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 Act of 1934

Date of Report (Date of earliest event reported)     November 30, 2009
                  --------------------------

                 Dynasil Corporation of America
   ------------------------------------------------------------
  (Exact name of registrant as specified in its charter)

     Delaware                   000-27503         22- 1734088
- ---------------------------       ----------        -----------
(State or other                   (Commission     (IRS Employer
jurisdiction of incorporation)    File Number) Identification No.)


            385 Cooper Road, West Berlin, New Jersey 08091
                  ---------------------------
         (Address of principal executive offices)   (ZIP Code)

Registrant's telephone number, including area code:  (856)-767-4600

                           Not Applicable
  ------------------------------------------------------------
     (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 Instructions A.2. below):

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

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

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

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

Section 1 - Registrant's Business and Operations


Item 3.02 UNREGISTERED SALES OF EQUITY SECURITIES

     To the extent the event described under Items 8.01 may constitute
the sale of equity securities, that description is incorporated
herein by reference.

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

     On November 30, 2009, the Registrant, Dynasil Corporation of
America ("Dynasil") appointed Richard Johnson, of The Woodlands,
TX, as its Chief Financial Officer.

     Mr. Johnson, 55, served as Chief Financial Officer for
Tejas Research and Engineering, an engineering and manufacturing
firm in the oil and gas industry, from January through September
of 2009.  He served as COO at Mondrian-Hall, Inc., Canada's
leading supplier of imaging equipment, supplies and service
to the technical, display graphics and photo marketplace,
from 2006 to 2007.  From 1989 until 2006, he held numerous
financial positions of increasing responsibility, including
Treasurer, VP Finance, and CFO at Charrette Corporation, a
firm that serviced the printing and design industries.
In those positions, Mr. Johnson helped to increase that
company's annual revenues from approximately $40 million
to $130 million.  Over the course of his career, Mr. Johnson
has been involved in or led more than 20 acquisitions in
all aspects of the acquisition process.  He also has
significant experience with a wide range of financing
activities and structures.  Mr. Johnson has a B.S. and
an M.B.A. in Finance.

     Dynasil and Mr. Johnson signed an Employment Agreement,
effective November 30, 2009, with a twenty-four (24) month
term that is an exhibit to this 8-K filing and is incorporated
by reference herein.  Mr. Johnson's compensation package
includes an annual salary of $150,000, eligibility for a
target bonus payout of 33% of base pay per fiscal year based
on accomplishment of specific goals and receipt of standard
Dynasil benefits and expense reimbursements. He also is
receiving certain relocation reimbursements up to $15,000
as well as a signing/retention bonus in the form of options
to acquire 20,000 shares of Dynasil common stock at an
exercise price of 33% above market price as of his hire
date. The stock options have a three year exercise period
and will vest two years from date of hire. Mr. Johnson also
is receiving a grant of 7,500 restricted shares of Dynasil
stock that will vest in equal amounts every twelve months
over a three year period.

     Mr. Johnson replaces Mr. Paul Weaver who will complete
Dynasil's financial reporting for its 2009 fiscal year, which
ended on September 30, 2009, prior to completing his
employment with Dynasil on or before January 15, 2010.


ITEM 8.01. OTHER EVENTS

     On November 30, 2009, Dynasil issued an aggregate of
946,431 shares of its Common Stock, $.0005 par value per
share, as a result of the exercise of the conversion rights
by holders of 710,000 shares of its Series B 10% Cumulative
Convertible Preferred Stock (the "Series B Preferred Shares").
Dynasil had previously called all of the Series B Preferred
Shares for redemption on November 30, 2009. As a result of
the issuance of those shares of Common Stock, Dynasil now
has outstanding an aggregate of 12,378,018 shares of Common
Stock.


Section 9 - Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

EXHIBIT INDEX

(c)  Exhibits

10.1 Employment Agreement between Dynasil Corporation of
America and Richard A. Johnson, effective November 30, 2009.


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.

DYNASIL CORPORATION OF AMERICA
        (Registrant)

Date: 					By
                                             Craig T. Dunham
                                             President

EX-99

               DYNASIL CORPORATION OF AMERICA
                  AGREEMENT OF EMPLOYMENT

  THIS AGREEMENT is effective as of November 30, 2009 by and between
  DYNASIL CORPORATION OF AMERICA, a Delaware corporation with offices at 385
  Cooper Road, West Berlin, New Jersey, 08091, for itself and/or on behalf
  of any of its wholly-owned subsidiaries (collectively, the "Company") and
  Richard Johnson ("Employee"), whose current address is 11 S. Manorcliff
  Place, The Woodlands, TX  77382.

  1. Employment. Effective at the Date of Hire (the "Effective Date"),
  the Company agrees to employ Employee as Chief Financial Officer of the
  Company with such duties as are customary for such position.  Employee
  shall perform these duties subject to the direction and supervision of the
  Executive Leadership and Board of Directors of the Company. Employee
  accepts such employment and agrees to devote his full time, effort and
  skills to the conduct of the combined Company's businesses, performing to
  the best of Employee's abilities such duties as may be reasonably
  requested by the Company. Employee agrees to serve the Company diligently
  and faithfully so as to advance the Company's best interests and agrees to
  not take any action in conflict with the Company's best interests.

  2. Term.

  (a) The initial term of employment of Employee hereunder shall be
  for a period of twenty four (24) months commencing on the Effective Date,
  subject to the conditions set forth herein.

  (b) This Agreement can be extended at the end of the initial term
  for additional terms of twelve (12) months based on mutual written
  agreement.

  3. Compensation.

  (a) Base Salary. Employee shall receive as base salary, during the
  Term of this Agreement, of $12,500 per month (which is equivalent to One
  Hundred Fifty Thousand Dollars ($150,000) over a twelve month period).

       (b)  Bonus.  Employee shall be eligible for a target bonus of 33% of
  base pay per fiscal year based on accomplishment of specific goals, which
  will be set by the Company's CEO and the Employee, with Board of
  Directors' approval.  The bonus shall be prorated for any partial years
  worked and may be paid in any combination of cash or stock at the
  Employees discretion.  Any bonus payout will occur after the end of the
  fiscal year when audited results are completed.

       (c) Benefits.  Employee shall be entitled to the standard benefits
  provided at his base location and four weeks of vacation earned as per
  base location policies.

  (d) Reimbursement for Expenses. Employee will receive reimbursement
  from the Company for expenses reasonably incurred by Employee on behalf of
  the Company in accordance with the Company's normal policies with respect
  to expense reimbursements.

  (e) Severance. In the event of termination by the company without
  Cause, or termination by the employee for Good Reason, the Company will
  provide salary continuation to Employee of three (3) months at base salary
  only as well as maintaining the then existing level of the Company's
  contribution to health care insurance payments for the employee for six
  (6) months (unless employee receives alternative coverage during the
  period) and will pay a prorated earned bonus on the normal bonus payment
  date.  Good Reason is defined as either a material diminution of the
  Employees duties or a significant reduction in the Employees pay or
  benefits.  In the event of Severence, Employee shall make himself
  reasonably available to answer questions by telephone during the salary
  continuation period. Otherwise, the Company will have no obligation to
  make any severance payments to or for Employee.

  4. Termination. This Agreement is subject to termination prior to
  the expiration of its initial term or any extended term for the following
  reasons, in addition to the voluntary termination by the Employee or
  termination by the Company without Cause:

  (a) Termination for Cause. The Company and Employee agree that no
  future or further salary or other benefits (except for any benefits which
  are required by law) will be payable to or for the Employee by the Company
  and the employment relationship between the parties will terminate
  immediately following the occurrence of any one or more of the following
  events:

  (i) Employee violates any of the terms or conditions of this
  Agreement in any material respect and such violation is not corrected
  within fifteen (15) days after notice thereof is provided to Employee;

  (ii) Employee commits a felony, gross misdemeanor, act of dishonesty
  or moral turpitude or violates in any material way any of the rules,
  regulations or policies of the Company; or

  (iii) Employee engages in a general course of conduct of non-
  cooperation, negligence or other misconduct materially and adversely
  affecting the welfare, reputation, continuity or future of the Company's
  business or operations.

  (b) Death or Disability. If Employee dies or becomes totally and
  permanently disabled during the term of employment, the parties agree that
  the employment relationship and this Agreement will terminate
  automatically. "Total disability" means the inability of Employee,
  resulting from sickness, disease, injury or physical or mental illness, to
  perform in all material respects all of the services pertaining to his
  employment under this Agreement. Such total disability will be deemed
  "permanent" if Employee has not recovered and returned to render the full
  services of his employment hereunder within six (6) months of becoming
  totally disabled.

  5. Confidential Information/Trade Secrets. Employee acknowledges
  that during the course and as a result of his employment hereunder,
  Employee may receive or have access to, or contribute to the production of
  Confidential Information or Trade Secrets. Confidential Information or
  Trade Secrets means information that is proprietary to or in the unique
  knowledge of the Company (including information discovered or developed in
  whole or in part by Employee); or information that derives independent
  economic value, actual or potential, from not being generally known to,
  and not being readily ascertainable by proper means by, other persons who
  can obtain economic value from its disclosure or use, and is the subject
  of efforts that are reasonable under the circumstances to maintain its
  secrecy. Confidential Information shall also include all terms and
  conditions of this Agreement.

  Employee understands and acknowledges that all such information that
  he will obtain in the course of Employee's employment hereunder
  constitutes Confidential Information or Trade Secrets. In particular,
  Employee agrees that Confidential Information or Trade Secrets includes
  among other things, procedures, manuals, reports, lists of clients,
  customers, suppliers, prospects, products, contracts, prices paid by the
  Company's customers or to suppliers, research projects and/or results,
  research and development and commercialization endeavors, financial
  forecasts or projections, pending or threatened litigation, claims and
  other matters.
  Employee further acknowledges and appreciates that any
  Confidential Information or Trade Secrets constitute valuable assets of
  the Company and that each of them intends any such information to
  remain secret and confidential. Employee therefore specifically agrees
  that except to the extent required by Employee's duties to the Company
  or as permitted by the express written consent of the Company's
  President and CEO or its Board of Directors, Employee shall never,
  either during employment hereunder or for a period of five (5) years
  thereafter, directly or indirectly use, discuss or disclose any of its
  Confidential Information or Trade Secrets or otherwise use such
  information to his own or a third party's benefit.

  6. Return of Property. Employee agrees that upon the termination of
  his employment hereunder, that he will immediately return to the Company
  all the Company's property of any kind then in Employee's possession or
  under his control, including, without limitation, the originals and all
  copies of any and all documents, files or records (including computer
  data, disks, programs, or printouts) that contain any non-public
  information that in any way relates to the Company, any of its
  subsidiaries or affiliates, any of their products or services, clients,
  suppliers or other aspects of any of their business(es) or prospects.
  Employee further agrees to not retain any summary of such information.

  7. Non-competition. Employee understands and agrees that, in the
  performance of his duties under this Agreement, Employee may at times meet
  with the Company's customers and/or suppliers and that, as a consequence
  of using or associating himself with their name, goodwill and professional
  reputation, Employee's employment will place him in a position where
  Employee can further develop personal and professional relationships with
  the Company's current and prospective customers and/or suppliers. Employee
  further acknowledges that in the performance of his duties under this
  Agreement, Employee will be provided with certain specialized skills,
  training and/or know-how, as well as possess the Confidential Information
  or Trade Secrets referred to above. Employee understands and agrees that
  this goodwill and reputation, as well as Employee's skills, training,
  know-how and knowledge of Confidential Information or Trade Secrets could
  be used to compete with the Company. Accordingly, Employee agrees that,
  during the course of Employee's employment with Company and for two years
  from the date of Employee's termination of employment (whether voluntarily
  or involuntarily) or the termination of this Agreement at the end of any
  term, except as approved by the Company in writing which will not be
  unreasonably withheld, Employee shall not directly or indirectly,
  individually or with others:

  (a) Cause or attempt to cause any existing customer of the Company
  to divert, terminate, limit, not renew or modify adversely any business
  relationship with the Company.

  (b) Solicit, employ or contract with any of Company's or any of its
  subsidiaries' employees. The term "employ" for purposes of this paragraph
  means to enter into an arrangement for the provision of personal services
  as a full-time or part-time employee, independent contractor, agent or
  otherwise.

  (c) Compete with the Company in the research, design, development,
  manufacture or sale of any of its then current or contemplated products or
  services.

  Employee further agrees during the above-stated five year period to inform
  any new person, firm or entity with whom Employee proposes to enter into
  an employment or a business relationship, before accepting such employment
  or entering into such a relationship, of the restrictions on Employee set
  forth in Paragraphs 5, 6 and 7 of this Agreement.8. Consideration.
  Employee and Company agree that the provisions of this Agreement are
  reasonable and necessary for the protection of Company.

  9. Remedies for Breach. Each party acknowledges that breach by the
  other party of the provisions of this Agreement will cause the first party
  irreparable harm that is not fully remedied by monetary damages.
  Accordingly, each party agrees that the other party shall, in addition to
  any relief afforded by law, be entitled to injunctive relief. Each party
  agrees that both damages at law and injunctive relief shall be proper
  modes of relief and are not to be considered alternative remedies.

  10. General Provisions. The parties acknowledge and agree as
  follows:

  (a) This Agreement contains the entire understanding of the parties
  with regard to its subject matter. There are no other agreements or
  understandings, whether oral or written, or express or implied, with
  regard to such subject matter. This Agreement supersedes and replaces any
  and all prior agreements or understandings between the parties relating to
  its subject matter.

  (b) This Agreement may be amended or modified only by a writing
  signed by all parties.

  (c) Waiver by either Company or Employee of a breach of any
  provision, term or condition hereof shall not be deemed or construed as a
  further or continuing waiver thereof or a waiver of any breach of any
  other provision, term or condition of this Agreement.

  (d) The rights and obligations of Company hereunder may be
  transferred or assigned to any successor or assign of the Company. The
  term "Company" as used herein is intended to include Dynasil Corporation
  of America, its successors and/or assigns, if any. No assignment of this
  Agreement shall be made by Employee, and any purported assignment shall be
  null and void.

  (e) Employee's obligations under Paragraphs 5, 6, and 7 of this
  Agreement shall survive any change in Employee's employment status with
  Company, by promotion or otherwise, and the termination of Employee's
  employment with Company.

  (f) If any Court finds any provision or part of this Agreement to be
  unreasonable, in whole or in part, such provision shall be deemed and
  construed to be reduced to the maximum duration, scope or subject matter
  allowable under applicable law. Any invalidation of any provision or part
  of this Agreement will not invalidate any other part of this Agreement.

  (g) This Agreement will be governed by, construed and enforced in
  accordance with the laws of New Jersey.

  (h) This Agreement may be executed in any number of counterparts,
  including counterparts transmitted by telecopier or facsimile, any one of
  which shall constitute an original of this Agreement. When counterparts of
  facsimile copies have been executed by all parties, they shall have the
  same effect as if the signatures to each counterpart or copy were upon the
  same document and copies of such documents shall be deemed valid as
  originals. The parties agree that all such signatures may be transferred
  to a single document 

  upon the request of any party.

  This Agreement is intended to be a legally binding document fully
  enforceable in accordance with its terms.



  EMPLOYEE:                         DYNASIL CORPORATION OF AMERICA




  Richard A. Johnson                     Craig T. Dunham,
                                         President and CEO