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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) September 5, 2000
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Standard Pacific Corp.
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(Exact name of registrant as specified in charter)
Delaware 1-4785 86-0077724
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(State or other jurisdiction (Commission file number) (IRS employer
of incorporation) identification no.)
15326 Alton Parkway, Irvine, California 92618
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (949) 789-1600
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Not applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
In September, 1998, Standard Pacific Corp. (the "Company") filed, pursuant
to Rule 415 under the Securities Act of 1933, as amended, a registration
statement on Form S-3 (File No. 333-64719), which was declared effective (as
amended by Post-Effective Amendment No. 1) on October 23, 1998. On September 7,
2000, the Company filed a Prospectus Supplement, dated September 5, 2000, and
accompanying Prospectus, dated October 23, 1998, relating to the offering of
$125,000,000 principal amount of the Company's 9- 1/2% Senior Notes due 2010
(the "Notes"). In this connection, the Company is filing certain exhibits as
part of this Form 8-K. See "Item 7. Exhibits."
Item 7. Exhibits.
(c) Exhibits:
The following exhibits are filed with this report on Form 8-K:
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<CAPTION>
Exhibit No. Description
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<C> <S>
1.1 Underwriting Agreement, dated September 5, 2000, by and among
the Company and the underwriters listed on the first page
thereof with respect to the issuance and sale of the Notes.
4.1 Second Supplemental Indenture, dated as of September 5, 2000,
by and between the Company and Bank One Trust Company, N.A., as
Trustee, with Form of Note attached.
5.1 Opinion Letter of Gibson, Dunn & Crutcher LLP regarding the
validity of the Notes.
12.1 Statement re Computation of Ratio of Earnings to Fixed Charges.
23.1 Consent of Gibson Dunn & Crutcher LLP (included as part of
Exhibit 5.1).
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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.
Date: September 7, 2000
STANDARD PACIFIC CORP.
By: /s/ Clay A. Halvorsen
__________________________________
Clay A. Halvorsen
Vice President, General Counsel
and Secretary
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EXHIBIT INDEX
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<CAPTION>
Exhibit No. Description
----------- -----------
<C> <S>
1.1 Underwriting Agreement, dated September 5, 2000, by and among
the Company and the underwriters listed on the first page
thereof with respect to the issuance and sale of the Notes.
4.1 Second Supplemental Indenture, dated as of September 5, 2000,
by and between the Company and Bank One Trust Company, N.A., as
Trustee, with Form of Note attached.
5.1 Opinion Letter of Gibson, Dunn & Crutcher LLP regarding the
validity of the Notes.
12.1 Statement re Computation of Ratio of Earnings to Fixed Charges.
23.1 Consent of Gibson Dunn & Crutcher LLP (included as part of
Exhibit 5.1).
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