8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 27, 2009

California Coastal Communities, Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-17189	02-0426634
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

6 Executive Circle, Suite 250, Irvine, California	92614
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code  (949) 250-7700

Not Applicable

(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:

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

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

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

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

Item 1.03.              Bankruptcy or Receivership.

On October 27, 2009, the Registrant and certain of its direct and indirect wholly-owned subsidiaries (collectively with the Registrant, the “Debtors”) filed voluntary petitions (the “Chapter 11 Petitions”) for relief under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Central District of California (the “Bankruptcy Court”).  The Chapter 11 Petitions are being jointly administered under In re California Coastal Communities, Inc., Case No. 09-21712-TA (the “Chapter 11 Cases”).  The Debtors continue to operate their businesses and manage their properties as “debtors in possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court.

A copy of the press release dated October 28, 2009 announcing, among other things, the filing of the Chapter 11 Cases is attached hereto as Exhibit 99.1.

Item 2.04.Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.

The Chapter 11 Cases described in Item 1.03 above constituted events of default, and triggered repayment obligations of the Registrant and certain of its subsidiaries, under the Registrant’s Senior Secured Revolving Credit Agreement dated as of September 15, 2006 (as amended from time to time, the “Revolving Loan Agreement”) and its Senior Secured Term Loan Agreement dated as of September 15, 2006 (as amended from time to time, the “Term Loan Agreement”).  The Chapter 11 Cases also constitute termination events with regard to the previously announced forbearance agreements that the Registrant entered into with its lenders with respect to a $1.7 million principal non-payment under the Revolving Loan Agreement that was due on September 30, 2009.

As of October 27, 2009, approximately $82.3 million of principal and accrued and unpaid interest was outstanding under the Revolving Loan Agreement, and approximately $100.6 million of principal and accrued and unpaid interest was outstanding under the Term Loan Agreement.  The Registrant believes that any efforts to enforce such payment obligations are automatically stayed as a result of the Chapter 11 Cases and applicable bankruptcy law.

Item 8.01.              Other Events.

Home Sales Update

During the quarter ended September 30, 2009 the Registrant’s Brightwater project in Huntington Beach, California generated 15 net new sales orders compared with six net new orders in the comparable quarter of 2008, 11 net new orders in the second quarter of 2009 and five net new orders in the first quarter of 2009.  The Registrant has delivered a total of 70 homes to date, has 17 homes in backlog, 12 inventory homes available for sale, and 257 finished lots.  The aggregate sales value of the 17 Brightwater homes in backlog is $20.8 million as of October 26, 2009.

Forward-Looking Statements

This Current Report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates” and variations of such words and similar expressions that indicate future events and trends are intended to identify such forward-looking statements. These forward-looking statements are subject to risks and uncertainties, including the impact of acceleration of its indebtedness and the results of the Chapter 11 Cases, which could cause the Registrant’s actual results or performance to differ materially from those expressed or implied in such statements. The Registrant makes no commitment to update any forward-looking statement or to disclose any facts, events, or circumstances after the date hereof that may affect the accuracy of any forward-looking statement. For additional information about the Registrant and its various risk factors, see the Registrant’s most recent Quarterly Report on Form 10-Q and other documents filed with the Securities and Exchange Commission.

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Item 9.01.Financial Statements and Exhibits.

(d)Exhibits

Exhibit
Number	Exhibit Description
99.1	Press release, dated October 28, 2009

Signature

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

Date: November 2, 2009	California Coastal Communities, Inc.
	By:	/s/ Sandra G. Sciutto
		Sandra G. Sciutto
		Chief Financial Officer and Senior Vice President

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EX-99.1

EXHIBIT 99.1

NEWS RELEASE

Contacts:              Raymond J. Pacini

Chief Executive Officer

California Coastal Communities, Inc.

(949) 250-7781

CALC ANNOUNCES VOLUNTARY FILING FOR A PLAN OF REORGANIZATION TO EXTEND MATURITY DATES OF BRIGHTWATER CREDIT FACILITIES

·Company is continuing ongoing negotiations with its lenders for approval of the restructuring plan

·Company will continue normal homebuilder and sales operations

IRVINE, California, October 28, 2009 — California Coastal Communities, Inc. (NASDAQ: CALC) announced today that the Company and certain of its subsidiaries have filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code in order to extend the maturity dates of approximately $182 million of indebtedness related to the Company’s Brightwater development project and to modify and eliminate certain debt covenants.  The petitions were filed on October 27, 2009 in the U.S. Bankruptcy Court in the Central District of California.

Raymond J. Pacini, the Company’s Chief Executive Officer commented, “We have been negotiating for some time in the hopes of getting 100% of our syndicate lenders to agree to extend the maturity dates and change the repayment schedules so we could repay the debt in full in 2013 based on our current expectations for home sales over the next four years.  Unfortunately, without unanimous approval we have no viable alternative but to restructure the debt through the voluntary reorganization process we are pursuing.”

Mr. Pacini also noted that, “We believe the effect of the financial crisis on banks has made negotiating through the courts commonplace.  The actions we are pursuing are the most efficient means available to us to negotiate a timely and consensual balance sheet restructuring with our core lenders.  This action is a financing tool for our Company, implemented to address our liquidity issues.  We intend to continue operating “business as usual” during the reorganization process and anticipate no interruption in our homebuilding or sales activities.  We will continue to deliver homes on schedule and honor all customer warranties.  The building and sale of homes will be unaffected by this restructuring process.

We re-organized the company’s financesthrough a similar process in 1997 and emerged with a stronger balance sheet and the ability to secure the entitlement ofour Brightwater project.  Today,we intend to create a better balance between the steady pace of sales at Brightwater and the repayment schedule of our long-term debt.”

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The Company has been engaged in extensive negotiations with its lenders regarding a consensual out-of-court restructuring plan.  Given the progress that has been made in these negotiations, the Company is hopeful that it will be able to quickly obtain the consent of a substantial majority of its lenders for a consensual restructuring that can be approved by the bankruptcy court as quickly as possible.

During the quarter ended September 30, 2009 the Company’s Brightwater project in Huntington Beach, California generated 15 net new sales orders compared with six net new orders in the comparable quarter of 2008, 11 net new orders in the second quarter of 2009 and five net new orders in the first quarter of 2009.  The Company has delivered a total of 70 homes to date, has 17 homes in backlog, 12 inventory homes available for sale, and 257 finished lots. The aggregate sales value of the 17 Brightwater homes in backlog  is $20.8 million as of October 26, 2009.

The Company is a residential land development and homebuilding company operating in Southern California.  The Company’s principal subsidiaries are Hearthside Homes which is a homebuilding company, and Signal Landmark which owns 105 acres on the Bolsa Chica mesa where sales commenced in August 2007 at the 356-home Brightwater community.  Hearthside Homes has delivered 2,200 homes to families throughout Southern California since its formation in 1994.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

Certain of the foregoing information contains forward-looking statements that relate to future events or the Company’s future financial performance.  These statements involve known and unknown risks, uncertainties and other factors which may cause the Company’s actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the forward-looking statements.  In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continue,” or the negative of such terms or other comparable terminology.  These forward-looking statements include, but are not limited to, statements about the Company’s plans, objectives, goals, expectations and intentions, the number and types of homes and number of acres of land that the Company may develop and sell, the timing and outcomes of any such development, the timing and outcomes of court proceedings, lender negotiations, regulatory approval processes or administrative proceedings, cash flows or sales, and other statements contained herein that are not historical facts.

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