SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Cox James Mitchell

(Last)

(First)

(Middle)

C/O TREX COMPANY, INC

160 EXETER DRIVE

(Street)

WINCHESTER

22603-8605

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/07/2009

3. Issuer Name and Ticker or Trading Symbol
TREX CO INC [ TWP ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice President, Sales

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock⁽¹⁾	6,667	D
Common Stock⁽²⁾	5,213	D
Common Stock⁽³⁾	26,666	D
Common Stock⁽⁴⁾	10,696	D
Common Stock⁽⁵⁾	1,477	D
Common Stock⁽⁶⁾	15,728	D
Common Stock	62,808	D
Common Stock	3,983	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Appreciation Right⁽⁷⁾	02/18/2010	02/18/2019	Common Stock	21,519	$13.44	D
Stock Appreciation Right	05/07/2009	02/21/2017	Common Stock	6,825	$25.37	D
Stock Appreciation Right⁽⁸⁾	02/21/2010	02/21/2017	Common Stock	3,413	$25.37	D
Stock Appreciation Right⁽⁹⁾	05/07/2009	02/08/2016	Common Stock	9,700	$24.17	D
Stock Appreciation Right⁽¹⁰⁾	05/07/2011	05/07/2018	Common Stock	37,049	$9.14	D

Explanation of Responses:

1. This restricted stock award vests on January 12, 2011.

2. This restricted stock award vests on January 8, 2010.

3. This restricted stock award vests in approximately two equal installments on January 8, 2010 and January 8, 2011.

4. This restricted stock award vests over a three-year period in approximately three equal installments beginning on the first anniversary of the February 18, 2009 grant date.

5. This restricted stock award vests on February 21, 2010.

6. This restricted award vests over a three-year period in approximately three equal installments beginning on the first anniversary of the May 7, 2008 grant date.

7. This stock appreciation right becomes exercisable in approximately three equal installments beginning on the first anniversary of the February 18, 2009 grant date.

8. This stock appreciation right becomes execisable on February 21, 2010.

9. This stock appreciation right is fully exercisable.

10. This stock appreciation right becomes exercisable in approximately three equal annual installments beginning on the first anniversary of the May 7, 2008 grant date.

	/s/ William R. Gupp by power of attorney	05/11/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.