Ares Capital (ARCC)

Item 5.02  Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On March 8, 2007, the Registrant issued a press release announcing the appointment of a new Chief Financial Officer of the Registrant.  The text of the press release is included as Exhibit 99.1 to this Form 8-K.

Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

        Effective on March 6, 2007, Richard S. Davis replaced Daniel F. Nguyen as Chief Financial Officer of the Company. Mr. Nguyen will continue to serve as an officer of the Company and was appointed Treasurer by our board of directors.

        Mr. Davis joined Ares Management LLC in June 2006 as Executive Vice President—Finance and Co-Chief Operating Officer. From December 1997 to May 2006, Mr. Davis was with Arden Realty, Inc., a real estate investment trust, serving as its Executive Vice President and Chief Financial Officer from July 2000. From 1996 to 1997, Mr. Davis was with Catellus Development Corporation where he was responsible for accounting and finance for the asset management and development divisions. From 1985 to 1996, Mr. Davis served as a member of the audit staff of both KPMG LLP and Price Waterhouse LLP. Mr. Davis is a Certified Public Accountant and a member of the American Institute of CPAs. Mr. Davis received his Bachelor of Science Degree in Accounting from the University of Missouri at Kansas City.

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PART III

Item 5.02  Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

Effective on August 2, 2005, Antony P. Ressler resigned from his position as a director and Co-Chairman of the Board of Directors of the Registrant (the “Board”) and Robert L. Rosen resigned from his position as a member of the Audit and Nominating Committees of the Board.

On August 2, 2005, the Board appointed Frank E. O’Bryan as a Class III Director to fill the vacant seat created by the resignation of Mr. Ressler, which will expire in 2007.  Mr. O’Bryan also has been named to the Audit and Nominating Committees of the Board.  Bennett Rosenthal will remain Chairman of the Board of the Registrant.

Mr. O’Bryan served as Chairman of the Board of WMC Mortgage Company from 1997 to 2003 and as a Vice Chairman until 2004 when the company was sold to General Electric Corporation.  Prior to that, Mr. O’Bryan served as a Director and senior executive of Shearson Hayden Stone from 1979 to 1981, when it was sold to Shearson American Express.  Mr. O’Bryan served as Vice Chairman of Shearson /American Express Mortgage Corp. and as a Director of Shearson American Express from 1981 to 1985, when he resigned, re-acquired the escrow division and changed its name to Spring Mountain Escrow Corporation.  In 1997 Mr. O’Bryan contributed Spring Mountain Escrow Corporation to an entity of investors that acquired Weyerhaeuser Mortgage Corp. (renamed WMC Mortgage Corp.), where he served as Chairman of the Board from 1997 to 2003.  Mr. O’Bryan remains a Director of WMC Mortgage Corp.  Mr. O’Bryan has been a Director of The First American Corporation since 1994.  Since 2003 he has been a Director of Standard Pacific Corporation and a Director of Farmers & Merchants Bank since 2004.  Mr. O’Bryan is a past member of the board of directors of both Damon Corporation and Grubb & Ellis.