SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Sample Steven L

(Last)

(First)

(Middle)

2806 SE 29TH STREET

(Street)

OCALA

34471

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ACACIA AUTOMOTIVE INC [ ACCA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and Chairman

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock⁽¹⁾	08/15/2006		P		500,000	A	$50,000	500,000	D
Common stock	02/01/2007		A		8,117,500	A	$130,805⁽²⁾	8,617,500	D
Preferred stock	02/01/2007		A		500,000	A	$8,057⁽³⁾	9,117,500⁽⁴⁾	D
Common stock	03/23/2007		G		228,700	D	$0	8,888,800⁽⁵⁾	D
Common stock	04/18/2007		G		70,000	D	$0	8,818,800⁽⁶⁾	D
Common stock	04/20/2007		G		318,800	D	$0	8,500,000⁽⁷⁾	D
Common stock	04/24/2007		G		1,500,000⁽¹⁴⁾	D	$0	7,000,000	D
Preferred stock	06/07/2007⁽⁸⁾	06/07/2007⁽⁹⁾	D/K		500,000⁽¹⁰⁾	D	$0	6,500,000	D
Common stock	06/07/2007	06/07/2007	A/K		500,000⁽⁹⁾	A	$0	7,000,000	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Warrants	$2.33	06/07/2007		A/K		1,425,000⁽¹⁰⁾		07/01/2007⁽¹¹⁾	07/01/2017⁽¹²⁾	Common stock	1,425,000	$2.33⁽¹³⁾	1,425,000	D

Explanation of Responses:

1. Originally acquired 4,000,000 pre split shares. After a 1-for-8 reverse split approved February 1, 2007, the number of post-split shares was reduced to 500,000.

2. On February 1, 2007, the Company issued Common shares in exchange for the expenditure by the Reporting Person of $130,805 in expenses on its behalf. In the same transaction, the Company also issued 500,000 Series A Preferred shares for $8,057, representing a total expenditure by the Reporting Person of $138,862 on behalf of the Company.

3. Acquired in same transaction as Footnote #2.

4. Total economic shares are determined by giving a weighting of one Common share for each Preferred share on an as-converted basis, since each Preferred shares is convertible to one Common shares under the terms of their issuance, and then adding that to the number of Common shares held.

5. Economic shares, considering Preferred shares on an as-converted basis of one share of Preferred for one share of Common.

6. See Footnotes 4 and 5 above.

7. See Footnotes 4 and 5 above.

8. On June 7, 2007, the Reporting Person executed a Notice of Conversion whereby he converted all his 500,000 shares of Series A Preferred stock into 500,000 shares of Common stock on a one share-for-one share basis. His execution thereof also required the conversion of the remaining 25,000 issued and outstanding Preferred shares by another person. There are thereafter no Preferred shares issued and outstanding, and there are currently no plans to issue any new shares. The Company granted the reporting Person and the other person Warrants. See "Derivative Securities".

9. See Footnote #8 above.

10. On June 7, 2007, in a conversion of Series A Preferred shares to Common shares on a one-for-one basis, the Company also granted Warrants to the reporting Person and another person. Of the total 1,500,000 Warrants issued, the reporting is eligible to purchase 95% of those securities and the other person 5%. The average weighted price for which the shares may be purchased is $2.33. One third of the warrants are vested immediately, with the remaining 2/3 vested evenly through the years 2008, 2009, and 2010 with performance requirements for their execution of $500,000, $750,000 and $1,000,000 EBITDAL respectively, and expiring in ten years from issuance.

11. Estimated date of issuance.

12. Estimated. See Footnote #12 above.

13. Average weighted per share price. See Footnote #10.

14. These 1,500,000 Common shares and certain other Common shares were gifted to the spouse of the reporting Person. Reporting Person specifically disclaims any beneficial ownership in any of these shares or any other securities, and further disclaims any beneficial ownership by spouse in his securities.

Remarks:

Reporting Person disclaims any beneficial ownership in securities held by others and disclaims beneficial ownership of any other person(s) in his securities.

	/s/ Steven L Sample	06/14/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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