Item 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS;
ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS

 
On January 11, 2008, Groen Brothers Aviation, Inc. (the “Company”) received a letter of resignation from Dennis Gauger, from the positions of Chief Financial Officer (CFO), Vice President of Finance, Secretary and Treasurer, and member of the Company’s Board of Directors, for reasons related to personal issues including acceptance of an increase in his commitment to his church for performing missionary work.

David Groen, the Company’s Chief Executive Officer (CEO), will be assuming the added responsibilities of CFO and Treasurer for the Company, until a replacement can be found and qualified.  Rene Bishop will be assuming the responsibilities of Corporate Secretary, which is a position she has previously held at Groen Brothers Aviation, Inc.


 
SIGNATURES

 
Pursuant to the requirements of the Securities Exchange of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated:  January 15, 2008
GROEN BROTHERS AVIATION, INC.
   
   
 
By: /s/ David Groen
 
     David Groen
 
     President and Chief Executive Officer