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

                                  SCHEDULE 13G/A


                    Under the Securities Exchange Act of 1934
                               (Amendment No. 2)*


                      California Coastal Communities, Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                          Common Stock, par value $0.01
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                    500434303
                      -------------------------------------
                                 (CUSIP Number)

                                December 31, 1998
- --------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:

      [X]  Rule 13d-1(b)
      [ ]  Rule 13d-1(c)
      [ ]  Rule 13d-1(d)


*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).





- -----------------------                 
CUSIP No. 500434303          13G        
- -----------------------                 


- --------------------------------------------------------------------------------
1.   NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

     Credit Suisse First Boston, on behalf of the Credit Suisse First Boston
     business unit

- --------------------------------------------------------------------------------
2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
     (See instructions)
                                                      (a) [ ]
                                                      (b) [X]

- --------------------------------------------------------------------------------
3.   SEC USE ONLY


- --------------------------------------------------------------------------------
4.   CITIZENSHIP OR PLACE OF ORGANIZATION

     Switzerland

- --------------------------------------------------------------------------------
                  5.   SOLE VOTING POWER

                            -0-
                 ---------------------------------------------------------------
    NUMBER OF
      SHARES      6.     SHARED VOTING POWER
  BENEFICIALLY
    OWNED BY
      EACH               1,439,551 shares Common Stock, par value $0.01-0-
    REPORTING    ---------------------------------------------------------------
     PERSON       7.     SOLE DISPOSITIVE POWER
      WITH
                            -0-
                 ---------------------------------------------------------------
                  8.     SHARED DISPOSITIVE POWER


                         1,439,551 shares Common Stock, par value $0.05

- --------------------------------------------------------------------------------

9.    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON


       1,439,551 shares Common Stock, par value $0.05

- --------------------------------------------------------------------------------
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
      Instructions) |_|*


- --------------------------------------------------------------------------------
11.    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9


       12.0%
- --------------------------------------------------------------------------------
12.     TYPE OF REPORTING PERSON*


        BK, HC, OO
- --------------------------------------------------------------------------------
          *SEE INSTRUCTION BEFORE FILLING OUT!





Item 1.

     (a)  Name of Issuer:
          California Coastal Communities, Inc.
     (b)  Address of Issuer's Principal Executive Offices:
          4343 Von Karman Avenue, Newport Beach, CA 92660


Item 2.

     (a)  Name of Person Filing:

          Credit Suisse First Boston, on behalf of the Credit Suisse First
          Boston business unit. See Schedule I.


     (b)  Address of Principal Office:

          Uetlibergstrasse 231, P.O. Box 900, CH-8045 Zurich, Switzerland


     (c)  Citizenship:

          Switzerland

     (d)  Title of Class of Securities:

          Common Stock, par value $0.05


      (e)  CUSIP Number:

           505434303

Item 3. If this statement is filed pursuant to Rule 13d-1(b), or
        13d-2(b) or (c), check whether the person filing is a(n):

     (a)  [ ] Broker or Dealer registered under Section 15 of the Act (15 U.S.C.
          78o)

     (b)  [X] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c)

     (c)  [ ] Insurance Company as defined in Section 3(a)(19) of the Act (15
          U.S.C. 78c)

     (d)  [ ] Investment company registered under Section 8 of the Investment
          Company Act (15 U.S.C. 80a-8)

     (e)  [ ] Person registered as an investment adviser under Section 203 of
          the Investment Advisers Act of 1940 (15 U.S.C. 80b-3) or under the
          laws of any state.

     (f)  [ ] Employee Benefit Plan or Endowment Fund in accordance with
          ss 240.13d-1(b)(1)(ii)(F)

     (g)  [X] Parent Holding Company or control person in accordance with
          ss 240.13d-1(b)(1)(ii)(G)

     (h)  [ ] Savings Association as defined in Section 3(b) of the Federal
          Deposit Insurance Act (12 U.S.C. 1813)

     (i)  [ ] Church Plan that is excluded from the definition of an investment
          company under Section 3(c)(14) of the Investment Company Act of 1940
          (15 U.S.C. 80a-3)

     (j)  [ ] Group in accordance with ss 240.13d-1(b)(1)(ii)(J).

     If this Statement is filed pursuant to ss 240.13d-1(c), check
     this box |_|

Item 4.   Ownership

     (a)  Amount beneficially owned:

          See response to Item 9 on the attached cover pages.

     (b)  Percent of Class:

          See response to Item 11 on attached cover pages.

     (c)  Number of shares as to which such person has:

     (i)  sole power to vote or to direct the vote:
          See response to Item 5 on the attached cover pages.

     (ii) shared power to vote or to direct the vote:
          See response to Item 6 on the attached cover pages.

    (iii) sole power to dispose or to direct the disposition of:
          See response to Item 7 on the attached cover pages.

     (iv) shared power to dispose or to direct the disposition of:
          See response to Item 8 on the attached cover pages.

Item 5. Ownership of Five Percent or Less of a Class

        If this statement is being filed to report the fact that as of the
        date hereof the reporting person has ceased to be the beneficial
        owner of more than five percent of the class of securities, check the
        following  |_|.


Item 6. Ownership of More than Five Percent on Behalf of Another Person

        Not applicable

Item 7. Identification and Classification of the Subsidiary Which Acquired the
        Security Being Reported on By the Parent Holding Company

        See Schedule I.

Item 8. Identification and Classification of Members of the Group

        Not applicable.

Item 9. Notice of Dissolution of Group

        Not applicable

Item 10. Certification

     By signing below I certify that, to the best of my knowledge and belief,
     the securities referred to above were acquired and are held in the ordinary
     course of business and were not acquired and are not held for the purpose
     of or with the effect of changing or influencing the control of the issuer
     of such securities and were not acquired and are not held in connection
     with or as a participant in any transaction having that purpose or effect.


                             SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.








                                              CREDIT SUISSE FIRST BOSTON,
                                              acting solely on behalf of
                                              the Credit Suisse First Boston
                                              business unit

Dated: 2/12/99                                By: /s/ William W. Chandler
                                                  ---------------------------
                                                Name:  William W. Chandler
                                                Title:  Director


                                   Schedule I


This Schedule 13G is being filed by Credit Suisse First Boston (the "Bank"), a
Swiss bank, on behalf of itself and its consolidated subsidiaries, to the extent
that they constitute part of the Credit Suisse First Boston business unit (the
"CSFB business unit" or the "Reporting Person"). The CSFB business unit is
engaged in the corporate and investment banking, trading (equity, fixed income
and foreign exchange), private equity investment and derivatives businesses on a
worldwide basis. The Bank's registered head office is located at
Uetlibergstrasse 231, P.O. Box 900, CH-8045 Zurich, Switzerland. The Bank and
its consolidated subsidiaries engage in other separately managed activities,
most of which constitute the independently operated Credit Suisse Asset
Management business unit; the Credit Suisse Asset Management business unit
provides asset management and investment advisory services to institutional
investors worldwide.

Credit Suisse First Boston Corporation ("CSFBC"), a Massachusetts corporation, a
broker-dealer registered under Section 15 of the Securities Exchange Act of 1934
and an indirect wholly owned subsidiary of the Bank, directly beneficially owns
the securities reported herein. The principal business office of CSFBC is 11
Madison Avenue, New York, New York 10010.

The ultimate parent company of the Bank is Credit Suisse Group ("CSG"), a
corporation formed under the laws of Switzerland. The principal business of CSG
is acting as a holding company for a global financial services group with five
distinct specialized business units that are independently operated. In addition
to the two business units referred to above, CSG and its consolidated
subsidiaries (other than the Bank and its subsidiaries) are comprised of (a) the
Credit Suisse Private Bank business unit that engages in the global private
banking business; (b) the Credit Suisse business unit that engages in the Swiss
domestic banking business and (c) the Winterthur business unit that engages in
the global insurance business. CSG's business address is: Nuschelerstrasse 1,
CH-8070, Zurich, Switzerland.

CSG, for purposes of federal securities laws, may be deemed ultimately to
control the Bank, and the CSFB business unit. CSG, its executive officers and
directors, and its direct and indirect subsidiaries (including all of the
business units except the CSFB business unit), may beneficially own shares of
Common Stock, and such shares are not reported in this statement. Due to the
separate management and independent operation of its business units, CSG
disclaims beneficial ownership of shares of Common Stock beneficially owned by
its direct and indirect subsidiaries, including the Reporting Person. The
Reporting Person disclaims beneficial ownership of shares of Common Stock
beneficially owned by CSG and any of CSG's and the Bank's other business units.