On September 28, 2009, the Compensation and Leadership Development Committee of our Board of Directors approved a change to our Executive Officer Cash Profit Sharing Plan to phase in the inclusion of the acquired assets in the average asset base that is used in the computation of the qualifying level. The phase-in period is as follows:

Year 1     0 %
Year 2    33 %
Year 3    66 %
Year 4   100 %

There were no changes to the computation of the operating profit. The effect of this change is to lower the return on assets that is required to be met for qualifying income to be allocated to the incentive pool, thereby increasing potential payouts. An identical change was also made to our Cash Profit Sharing Plan which is available to our other qualified employees. The estimated effect on the 2009 compensation of our Named Executive Officers is illustrated in Exhibit 10, Compensation of Named Executive Officers of Simpson Manufacturing Co., Inc.

(d) Exhibits:

Exhibit Number                                Description

10                Compensation of Named Executive Officers of Simpson Manufacturing
                  Co., Inc.