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Among the key characteristics of cyber-physical systems are the ability to adapt to changes during operation, the multidimensional complexity of multi-functionality and the underlying heterogeneous distributed architecture, as well as resource use efficiency. In this paper, we propose a compositional multi-modal approach to modeling, analyzing, and designing such systems. We introduce a general framework for modeling and compositional analysis of multi-mode systems on a distributed architecture that facilitates adaptivity, efficient use of resources, and incremental integration. We present some preliminary results, and we describe some of the remaining challenges and future directions.