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

BEAZER HOMES USA, INC.

(Exact name of registrant as specified in its charter)

DELAWARE		001-12822		58-2086934
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

1000 Abernathy Road, Suite 1200
Atlanta Georgia 30328
(Address of Principal Executive Offices)

(770) 829-3700
(Registrant’s telephone number, including area code)

None
(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:

o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 7.01. Regulation FD Disclosure.

On January 5, 2010, Beazer Homes USA, Inc. issued two press releases attached hereto as Exhibits 99.1 and 99.2.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1		Press Release dated January 5, 2010
99.2		Press Release dated January 5, 2010

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.

Exhibit 99.1

Press Release
For Immediate Release

Beazer Homes USA, Inc. Reports New Home Orders
and Closings for the Quarter Ended December 31, 2009

Atlanta, Ga., January 5, 2010 —Beazer Homes USA, Inc. (NYSE:BZH) (www.beazer.com) today released preliminary unit net orders and closings from continuing operations for the quarter ended December 31, 2009.

		New Orders (Units)
		For the Quarter Ended December 31,
		2009				2008				% Change
West			357				253				41.1	%
East			274				201				36.3	%
Southeast			97				79				22.8	%
Total			728				533				36.6	%

		Closings (Units)
		For the Quarter Ended December 31,
		2009				2008				% Change
West			406				439				-7.5	%
East			388				271				43.2	%
Southeast			167				180				-7.2	%
Total			961				890				8.0	%

Beazer Homes USA, Inc., headquartered in Atlanta, is one of the country’s ten largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol “BZH.”

Forward Looking Statements

This press release contains forward-looking statements, including statements regarding our preliminary unit net orders and closings from continuing operations for the quarter ended December 31, 2009. Forward-looking statements are not guarantees of future performance and a variety of factors could cause our actual results to differ materially from the results discussed in the forward-looking statements. These factors include, but are not limited to, (i) we have not completed closing our books (and the closing process could impact some of the preliminary amounts and estimates we are relying upon), (ii) economic changes nationally or in local markets, including changes in consumer confidence, volatility of mortgage interest rates and inflation; (iii) our estimates related to homes to be delivered in the future based on new orders are imprecise as they are subject to various cancellation risks which cannot be fully controlled, and (iv) continued or increased disruption in the availability of mortgage financing. For other factors, see our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the fiscal year ended September 30, 2009.

Any forward-looking statement speaks only as of the date on which such statement is made, and, except as required by law, we do not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time and it is not possible for management to predict all such factors.

CONTACT: Beazer Homes USA, Inc.
Jeff Hoza
Vice President, Treasurer
770-829-3700
jhoza@beazer.com

Exhibit 99.2

Press Release
For Immediate Release

Beazer Homes Announces Proposed Public Offering of Common Stock and
Mandatory Convertible Subordinated Notes

ATLANTA, January 5, 2010— Beazer Homes USA, Inc. (NYSE: BZH) (www.beazer.com) (the “Company”) announced today that it is commencing concurrent underwritten public offerings of common stock and mandatory convertible subordinated notes. The offerings will include the issuance of 18,000,000 shares of the Company’s common stock and $50.0 million aggregate principal amount of mandatory convertible subordinated notes due 2013. In addition, the Company intends to grant the underwriters a 30-day option to purchase up to an additional 15% of the shares and mandatory convertible notes sold to cover over-allotments. Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC are serving as the joint book-running managers for the offerings, Deutsche Bank Securities Inc. and UBS Securities LLC will serve as joint lead managers and Moelis & Company LLC will serve as co-manager.

The Company intends to use the net proceeds from the offerings to replenish funds used to redeem in full the Company’s 8 5/8% Senior Notes due 2011, which the Company will call for redemption prior to the closing of the offerings, and for other general corporate purposes including, without limitation, funding (or replenishing cash that has been used to fund) repurchases of the Company’s outstanding senior notes that the Company may make from time to time.

The shares and mandatory convertible notes will be issued pursuant to an effective shelf registration statement filed with the Securities and Exchange Commission on Form S-3. Preliminary prospectus supplements related to the offerings will be filed with the Securities and Exchange Commission and will be available on the SEC’s website, http://www.sec.gov. Copies of the preliminary prospectus supplements and the accompanying base prospectus related to the offerings may be obtained from: Citigroup Global Markets Inc., Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, NY 11220 (Attention: Prospectus Department; Telephone: (800) 831-9146; E-mail: batprospectusdept@citi.com) or Credit Suisse Securities (USA) LLC, Prospectus Department, One Madison Avenue, New York, NY 10010 (Telephone: (800) 221-1037).

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

Beazer Homes USA, Inc., headquartered in Atlanta, is one of the country’s ten largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, New York, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol “BZH.”

Forward Looking Statements

This press release contains forward-looking statements. These forward-looking statements represent our expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of our control, that could cause actual results to differ materially from the results discussed in the forward-looking statements, including, among other things, changing market conditions, the Company’s ability to complete the offerings and the Company’s ability to repurchase its outstanding senior notes from time to time. For more information, see the Company’s filings with the Securities and Exchange Commission, including the preliminary prospectus supplements relating to the proposed offerings.

Any forward-looking statement speaks only as of the date on which such statement is made, and, except as required by law, we do not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time and it is not possible for management to predict all such factors.

CONTACT: Beazer Homes USA, Inc.
Jeff Hoza
Vice President, Treasurer
770-829-3700
jhoza@beazer.com