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

Patrick L. McCrory, a director of Kewaunee Scientific Corporation (the "Company"), has been elected Governor of North Carolina and has notified the Company that he will be resigning from the Company's Board of Directors when he takes office on January 5, 2013.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

The Board of Directors of the Company has approved an amendment to Section 5.02 of the Bylaws of the Company to decrease the number of directors of the Company's Board of Directors from seven (7) to six (6), with such amendment to be effective upon the resignation of Mr. McCrory as a director on January 5, 2013. A copy of the Company's Bylaws, as amended, will be filed as an exhibit to a Report on Form 8-K upon the amendment to the Bylaws becoming effective.

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