Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On October 16, 2008, the Board of Directors (the "Board") of Omnicom Group Inc. (the "Company") voted to increase the size of the Board from eleven persons to twelve persons and to elect Alan R. Batkin as a new director to fill the vacancy created by such increase, effective immediately. Mr. Batkin will hold office as a Director on the Board until the Company's next annual meeting of shareholders and until his successor is elected and qualifies or until his earlier resignation or removal.

The committees of the Board to which Mr. Batkin will be named have not been determined at this time.

Mr. Batkin has no direct or indirect interest in any transaction with the Company that would qualify as a related party transaction under Item 404(a) of Regulation S-K. There is no arrangement or understanding between Mr. Batkin and any other person pursuant to which he was selected as a director.

Mr. Batkin will receive compensation for his service on the Board in accordance with the Company's standard compensatory arrangement for non-employee directors. A description of the Company's non-employee director compensation can be found under the caption "Directors' Compensation for Fiscal 2007" in the Company's Notice of 2008 Annual Meeting of Shareholders and Proxy Statement filed with the Securities and Exchange Commission on April 4, 2008. Mr. Batkin's compensation as a non-employee director will be prorated to reflect the remainder of the Company's annual non-employee director compensation program.

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