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

(b) On January 12, 2013, Eugene Miller notified the Board of Directors (the "Board") of MFRI, Inc. (the "Company") that he would not stand for re-election as a director of the Company at the next annual meeting of stockholders (the "Annual Meeting").