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

(d) On January 30, 2009, the Board of Directors of Fastenal Company (the "Company") elected Scott A. Satterlee and Michael J. Ancius as directors of the Company effective January 30, 2009, filling two vacancies created by an increase in the number of directors on the Company's Board of Directors and by the retirement of Robert A. Hansen. Mr. Satterlee and Mr. Ancius were elected to serve until the Company's 2009 Annual Meeting of Shareholders or until their successors are duly elected and qualified.

Mr. Satterlee will serve on the Company's Audit Committee, and Mr. Ancius will serve on the Company's Compensation Committee.

There are no arrangements or understandings between either Mr. Satterlee or Mr. Ancius and any other person pursuant to which either director was selected as a director. There are no current or proposed transactions in which either Mr. Satterlee or Mr. Ancius has an interest requiring disclosure under Item 404(a) of Regulation S-K promulgated by the SEC.

Mr. Satterlee and Mr. Ancius will each receive an annual retainer of $10,000 for their services as a director, as well as $4,000 (plus reimbursement of reasonable expenses) for attending each board and committee meeting, all in accordance with the Company's director compensation policy.

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