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

(b) As part of a settlement agreement in the legal proceeding entitled Gabelli Funds, LLC v. Brandt et al, 09 Civ. 0830 (KMK), the Registrant has accepted the letters of resignation of Messrs. Matthew Brandt and Thomas Brandt as members of the Board of Directors of the Registrant effective June 23, 3009. Mr. Matthew Brandt's current term would have expired in 2011 and Mr. Thomas Brandts's current term would have expired this year. Their decision to resign was not due to any disagreement with the Registrant.