Compass Diversified Holdings — Director's Dealing 2009

Aug 5, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Compass Diversified Holdings (CODI)
CIK: 0001345126
Period of Report: 2009-08-03

Reporting Person: MASSOUD I JOSEPH (See Remarks (a))

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-08-03	Shares	P	1107	$9.0282	Acquired	282631	Indirect
2009-08-04	Shares	P	1114	$8.975	Acquired	283745	Indirect
2009-08-05	Shares	P	1101	$9.0683	Acquired	284846	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Shares	153515	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: The shares purchased on August 3, 2009 were purchased at prices ranging from $9.00 per share to $9.06 per share. Full information regarding the number of shares purchased at each separate price will be provided upon request by the SEC staff, the issuer, or any security holder of the issuer.

F4: Amounts with respect to Mr. Massoud reflect his beneficial ownership of Shares through his interest in, and control as Managing Member of, Pharos I LLC.

F5: The shares purchased on August 4, 2009 were purchased at prices ranging from $8.96 per share to $8.99 per share. Full information regarding the number of shares purchased at each separate price will be provided upon request by the SEC staff, the issuer, or any security holder of the issuer.

F6: The shares purchased on August 5, 2009 were purchased at prices ranging from $9.03 per share to $9.1 per share. Full information regarding the number of shares purchased at each separate price will be provided upon request by the SEC staff, the issuer, or any security holder of the issuer.