This paper examines properties of noun-classifier compounds (N-Cl compounds) in Mandarin Chinese, in relation to pre-nominal classifier structures. It first argues that N-Cl compounds are generated by head movement of nouns to the same type of ClassifierP projection that hosts pre-nominal classifiers, based on the observation that all classifiers participate in the same selection relations involving delimitability (Zhang 2013). N-to-Cl head movement results in the extension of the NP phase to ClP (Den Dikken 2007), predicting key distributional differences between compound-internal and pre-nominal classifiers. Finally, the paper discusses patterns in which N-Cl compounds are preceded by a pre-nominal classifier, in relation to the fact that the same combinations of classifiers cannot co-occur in pre-nominal positions. It is proposed that nominal expressions in Mandarin can contain multiple ClP projections, and that the restrictions on ClP recursion are predicted consequences of the distinctness condition (Richards 2010). In addition to building a non-lexicalist theory of compound formation, the account offers a new explanation for why the heads of articulated functional sequences (Rizzi 1997, et seq.) are often not simultaneously visible: sequences of overt functional heads are typically filtered out by distinctness, but articulated structures can surface when the restriction is obviated by phase-extending head movement.