AGREEMENT JOINT FILING OF SCHEDULE 13D

Exhibit 1

AGREEMENT

JOINT FILING OF SCHEDULE 13D

The undersigned hereby agree to jointly prepare and file with regulatory authorities this Schedule 13D and any future amendments thereto reporting each of the undersigned’s ownership of securities of Mattress Firm Holding Corp., and hereby affirm that such Schedule 13D is being filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the other, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

Date: August 6, 2013						40 NORTH MANAGEMENT LLC
						By:		/s/ Xxxxx X. Xxxxxx
								Xxxxx X. Xxxxxx
								Member
						By:		/s/ Xxxxx X. Xxxxxxxxx
								Xxxxx X. Xxxxxxxxx
								Member
Date: August 6, 2013						40 NORTH INVESTMENTS LP
						By 40 North GP LLC, its General Partner
						By:		/s/ Xxxxx X. Xxxxxx
								Xxxxx X. Xxxxxx
								Member
						By:		/s/ Xxxxx X. Xxxxxxxxx
								Xxxxx X. Xxxxxxxxx
								Member
Date: August 6, 2013						XXXXX X. XXXXXX
						By:		/s/ Xxxxx X. Xxxxxx
Date: August 6, 2013						XXXXX X. XXXXXXXXX
						By:		/s/ Xxxxx X. Xxxxxxxxx