UNITED STATES OF AMERICA
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):  December 29, 2006 

INTEGRITY MUTUAL FUNDS, INC.

(Exact name of registrant as specified in its charter)

 

North Dakota

 

0-25958

 

45-0404061

(State or other jurisdiction of incorporation)

 

(Commission File

Number)

 

(IRS Employer Identification No.)

 

1 Main Street North, Minot, North Dakota

 

58703

(Address of principal executive offices)

 

(Zip Code)

 

Registrant's telephone number, including area code:  (701) 852-5292 

(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 Principal Officers; Election of Directors; Appointment of Principal Officers 

On December 29, 2006, Robert Mau tendered his resignation as a director of Integrity Mutual Funds, Inc., effective immediately.  Mr. Mau indicated that his decision to resign was not the result of any disagreement with the Company.  In light of Mr. Mau's written resignation, the Board of Directors has voted to decrease the number of Board seats from nine to eight, pursuant to Article III, Section 2, of the Company's Bylaws.

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. 

INTEGRITY MUTUAL FUNDS, INC.

 

By:

/s/ Robert E. Walstad

 

Robert E. Walstad

 

Chief Executive Officer,

 

Chairman & Director

Dated:  January 8, 2007