Ares Capital (ARCC)

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

On and effective as of February 26, 2009, the Board increased the size of the Board from five to seven members and appointed Michael J. Arougheti, President of the Company, as an interested Class I director and Gregory W. Penske as an independent Class II director to fill the vacancies created by such increase.

Mr. Penske will receive the same level of benefits, including compensation, as those provided to the other independent directors, as described in detail in the Company’s other filings with the SEC.

Mr. Penske has served as President and CEO of Penske Motor Group, Inc., an automotive group that owns and operates Toyota, Lexus and Scion dealerships in California, since 1993.  Mr. Penske was the former President and CEO of Penske Motorsports, Inc., which operated racetracks across the country.  Penske Motorsports, Inc. was publicly traded on the NASDAQ exchange and was thereafter sold to International Speedway Corporation in 1999.  Mr. Penske serves as a member of the boards of directors for Penske Corporation, the Los Angeles Sports Council and Friends of Golf, Inc., and is on the Board of Trustees for the John Thomas Dye School.  He is a member of the Toyota Parts and Service Advisory Council, the Toyota President’s Cabinet, and the Toyota Board of Governors.  Mr. Penske is also a former member of the boards of directors of the Alltel Corporation, International Speedway Corporation and the Southern California Committee for the Olympic Games.  Mr. Penske holds a BS in Business from Cornell University.