Compass Diversified Holdings — Director's Dealing 2008

Aug 5, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Compass Diversified Holdings (CODI)
CIK: 0001345126
Period of Report: 2008-08-05

Reporting Person: Offenberg Alan B (See Remarks (a))

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-08-05	Shares	P	48	$11.68	Acquired	64672.24	Indirect
2008-08-05	Shares	P	72	$11.70	Acquired	64744.24	Indirect
2008-08-05	Shares	P	24	$11.73	Acquired	64768.24	Indirect
2008-08-05	Shares	P	48	$11.76	Acquired	64816.24	Indirect
2008-08-05	Shares	P	0.48	$11.78	Acquired	64816.72	Indirect
2008-08-05	Shares	P	12.24	$11.79	Acquired	64828.96	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Shares	13750	Direct

Footnotes

F1: Each Share represents one undivided beneficial interest in Compass Diversified Holdings (the "Trust") property and corresponds to one trust interest of Compass Group Diversified Holdings LLC held by the Trust.

F2: The purchases reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Pharos I LLC on May 29, 2008.

F3: Amounts with respect to Mr. Offenberg reflect his beneficial ownership of Shares through his pecuniary interest in Pharos I LLC.