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

(b) On January 19, 2009, Douglas Hailey resigned as a member of the Board of Directors of Gulfstream International Group, Inc. (the "Company").

(d) At a special meeting on January 19, 2009, the Board of Directors approved the appointment of Gary Fishman to replace Mr. Hailey as a member of the Board of Directors until the next annual stockholders' meeting. In accordance with the Company's policy for its non-employee directors, upon his appointment to the Board of Directors the Company awarded Mr. Fishman an option to purchase 2,000 shares of the Company's common stock, which was fully vested upon grant.

A press release announcing Mr. Hailey's resignation from, and Mr. Fishman's appointment to, the Board of Directors was issued by the Company on January 20, 2009, and is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. See the Exhibit Index which is hereby incorporated by reference.

---