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

(b)

On November 4, 2008, Mr. Pekka Salonoja resigned from the Board of Directors of On2 Technologies, Inc., effective that same day. Mr. Salonoja's resignation was voluntary, and there were no disagreements between Mr. Salonoja and On2 pertaining to On2's operations, policies or practices.

Mr. Salonoja was a member of the Board's Governance and Nominating Committee and Compensation Committee. Following Mr. Salonoja's resignation, a majority of the Board were independent directors, as determined by the Board under the applicable rules of the American Stock Exchange (now known as the NYSE Alternext US LLC).

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