you should consider when making
your  investment  decision. You should rely only on  information  contained  or
incorporated by reference  in  this  prospectus supplement and the accompanying
prospectus. We have not authorized anyone else to provide you with different or
additional information. You should not  assume  that  the  information  in this
prospectus  supplement  is  accurate  as of any date other than the date on the
front of this document.

The prospectus supplement and the accompanying  prospectus do not constitute an
offer to sell or a solicitation of an offer to buy  any  securities  other than
the   common   stock   offered  hereby.  This  prospectus  supplement  and  the
accompanying prospectus do not constitute an offer to sell or a solicitation of
an offer to buy our common stock in any circumstances in which an offer or
solicitation is unlawful.

INVESTING IN OUR COMMON STOCK INVOLVES A HIGH DEGREE OF RISK. SEE "RISK
FACTORS" BEGINNING ON PAGE 5 OF THE PROSPECTUS.

NEITHER  THE  SECURITIES AND  EXCHANGE  COMMISSION  NOR  ANY  STATE  SECURITIES
COMMISSION HAS  APPROVED  OR  DISAPPROVED  OF THESE SECURITIES OR DETERMINED IF
THIS PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY  REPRESENTATION TO THE CONTRARY IS
A CRIMINAL OFFENSE.

                             PLAN OF DISTRIBUTION

We  may  issue  up  to  8,000,000 shares of our common  stock  covered  by  the
accompanying prospectus by issuing them directly to vendors, suppliers of goods
and services or other creditors  in  lieu  of  cash.  The principal purposes of
issuing these shares is to pay vendors and suppliers for the parts and services
necessary  for  us to make timely delivery of MRI scanning  systems,  including
systems to be sold  to  MRI facilities owned by Dr. Raymond V. Damadian managed
by our wholly-owned subsidiary  Health  Management  Corporation  of America, to
accelerate our production rate in  order to reduce per unit manufacturing costs
and  for  advertising  and  marketing  expenses.  Management  will  have  broad
discretion  in  the  use  of  the  shares.   Dr.  Damadian  is  the  President,
Chairman  of  the  Board  of  Directors  and  principal  stockholder  of  Fonar
Corporation,  and  he  presently  owns  12  MRI  facilities  managed by  Health
Management  Corporation  of  America,  which  we  also   refer  to as HMCA.  An
additional MRI facility owned by Dr. Damadian and managed by  HMCA is scheduled
to  open in  June, 2006.  Nearly one  hundred percent (100%) of HMCA's revenues
are generated  by  MRI facilities owned by Dr. Damadian.  Sales of MRI scanning
systems made to facilities owned by  Dr. Damadian are and will be on the prices
and terms as sales made to unrelated parties,  on  an  arms-length, fair market
basis.

The recipients  of  the shares would receive a number of shares having a market
value of the amount to  be  paid as of the date of issuance of the shares.  The
recipients would credit our account  with  them  with  the  net  proceeds  they
receive from the sale of the shares.  Net proceeds for these purposes means the
sales price received for the shares less the sellers' brokerage commissions and
other  costs of sale, if any.  To the extent the recipient is underpaid, we may
issue additional  shares  or  pay  the  balance  in  cash.   To  the extent the
recipient  is  overpaid,  we  will  receive  a  credit to our account with  the
recipient.

                          MARKET FOR OUR COMMON STOCK

Our  common stock is listed on the NASDAQ Small Cap  Market  under  the  symbol
"FONR".  On  May  9,  2006  our  closing price of one share of common stock was
$0.62.   As  of  May  9,  2006,  we had  112,470,378  shares  of  common  stock
outstanding.

                      WHERE YOU CAN FIND MORE INFORMATION

The SEC allows us to "incorporate  by  reference" information that we file with
them,  which  means  that  we  can disclose important  information  to  you  by
referring you to those documents.  The information incorporated by reference is
an  important  part  of  this  prospectus   supplement   and  the  accompanying
prospectus.

The  documents  we incorporate by reference and where you can  find  additional
filings and information concerning Fonar are set forth in the prospectus.