UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to ~~SECTION~~ Section 13 OR 15(d) of The

~~The~~ Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~December~~April 1612, ~~2009~~2010

GOODMAN GLOBAL, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-32850	20-1932219
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
5151 San Felipe, Suite 500, Houston, Texas		77056
(Address of principal executive offices)		(Zip Code)

5151 San Felipe, Suite 500, Houston, Texas		77056
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (713) 861-2500

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7 5.0102 ~~Regulation~~Departure FDof ~~Disclosure~~Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~Goodman~~(b) ~~Global~~On ~~Group~~April 12, ~~Inc. (formerly known as Chill Holdings~~2010, ~~Inc.)~~Donald ~~today announced that it has completed a private placement of $586~~R.0 ~~million~~King innotified ~~aggregate~~Goodman ~~principal~~Global, ~~amount at maturity of its 11~~Inc.~~500%~~ ~~Senior Discount Notes due 2014~~ (the “~~Notes~~Company”) ~~with~~and ~~gross proceeds of approximately $320.0 million. The Notes are obligations of~~ Goodman Global Group, Inc., ~~not of Chill Intermediate Holdings, Inc.,~~ (the Company~~, or the Company~~’s ~~subsidiaries.~~indirect ~~Goodman Global Group, Inc. is the~~ parent company) of ~~Chill~~his ~~Intermediate Holdings~~retirement, ~~Inc.~~effective ~~Goodman Global Group~~April 30, ~~Inc.~~2010 ~~is not an obligor under~~ (the ~~indenture~~“Effective ~~governing~~Date”), ~~the~~from ~~Company’s~~his ~~13.50%/14.00%~~position ~~senior~~as ~~subordinated~~Executive ~~notes~~Vice ~~due~~President, ~~2016~~Human orResources ~~under~~of the Company’s, ~~senior secured term loan~~ and ~~revolving credit agreements.~~ Goodman Global Group, Inc. ~~intends to use the net proceeds from such placement, as well as cash on hand, to pay a dividend to its shareholders~~ and avarious ~~distribution~~subsidiaries ~~to its optionholders~~thereof.

~~This~~(e) ~~Current~~In ~~Report~~recognition onof ~~Form~~Mr. King’s ~~8-K~~long ~~does~~and ~~not~~valuable ~~constitute~~service to anthe ~~offer~~Company, tothe ~~sell~~Company orand ~~the~~Mr. King ~~solicitation~~have ofentered aninto ~~offer~~a toRetirement ~~buy~~Agreement under which (1) the ~~Notes~~Company ~~nor~~will ~~shall~~pay ~~there~~Mr. King bea ~~any sale~~lump sum payment of $1,036,450 on the ~~Notes~~date inthat ~~any~~is ~~state~~eight indays ~~which~~following ~~such~~the ~~offer~~Effective Date, ~~solicitation~~(2) the Company orwill ~~sale~~pay Mr. King the full bonus to which he would be ~~unlawful.~~entitled ~~The~~under ~~Notes~~the terms of the 2008 Annual Incentive Compensation Plan, the terms of which have ~~not~~previously been ~~and~~disclosed, ~~will~~as ~~not~~if behe ~~registered~~continued ~~under~~to work for the ~~Securities~~Company ~~Act~~through the end of ~~1933~~2010, as ~~amended~~and (when such similar bonuses are paid to the ~~“Securities~~Company’s ~~Act”)~~other executive officers, orbased ~~applicable~~on ~~state securities~~the ~~laws~~Company’s financial performance during 2010, ~~and~~(3) Mr. King ~~may~~will ~~not~~continue to be ~~offered~~eligible orto ~~sold~~purchase inmedical insurance on an after-tax basis under the ~~United~~Company’s ~~States~~benefit ~~absent~~plans ~~registration~~for orhimself ~~pursuant~~and tohis aneligible dependents at applicable ~~exemption~~COBRA ~~from~~rates until he reaches age 65 and (4) the ~~registration~~Company, ~~requirements~~certain affiliates of ~~the~~Hellman & ~~Securities~~Friedman ~~Act~~and Mr. King have agreed that the Company and ~~applicable~~such ~~state~~affiliates ~~securities~~of ~~laws~~Hellman & Friedman will not exercise their call rights under the terms of the Management Stockholders Agreement to purchase shares of the Company’s parent that are held by Mr. King or which he may obtain upon the exercise of vested options.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, ~~hereunto~~thereunto duly authorized.

Date: December 16, 2009		GOODMAN GLOBAL, INC.
Date: April 16, 2010	GOODMAN GLOBAL, INC.
		/S/ BEN D. CAMPBELL
	/s/ Ben D. Campbell
	Ben D. Campbell	~~Ben D. Campbell~~
	Executive Vice President, Secretary and General Counsel	~~Executive Vice President, Secretary and General Counsel~~

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