8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) April 13, 2010

RPM INTERNATIONAL INC.

(Exact name of registrant as specified in its charter)

Delaware	1-14187	02-0642224
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

2628 Pearl Road, P.O. Box 777, Medina, Ohio	44258
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (330) 273-5090

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

     On April 13, 2010, RPM International Inc. (the “Company”) announced that P. Kelly Tompkins, executive vice president and chief financial officer of the Company, will be resigning as an officer of the Company to pursue other opportunities, effective as of April 30, 2010. The Company also announced that Robert L. Matejka will assume the role of chief financial officer of the Company, effective as of April 30, 2010. A copy of the Company’s press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

     Robert L. Matejka, 67, previously served as the Company’s chief financial officer from October 2001 to August 2007, and was the Company’s vice president and controller from August 2000 until his retirement in January 2008. Since his retirement, Mr. Matejka has served as a consultant from time to time to the Company. There are no family relationships between Mr. Matejka and any director or executive officer of the Company.

     The information called for by Item 5.02(c)(3) of Form 8-K with regard to Mr. Matejka's compensation arrangements has not yet been determined at the time of the filing of this Current Report on Form 8-K. The Company will file an amendment to this Current Report on Form 8-K within four business days after the information called for by Item 5.02(c)(3) is determined.

Item 9.01 Financial Statements and Exhibits.

          (d) Exhibits.

Exhibit Number	Description
99.1	Press Release of the Company, dated April 13, 2010.

SIGNATURES

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

	RPM International Inc. (Registrant)
Date April 14, 2010	/s/ Edward W. Moore
	Edward W. Moore
	Vice President, General Counsel and Secretary

Exhibit Index

Exhibit Number	Description
99.1	Press Release of the Company, dated April 13, 2010.

EX-99.1

Exhibit 99.1

RPM Names Former Chief Financial Officer Robert L. Matejka as Chief Financial Officer
Current CFO P. Kelly Tompkins Resigns to Accept New Position

Medina, Ohio — April 13, 2010 — RPM International Inc. (NYSE: RPM) announced today that P. Kelly Tompkins, executive vice president and chief financial officer, will be resigning effective April 30, 2010, to accept the position of executive vice president of legal, government affairs and sustainability for Cleveland-based Cliffs Natural Resources Inc. (NYSE: CLF). Robert L. Matejka, who had previously served as RPM’s chief financial officer from 2001 through 2007 has been named the company’s chief financial officer.

“Since Kelly joined RPM in 1996 as our assistant general counsel, the scope of his professional responsibilities grew with the company. Although most of his career at RPM was serving as our general counsel, Kelly became our chief administrative officer in 2006 and chief financial officer in 2008,” stated Frank C. Sullivan, chairman and chief executive officer. “Together we dealt with a myriad of legal and business issues and opportunities and Kelly’s advice and counsel was invaluable as a member of our senior leadership team.”

“Additionally, in keeping with RPM’s tradition of giving back to the community, I am particularly proud of the time Kelly devoted to our community, from being president of the Cleveland Bar Association to his current work on the board of Magnificat High School,” added Mr. Sullivan.

“RPM is a special company with a proud heritage and a promising future. Throughout my career, I have been challenged to grow professionally and for this I will always be grateful. It has been a privilege to be part of a great management team,” stated Mr. Tompkins. “I leave RPM with a solid capital structure, record levels of liquidity and improving growth prospects, and I look forward to participating in that growth as a very interested stockholder. As I move into this exciting new role at Cliffs, which is a better fit with my legal education, training and passion, I wish my friends and colleagues at RPM continued success.”

Bob Matejka joined RPM in 2000 as vice president and controller and served as the company’s chief financial officer from 2001 through 2007. “We are fortunate to have Bob Matejka step in as our chief financial officer,” stated Mr. Sullivan. “Since his retirement in 2008, Bob has provided consulting services to the company on various projects. With Bob’s intimate familiarity with RPM, we expect this transition to be seamless.”

RPM International Inc., a holding company, owns subsidiaries that are world leaders in specialty coatings, sealants, building materials and related services serving both industrial and consumer markets. RPM’s industrial products include roofing systems, sealants, corrosion control coatings, flooring coatings and specialty chemicals. Industrial brands include Stonhard, Tremco, illbruck, Carboline, Day-Glo, Euco and Dryvit. RPM’s consumer products are used by professionals and do-it-yourselfers for home maintenance and improvement, boat repair and maintenance, and by hobbyists. Consumer brands include Zinsser, Rust-Oleum, DAP, Varathane and Testors. Additional details are available at www.rpminc.com.

For more information, contact Kathie Rogers, manager of investor relations, at 330-273-5090 or krogers@rpminc.com.

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