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

On January 14, 2013, Eric Bullinger resigned his position as Chief Financial officer as Vestin Realty Mortgage I, Inc., Vestin Realty Mortgage II, Inc and the equivalent of Chief Financial Officer of Vestin Fund III, LLC (hereafter referred to collectively as the "Vestin Entities").

On January 14, 2013, the Board of Directors appointed Tracee Gress as our Chief Financial Officer. Ms. Gress, 42, will also serve as the Chief Financial Officer of Vestin Realty Mortgage I, Inc. and the equivalent of the Chief Financial Officer of Vestin Fund III, LLC. Ms. Gress' services are furnished to us pursuant to an accounting services agreement entered into by our manager and Strategix Solutions, LLC ("Strategix Solutions"). Strategix Solutions is managed by LL Bradford & Company ("LL Bradford"), a certified public accounting firm, and provides accounting and financial reporting services on our behalf. Ms. Gress has worked for LL Bradford for approximately 4.5 years. Ms. Gress has audited both public and non-public companies and has also served as Chief Financial Officer for various non-public companies. Ms. Gress will be compensated solely by Strategix Solutions. Ms. Gress' responsibilities at Strategix Solutions include matters unrelated to the Vestin Entities. Strategix Solutions has an agreement with the Vestin Entities whereby Strategix Solutions receives certain compensation for the performance of accounting services for the Vestin Entities. Such accounting services include services in addition to the services to be provided by Ms. Gress.

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