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

On August 14, 2009, Bernard Wengrover retired as a member of Registrant's Board of Directors. Mr. Wengrover, 84 years of age, has been a member of Registrant's Board of Directors since 1990 and at the time of his retirement was serving in Class I with a term to expire in 2011. Mr. Wengrover was the Registrant's independent auditor from 1997 until March 31, 1989. As a result of Mr. Wengrover's retirement, the size of the Registrant's Board of Directors will be reduced to six Directors. Registrant has no disagreement with Mr. Wengrover on any matters relating to its operations, policies or practices.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

(10) Letter of Mr. Bernard Wengrover.

The information in this Form 8-K is being furnished under Item 12 and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of such Section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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