Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

Asta Funding, Inc. (the "Company") announced that Mitchell Cohen, its Chief Financial Officer, will be leaving the Company to relocate and take another position. A date has not yet been set for his departure as Mr. Cohen intends to stay with the Company until the latest banking arrangements are finalized and the Company has filed its Form 10-K for fiscal 2008. Mr. Cohen will continue to consult with the Company to insure a smooth transition, and will receive a consulting fee of $5,000 per month for six months. The Board has also agreed to accelerate the vesting of 5,000 shares of restricted stock of the Company which otherwise would have vested on March 19, 2009.

Mr. Cohen will be replaced as Chief Financial Officer by Robert J. Michel, CPA, age 51, who has been with the Company since 2004 and has served as the Company's Controller since January 2008. Prior to taking the Controller position, Mr. Michel was the Director of Financial Reporting and Compliance at the Company. Prior to working for the Company, Mr. Michel was a partner at Laurence Rothblatt & Company LLP, a CPA firm located in Great Neck, New York.

Additionally, Arthur Stern as of January 2009 has stepped down as an employee of the Company, although he will continue to serve on the Board, with the title Chairman Emeritus and to consult for a combined annual directors and consulting fee of $300,000. Mr. Stern founded the Company and has served as Executive Vice President and Chairman of Board of the Company since 1995. Gary Stern, President and Chief Executive Officer of the Company, is assuming the additional role of Chairman of the Board.

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