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OMB
APPROVAL
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OMB
Number: 3235-0145
Expires:
February
28, 2009
Estimated
average burden
hours
per response............10.4
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
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BEAZER
HOMES USA, INC.
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(Name
of
Issuer)
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Common
Stock, par value $.001 per share
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(Title
of
Class of Securities)
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07556Q105
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(CUSIP
Number)
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April
9, 2007
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(Date
of
Event which Requires Filing of this Statement)
Check
the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
¨
Rule
13d-1(b)
ý
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
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).
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CUSIP
No. 07556Q105
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13G
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Page
2 of 10 Pages
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1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Ziff
Asset Management, L.P.
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||
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)
¨
&#
160; (b)
¨
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||
|
3
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SEC
USE ONLY
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||
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
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||
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE
VOTING POWER
0
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||
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6
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SHARED
VOTING POWER
3,474,600
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|||
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7
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SOLE
DISPOSITIVE POWER
0
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|||
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8
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SHARED
DISPOSITIVE POWER
3,474,600
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|||
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,474,600
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||
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10
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
¨
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||
|
11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.8%
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||
|
12
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TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
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||
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CUSIP
No. 07556Q105
|
13G
|
Page
3 of 10 Pages
|
|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
PBK
Holdings, Inc.
|
||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)
¨
(b)
¨
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||
|
3
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SEC
USE ONLY
|
||
|
4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
0
|
||
|
6
|
SHARED
VOTING POWER
3,474,600
|
|||
|
7
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SOLE
DISPOSITIVE POWER
0
|
|||
|
8
|
SHARED
DISPOSITIVE POWER
3,474,600
|
|||
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,474,600
|
||
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
¨
|
||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.8%
|
||
|
12
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TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
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||
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CUSIP
No. 07556Q105
|
13G
|
Page
4 of 10 Pages
|
|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Philip
B. Korsant
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||
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2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)
¨
(b)
¨
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||
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3
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SEC
USE ONLY
|
||
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
|
||
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
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SOLE
VOTING POWER
0
|
||
|
6
|
SHARED
VOTING POWER
3,474,600
|
|||
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7
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SOLE
DISPOSITIVE POWER
0
|
|||
|
8
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SHARED
DISPOSITIVE POWER
3,474,600
|
|||
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,474,600
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||
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
¨
|
||
|
11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.8%
|
||
|
12
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TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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||
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CUSIP
No. 07556Q105
|
13G
|
Page
5 of 10 Pages
|
|
1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
ZBI
Equities, L.L.C.
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||
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)
¨
0; (b)
¨
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||
|
3
|
SEC
USE ONLY
|
||
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
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SOLE
VOTING POWER
0
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6
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SHARED
VOTING POWER
3,474,600
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|||
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7
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SOLE
DISPOSITIVE POWER
0
|
|||
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8
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SHARED
DISPOSITIVE POWER
3,474,600
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|||
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,474,600
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||
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
¨
|
||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.8%
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||
|
12
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TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
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Page 6 of
10
Pages
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Item
1. (a)
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Name
of Issuer
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Beazer
Homes USA, Inc.
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Item
1. (b)
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Address
of Issuer’s Principal Executive
Offices
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1000
Abernathy Road, Suite 1200
Atlanta,
GA 30328
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Item
2. (a)
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Name
of Person Filing
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This
Schedule 13G is being filed on behalf of the following persons (the “Reporting
Persons”)*:
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(i)
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Ziff
Asset Management, L.P. (“ZAM”);
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(ii)
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PBK
Holdings, Inc. (“PBK”);
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(iii)
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Philip
B. Korsant; and
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(iv)
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ZBI
Equities, L.L.C. (“ZBI”).
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* Attached
as Exhibit A is a copy of an agreement among the Reporting Persons that this
Schedule 13G is being filed on behalf of each of them.
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Item
2. (b)
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Address
of Principal Business Office or, if None,
Residence
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Ziff
Asset Management, L.P.
283
Greenwich Avenue
Greenwich,
CT 06830
PBK
Holdings, Inc.
283
Greenwich Avenue
Greenwich,
CT 06830
Philip
B.
Korsant
283
Greenwich Avenue
Greenwich,
CT 06830
ZBI
Equities, L.L.C.
283
Greenwich Avenue
Greenwich,
CT 06830
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Item
2. (c)
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Citizenship
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See
Item
4 of the attached cover pages.
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Item
2. (d)
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Title
of Class of Securities
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Common
Stock, par value $.001 per share (the “Common Stock”)
Page 7 of
10
Pages
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Item
2. (e)
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CUSIP
Number
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07556Q105
Item
3.
Not
applicable as this Schedule 13G is filed pursuant to Rule 13d-1(c).
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Item
4.
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Ownership
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(a)
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Amount beneficially
owned:
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See
Item 9 of the attached cover pages.
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(b)
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Percent
of class:
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See
Item 11 of the attached cover pages.
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(c)
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Number
of shares as to which such person has:
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(i)
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Sole
power to vote or to direct the vote:
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See
Item 5 of the attached cover pages.
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(ii)
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Shared
power to vote or to direct the vote:
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See
Item 6 of the attached cover pages.
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(iii)
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Sole
power to dispose or to direct the disposition:
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See
Item 7 of the attached cover pages.
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(iv)
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Shared
power to dispose or to direct the disposition:
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See
Item 8 of the attached cover pages.
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Item
5.
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Ownership
of Five Percent or Less of a
Class
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Not
Applicable.
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Item
6.
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Ownership
of More than Five Percent on Behalf of Another
Person
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ZAM
is
the owner of record of the shares of Common Stock reported herein. Each of
PBK,
Philip B. Korsant, and ZBI may be deemed to beneficially own the Common Stock
reported herein as a result of the direct or indirect power to vote or dispose
of such stock.
Page 8 of
10
Pages
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Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security
Being
Reported on by the Parent Holding
Company
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Not
Applicable.
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Item
8.
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Identification
and Classification of Members of the
Group
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Not
Applicable.
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Item
9.
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Notice
of Dissolution of Group
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Not
Applicable.
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Item
10.
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Certification
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By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above 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
the securities and were not acquired and are not held in connection with
or as a
participant in any transaction having that purpose or effect.
Page
9 of
10
Pages
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.
Dated:
April 19, 2007
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ZIFF
ASSET MANAGEMENT, L.P.
By: PBK
Holdings, Inc., its general partner
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By:
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/s/
DAVID GRAY
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Name:
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David
Gray
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Title:
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Vice
President
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PBK
HOLDINGS, INC.
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By:
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/s/
DAVID GRAY
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Name:
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David
Gray
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Title:
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Vice
President
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/s/
PHILIP
B. KORSANT
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|||
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Philip
B. Korsant
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ZBI
EQUITIES, L.L.C.
By: PBK
Holdings, Inc., its sole member
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By:
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/s/
DAVID GRAY
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Name:
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David
Gray
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Title:
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Vice
President
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Page
10 of
10
Pages
EXHIBIT
A
The
undersigned, Ziff Asset Management, L.P., a Delaware limited partnership,
PBK
Holdings, Inc., a Delaware corporation, Philip B. Korsant, and ZBI Equities,
L.L.C., a Delaware limited liability company, hereby agree and acknowledge
that
the information required by this Schedule 13G, to which this Agreement
is
attached as an exhibit, is filed on behalf of each of them. The undersigned
further agree that any further amendments or supplements thereto shall
also be
filed on behalf of each of them.
Dated:
April 19, 2007
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ZIFF
ASSET MANAGEMENT, L.P.
By: PBK
Holdings, Inc., its general partner
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By:
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/s/
DAVID GRAY
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Name:
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David
Gray
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||
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Title:
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Vice
President
|
||
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PBK
HOLDINGS, INC.
|
|||
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By:
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/s/
DAVID GRAY
|
||
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Name:
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David
Gray
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||
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Title:
|
Vice
President
|
||
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/s/
PHILIP
B. KORSANT
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Philip
B. Korsant
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ZBI
EQUITIES, L.L.C.
By: PBK
Holdings, Inc., its sole member
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|||
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By:
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/s/
DAVID GRAY
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Name:
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David
Gray
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Title:
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Vice
President
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