SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
ADELGREN PAUL W

(Last) (First) (Middle)
1521 WESTBRANCH DRIVE
SUITE 200

(Street)
MCLEAN VA 22102

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/22/2005
3. Issuer Name and Ticker or Trading Symbol
GLADSTONE INVESTMENT CORPORATION\DE [ GAIN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 0 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
Remarks:
Paula Novara, Attorney-in-fact 06/22/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and

appoints

each of David Gladstone, Terry Brubaker, Harry Brill, Paula Novara, Allyson Williams, Kelly Sargent

Darren DeStefano, Bobbi Miliken and Patty Lamm, signing

individually, the undersigned's true and lawful attorneys-in fact and agents

to: (1)

execute for and on behalf of the undersigned, an officer, director or holder

of 10%

or more of a registered class of securities of Gladstone Investment

Corporation, a Delaware corporation

(the Company), Forms 3, 4 and 5 in accordance with Section 16(a) of the

Securities

Exchange Act of 1934, as amended (the Exchange Act) and the rules thereunder;

(2) do and perform any and all acts for and on behalf of the undersigned that

 may

be necessary or desirable to complete and execute such Form 3, 4 or 5, complete

 and

execute

any amendment or amendments thereto, and timely file such forms or amendments

with the

United States Securities and Exchange Commission and any stock exchange or

similar

authority; and (3) take any other action of any nature whatsoever in

connection with the

foregoing

which, in the opinion of such attorney-in-fact, may be of benefit, in

the best

interest of,

or legally required by, the undersigned, it being understood that the

documents

executed

by such attorney-in-fact on behalf of the undersigned pursuant to this

Power of

Attorney

shall be in such form and shall contain such terms and conditions as

such

attorney-in-fact

may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power

and

authority

to do and perform any and every act and thing whatsoever requisite,

necessary,

or proper

to be done in the exercise of any of the rights and powers herein

granted,

as fully to

all intents and purposes as the undersigned might or could do if

personally

present,

with full power of substitution or revocation, hereby ratifying and

confirming

all that

such attorney-in-fact, or such attorney-in-fact's substitute or

substitutes,

shall

lawfully

do or cause to be done by virtue of this power of attorney and the

rights

and

powers herein granted.  The undersigned acknowledges that the foregoing

attorneys-in-fact,

in serving in such capacity at the request of the undersigned, are not

assuming,

nor is the Company assuming, any of the undersigned's responsibilities

to comply

with Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the

earliest to occur of (a) the undersigned is no longer required to file

Forms 3, 4

and 5 with

respect to the undersigned's holdings of and transactions in securities

 issued by

the Company, (b) revocation by the undersigned in a signed writing

delivered to the

foregoing attorneys-in-fact or (c) as to any attorney-in-fact

individually, until

such attorney-in-fact shall no longer be employed by the Company, Gladstone Management

Corporation or Cooley Godward

LLP.

IN WITNESS WHEREOF, the undersigned has cause this Power of

Attorney to be

executed as of this 22nd day of June, 2005.





/s/ Paul W. Adelgren

Paul W. Adelgren