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

Mr. Andrew A. Farina's service as an employee and officer of Qualstar Corporation terminated effective as of January 16, 2009. Mr. Farina had served as Vice President and Chief Financial Officer of Qualstar since December 14, 2006.

Ms. Nidhi H. Andalon, age 45, was appointed Chief Financial Officer of Qualstar by our Board of Directors on January 19, 2009, effective immediately. Ms. Andalon joined Qualstar's finance department in January 2003 as a senior accountant, and was promoted to Assistant Controller in June 2004 and to Controller in October 2005. From 1996 to 1999, Ms. Andalon held the position of Assistant Treasurer for Underwriters Reinsurance Company. From 1993 to 1996, Ms. Andalon was employed by Ernst & Young, LLP, where she worked as a senior auditor and senior tax consultant. Ms. Andalon graduated with a B.B.A degree from the University of Michigan in 1984 and has been a Certified Public Accountant in the State of California since 1996.

Ms. Andalon's employment at Qualstar is at-will. Effective upon her appointment as Chief Financial Officer, her base salary was increased to an annual rate of $140,000.