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

This Amendment No. 1 on Form 8-K/A is being filed by X-Rite, Incorporated (the "Company") to report the committee appointments of David M. Cohen, David A. Eckert, Colin M. Farmer and Daniel M. Friedberg, each of whom was conditionally appointed to serve on the Company's board of directors (the "Board") on September 22, 2008 which appointments became effective on October 28, 2008. The committee appointments reported in this Current Report were not included in the Current Report on Form 8-K filed on September 26, 2008 because such information had not yet been determined by the Board.

David M. Cohen has been appointed to serve on the Compensation Committee. David
A. Eckert has been appointed to serve on the Audit Committee. Colin M. Farmer has been appointed to serve on the Nominating & Governance Committee. Daniel M. Friedberg has been appointed to serve on each of the Compensation Committee, the Audit Committee and the Nominating & Governance Committee.

As of October 28, 2008, the members of the committees of the Company's Board are as follows:

Members of the Audit Committee:

Mark D. Weishaar, Chairman

David A. Eckert

Daniel M. Friedberg

John E. Utley

Members of the Compensation Committee:

Gideon Argov, Chairman

David M. Cohen

Daniel M. Friedberg

Mark D. Weishaar

John E. Utley, ex officio

Members of the Nominating & Governance Committee:

L. Peter Frieder, Chairman

Colin M. Farmer

Daniel M. Friedberg

John E. Utley, ex officio

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