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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): 02/20/2009

DISCOVER FINANCIAL SERVICES

(Exact name of registrant as specified in its charter)

Commission File Number: 001-33378

Delaware 36-2517428
(State or other jurisdiction of (IRS Employer
incorporation) Identification No.)

2500 Lake Cook Road, Riverwoods, Illinois 60015

(Address of principal executive offices, including zip code)

(224) 405-0900
(Registrant’s telephone number, including area code)

N/A
(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:

[ ] 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))

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

Election of Directors

On February 20, 2009, the board of directors of Discover Financial Services (the "Company") elected each of Cynthia A. Glassman and
Richard H. Lenny as a director of the Company effective immediately. The board appointed Ms. Glassman to serve on the Audit Committee
and appointed Mr. Lenny to serve on the Nominating and Governance Committee. On February 20, 2009, Thomas G. Maheras resigned from
the Nominating and Governance Committee. Mr. Maheras remains a member of the Audit Committee. A copy of the press release announcing
the election of Ms. Glassman and Mr. Lenny is attached as Exhibit 99.1 to this report.

There are no arrangements or understandings between Ms. Glassman or Mr. Lenny and any other person pursuant to which Ms.
Glassman or Mr. Lenny was selected as a director. There are no transactions involving Ms. Glassman or Mr. Lenny that would be required to
be reported under Item 404(a) of Regulation S-K.

Equity Grants to Non-Employee Directors

In connection with the e lection of Ms. Glassman and Mr. Lenny as directors of the Company, on February 20, 2009, Ms. Glassman and
Mr. Lenny each received a grant of 3,630 restricted stock units under the Discover Financial Services Directors' Compensation Plan.
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All restricted stock unit awards vest on the first anniversary of the date of grant, subject to the terms and conditions of the Discover
Financial Services Directors' Compensation Plan. All restricted stock unit awards are to be settled in shares of Discover common stock.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No. Description

99.1 Press Release of Discover Financial Services dated February 23, 2009

Signature(s)

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.

DISCOVER FINANCIAL SERVICES

Date: February 23, 2009 By: /s/ Simon Halfin

Simon Halfin
Assistant Secretary
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Exhibit Index

Exhibit No. Description

EX-99.1 Press Release of Discover Financial Services dated February 23, 2009

DISCOVER FINANCIAL SERVICES NAMES ADDITIONAL BOARD DIRECTORS

Riverwoods, IL, Feb. 23, 2009 - Discover Financial Services (NYSE:DFS) today announced that Cynthia A. Glassman and
Richard H. Lenny have joined the company's Board of Directors.

Glassman was undersecretary for economic affairs at the U.S. Department of Commerce from 2006 to 2009, and Lenny was
chairman, president and chief executive officer of The Hershey Company from January 2002 until his retirement in December
2007.

"Cyndi and Rick are strategic additions to our talented board," said David Nelms, Discover's chairman and chief executive
officer. "Cyndi's expertise in the regulatory arena and Rick's leadership of major consumer brands provide more depth and
further experience to the board as we position Discover to seize new opportunities in these tough economic times."

Prior to serving at the Commerce Department, Glassman was a commissioner at the U.S. Securities and Exchange
Commission from 2002 to 2006. She received her M.A. and Ph.D. in economics from the University of Pennsylvania and her
B.A. in economics from Wellesley College. She serves on the Audit Committee.

Lenny served as a group vice president of Kraft Foods and president of its Nabisco Biscuit and Snack business before joining
Hershey, a manufacturer, distributor and marketer of chocolate, sugar confectionary, refreshment, and snack products. He has
a bachelor's degree from Georgia State University and received his M.B.A. from Northwestern University's J.L. Kellogg
School of Management. He is a director of McDonald's Corporation and serves on Discover's Nominating and Governance
Committee.

About Discover Financial Services

Discover Financial Services (NYSE: DFS) is a leading credit card issuer and electronic payment services company with one
of the most recognized brands in U.S. financial services. The company operates the Discover Card, America's cash rewards
pioneer. Since its inception in 1986, the company has become one of the largest card issuers in the United States. Its
payments businesses consist of the Discover Network, with millions of merchant and cash access locations; PULSE, one of
the nation's leading ATM/debit networks; and Diners Club International, a global payments network with acceptance in 185
countries and territories. For more information, visit www.discoverfinancial.com.

Investor Contact

Craig Streem

craigstreem@discover.com

Vice President, Investor Relations

224-405-3575

Media Contact

Jon Drummond

jondrummond@discover.com
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Corporate Public Relations

224-405-1888