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): May 22, 2008

TOUSA, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	001-32322	76-0460831
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
4000 Hollywood Blvd., Suite 500 N, Hollywood, Florida		33021
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 954-364-4000

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:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement.

On May 27, 2008, the United States Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division (the "Court") entered an order (the "Order") further extending the interim termination date under the Senior Secured Super-Priority Debtor in Possession Credit and Security Agreement, dated as of January 29, 2008, (as amended on March 15, 2008 and April 29, 2008 (the "DIP Credit Agreement")) from May 23, 2008 to June 11, 2008 (as extended, the "Interim Termination Date"). The Order also terminated the Commitments (as defined in the DIP Credit Agreement) under the DIP Credit Agreement, and any and all obligations related thereto. All other terms of the DIP Credit Agreement and the Court's Interim Order (i) Authorizing the Debtors to Obtain Post petition Financing on a Superpriority and Priming Basis Pursuant to Sections 363 and 364 of the Bankruptcy Code, (ii) Granting Priming Liens and Superpriority Claims to Post petition Lenders Pursuant to Section 364(c) and (d) of the Bankruptcy Code, (iii ) Authorizing use of Cash Collateral Pursuant to Section 363 of the Bankruptcy Code, (iv) Providing Adequate Protection to Prepetition Secured Lenders Pursuant to Sections 361, 362, 363, and 364 of the Bankruptcy Code and (v) Prescribing Form and Manner of Notice and Scheduling Time for Final Hearing, dated January 31, 2008 (the "Interim Order"), dated January 31, 2008, continue to govern through and including the extended Interim Termination Date.

Item 9.01 Financial Statements and Exhibits.

Forward-looking statements

This Current Report on Form 8-K (including the exhibits) may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the intent, belief or current expectations of the Company and its management which are made with words such as “will,” “expect,” “believe,” and similar words. Any such forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties that could materially affect actual results such as, but not limited to: (i) the Company’s ability to continue as a going concern; (ii) the ability of the Company to operate pursuant to the terms of its debtor-in- possession credit facility; (iii) the Company’s ability to obtain court approval with respect to motions in the Chapter 11 proceeding; (iv) the ability of the Company to develop, confirm and consummate one or more plans of reorganization with respect to the Chapter 11 proceeding; (v) risks associated with third parties seeking and obtaining court approval to terminate or shorten the exclusivity period for the Company to propose and confirm one or more plans of reorganization, for the appointment of a Chapter 11 trustee or to convert the cases to Chapter 7 cases; (vi) the ability of the Company to obtain and maintain normal terms with vendors and service providers; (vii) the Company’s ability to maintain contracts that are critical to its operations; (viii) the potential adverse impact of the Chapter 11 cases on the Company’s liquidity or results of operations; (ix) the ability of the Company to fund and execute its business plan;(x) the ability of the Company to attract, motivate and/or retain key executives and employees; (xi) the ability of the Company to attract and retain homebuyers and land pur chasers; and (xii) other risks and factors regarding the Company and the home building industry identified from time-to-time in the Company’s reports filed with the SEC, including the risk factors identified in its Annual Report on Form 10-K for the year ended December 31, 2006, and its Quarterly Reports on Form 10-Q for the quarters ended March 31, June 30, and September 30, 2007, which can also be found on the Company’s website at www.tousa.com. All information set forth herein is as of today’s date, and the Company undertakes no duty to update this information.

SIGNATURES

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.

	TOUSA, Inc.
May 28, 2008	By:	Angela Valdes
		Name: Angela Valdes
		Title: Vice President and Chief Accounting Officer

Exhibit Index

Exhibit No.	Description
99.1	Order Further Extending Interim Termination Date Under the Senior Secured Super-Priority Debtor-In-Possession Credit and Security Agreement

EX-99.1

UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF FLORIDA

FORT LAUDERDALE DIVISION
www.flsb.uscourts.gov

In re:	)	Chapter 11 Cases
	)	Case No. 08-10928-JKO
TOUSA, INC., et al.,	)	Jointly Administered
	)
Debtors.	)
	)

ORDER FURTHER EXTENDING INTERIM TERMINATION

DATE UNDER THE SENIOR SECURED SUPER-PRIORITY

DEBTOR IN POSSESSION CREDIT AND SECURITY AGREEMENT

This matter came before the Court during the hearing held on May 22, 2008 at 9:30 a.m. upon ore tenus motion (the “Motion”) of counsel to TOUSA, Inc. and its affiliated debtors and debtors in possession in the above-captioned, jointly administered chapter 11 cases (collectively, the “Debtors”) and counsel to Citicorp North America, Inc., for entry of an order further extending the Interim Termination Date under the Senior Secured Super-Priority Debtor-in-Possession Credit and Security Agreement dated as of January 29, 2008 (as amended on March 15, 2008 and April 29, 2008, the “DIP Credit Agreement”); and the Court having jurisdiction to consider the Motion and the relief requested therein pursuant to 28 U.S.C. §§ 157 and 1334; and consideration of the Motion and the relief requested therein being a core proceeding pursuant to 28 U.S.C. § 157(b); and venue being proper before this court pursuant to 28 U.S.C. §§ 1408 and 1409; and it appearing that the relief requested in the Motion is in the best interests of the Debtors’ estates, their creditors and other parties in interest; and due and proper notice of the Motion being afforded to those parties present at the status conference and telephonic hearing, and it appearing that no other or further notice need be provided; and after due deliberation and sufficient cause appearing therefor, and the Court having granted the relief requested in the Motion on the record, it is ORDERED that:

1. The Motion is granted.

2. The Interim Termination Date (as defined in section 1.1 o the DIP Credit Agreement”) is extended from May 23, 2008 to June 11, 2008.

3. The Commitments (as defined in the DIP Credit Agreement), and any and all obligations related thereto, are hereby terminated; provided, however, that all other terms of the DIP Credit Agreement and the Interim Order (i) Authorizing the Debtors to Obtain Postpetition Financing on a Superpriority and Priming Basis Pursuant to Sections 363 and 364 of the Bankruptcy Code, (ii) Granting Priming Liens and Superpriority Claims to Postpetition Lenders Pursuant to Section 364(c) and (d) of the Bankruptcy Code, (iii) Authorizing use of Cash Collateral Pursuant to Section 363 of the Bankruptcy Code, (iv) Providing Adequate Protection to Prepetition Secured Lenders Pursuant to Sections 361, 362, 363, and 364 of the Bankruptcy Code and (v) Prescribing Form and Manner of Notice and Scheduling Time for Final Hearing, dated January 31, 2008 (the “Interim Order”), dated January 31, 2008 [D.E. # 113], shall continue to govern through and including the extended Interim Termination Date.

4.

The Court retains jurisdiction with respect to all matters arising from or related to the implementation of this order.

# # #

Submitted by:

BERGER SINGERMAN, P.A.

Paul Steven Singerman (Florida Bar No. 378860)

200 South Biscayne Boulevard, Suite 1000

Miami, FL 33131

Telephone: (305) 755-9500

Facsimile: (305) 714-4340

-and-

KIRKLAND & ELLIS LLP

Richard M. Cieri (New York Bar No. 420712)

Paul M. Basta (New York Bar No. 2568046)

M. Natasha Labovitz (New York Bar No. 2813251)

Citigroup Center

153 East 53rd Street

New York, NY 10022

Telephone: (212) 446-4800

Facsimile: (212) 446-4900

Co-Counsel to the Debtors

Copies to:

Paul Steven Singerman

(Attorney Singerman shall upon receipt serve a copy of this Order upon all
interested parties and file a certificate of service.)