Director and Executive Officer Compensation.

On November 19, 2008, the Board of Directors of Aldila, Inc., a Delaware corporation (the "Company") approved changes to the compensation of its directors as proposed by the Compensation Committee of the Company. The changes will become effective January 1, 2009. The changes are as follows:

† All meeting fees for Directors will be eliminated

† Directors will receive a quarterly fee of $7,000, in addition to any fees payable to Committee Chairmen

† The annual cash retainer for the Audit Committee Chairman will be increased to $9,500

† The annual cash retainer for the Compensation Committee Chairman will be increased to $3,500

† The annual cash retainer for the Nominating Committee Chairman will be increased to $2,000

As previously reported, on August 22, 2008, the Compensation Committee of the Company approved Restricted Stock Awards to certain executive officers of the Company under the Company's 1994 Stock Incentive Plan (as amended) (the "Plan") to be effective August 25, 2008. The Restricted Stock Awards will vest in three equal, annual installments on the anniversary of the grant date in 2009, 2010 and 2011, subject to the terms and conditions of a Restricted Stock Award Agreement.

The number of the Company's common shares awarded to each executive officer of the Company is listed below:

Executive Officer                                       Shares of Restricted Stock Issued

Peter R. Mathewson, Chairman of the Board and CEO                                   4,100

Robert J. Cierzan, Sr. Vice President and Secretary                                 1,500

Michael J. Rossi, Vice President, Sales and                                         1,500
Marketing

Scott M. Bier, Chief Financial Officer, Vice                                        2,700
President and Treasurer

The information in this Form 8-K, including the exhibit incorporated by reference, furnished under Item 7.01 shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.

(d) Exhibits

Exhibit 10.1 Form of Restricted Stock Award Agreement under the 1994 Stock Incentive Plan (as amended) (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K, filed on August 15, 2006) (File No. 000-21872).