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

On January 29, 2009, the Board of Directors of DUSA Pharmaceuticals, Inc. elected Alexander W. Casdin as a director of DUSA. Mr. Casdin fills the vacancy on the Board of Directors created when D. Geoffrey Shulman, MD resigned from the Board of Directors effective December 1, 2008.
Mr. Casdin, 41, is the founder of Casdin Advisors, LLC, a strategic advisory company for healthcare and biotechnology companies. Prior to founding Casdin Advisors, Mr. Casdin served from 2001 to 2007 as the Chief Executive Officer and Portfolio Manager of Cooper Hill Partners, LLC. From 1999 to 2001, Mr. Casdin was a Portfolio Manager at Pequot Capital Management, LLC where he oversaw a large healthcare fund. Prior to joining Pequot Capital Management, Mr. Casdin was a Senior Managing Analyst at Dreyfus Corporation. Mr. Casdin is a member of the Advisory Board of the Hassenfeld Center for Cancer & Blood Disorders based at New York University's Langone Medical Center and a member of the Artists Council of the Whitney Museum of American Art. Mr. Casdin holds a Bachelor's degree from Brown University and earned his Masters in Business Administration from Columbia Business School.
In connection with his election to the Board of Directors, Mr. Casdin will receive an award of options to purchase 15,000 shares of DUSA common stock on February 27, 2009 at an exercise price equal to the fair market value of DUSA's common stock on that date pursuant to DUSA's 2006 Equity Compensation Plan, as amended.
The Nominating and Corporate Governance Committee of the Board of Directors is also considering whether to further expand the Board.
Except for historical information, this report contains certain forward-looking statements that represent our current expectations and beliefs concerning future events, and involve certain known and unknown risk and uncertainties. These forward-looking statements relate to the anticipated contributions of the new board member and expectations for growth of its revenue base. These forward-looking statements are further qualified by important factors that could cause actual results to differ materially from future results, performance or achievements expressed or implied by those in the forward-looking statements made in this release. These factors include, without limitation, actions by health regulatory authorities, sufficiency of funds, results of clinical trials, reliance on third party manufacturers, and other risks and uncertainties identified in DUSA's Form 10-K for the year ended December 31, 2007, and other SEC filings from time to time.
Item 9.01 - Financial Statement and Exhibits.

Item No. Description

99.1 Press Release, dated January 29, 2009

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