OMB
APPROVAL
|
OMB
Number:
|
Expires: February
28, 2009
|
Estimated
average burden
|
hours
per
response 14.5
|
CUSIP
No. 8375C101
|
Page 2 of 13 Pages
|
||||
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON
MP
CA Homes LLC
|
||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b)
o
|
||||
3
|
SEC
USE ONLY
|
||||
4
|
SOURCE
OF FUNDS
AF,
WC
|
||||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
o
|
||||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
-0-
|
|||
8
|
SHARED
VOTING POWER
*
|
||||
9
|
SOLE
DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED
DISPOSITIVE POWER
*
|
||||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
*
|
||||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
(SEE INSTRUCTIONS)
|
||||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
*
|
||||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP
No. 8375C101
|
Page 3 of 13 Pages
|
||||
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON
MatlinPatterson
Global Opportunities Partners III L.P.
|
||||
2
|
|||||
3
|
SEC
USE ONLY
|
||||
4
|
SOURCE
OF FUNDS
AF,
WC
|
||||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
o
|
||||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
-0-
|
|||
8
|
SHARED
VOTING POWER
*
|
||||
9
|
SOLE
DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED
DISPOSITIVE POWER
*
|
||||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
*
|
||||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
(SEE INSTRUCTIONS)
o
|
||||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
*
|
||||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP
No. 8375C101
|
Page 4 of
13 Pages
|
||||
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON
MatlinPatterson
Global Opportunities Partners (Cayman) III L.P.
|
||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
||||
3
|
SEC
USE ONLY
|
||||
4
|
SOURCE
OF FUNDS
AF,
WC
|
||||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
o
|
||||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands
|
||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
-0-
|
|||
8
|
SHARED
VOTING POWER
*
|
||||
9
|
SOLE
DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED
DISPOSITIVE POWER
*
|
||||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
*
|
||||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
(SEE INSTRUCTIONS)
o
|
||||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
*
|
||||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP
No. 8375C101
|
Page 5 of 13 Pages
|
||||
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON
MatlinPatterson
Global Partners III LLC
|
||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
||||
3
|
SEC
USE ONLY
|
||||
4
|
SOURCE
OF FUNDS
AF,
WC
|
||||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
o
|
||||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
-0-
|
|||
8
|
SHARED
VOTING POWER
*
|
||||
9
|
SOLE
DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED
DISPOSITIVE POWER
*
|
||||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
*
|
||||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
(SEE INSTRUCTIONS)
o
|
||||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
*
|
||||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
HC
|
CUSIP
No. 8375C101
|
Page 6 of 13 Pages
|
||||
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON
MatlinPatterson
Global Advisers LLC
|
||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
||||
3
|
SEC
USE ONLY
|
||||
4
|
SOURCE
OF FUNDS
AF,
WC
|
||||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
o
|
||||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
-0-
|
|||
8
|
SHARED
VOTING POWER
*
|
||||
9
|
SOLE
DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED
DISPOSITIVE POWER
*
|
||||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
*
|
||||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
(SEE INSTRUCTIONS)
o
|
||||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
*
|
||||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
|
CUSIP
No. 8375C101
|
Page 7 of 13 Pages
|
||||
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON
MatlinPatterson
Asset Management LLC
|
||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
||||
3
|
SEC
USE ONLY
|
||||
4
|
SOURCE
OF FUNDS
AF,
WC
|
||||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
o
|
||||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
-0-
|
|||
8
|
SHARED
VOTING POWER
*
|
||||
9
|
SOLE
DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED
DISPOSITIVE POWER
*
|
||||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
*
|
||||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
(SEE INSTRUCTIONS)
o
|
||||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
*
|
||||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
HC
|
CUSIP
No. 8375C101
|
Page 8 of 13 Pages
|
||||
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON
MatlinPatterson
LLC
|
||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
||||
3
|
SEC
USE ONLY
|
||||
4
|
SOURCE
OF FUNDS
AF,
WC
|
||||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
o
|
||||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
-0-
|
|||
8
|
SHARED
VOTING POWER
*
|
||||
9
|
SOLE
DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED
DISPOSITIVE POWER
*
|
||||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
*
|
||||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
(SEE INSTRUCTIONS)
o
|
||||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
*
|
||||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
HC
|
CUSIP
No. 8375C101
|
Page 9 of 13 Pages
|
||||
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON
David
J. Matlin
|
||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
||||
3
|
SEC
USE ONLY
|
||||
4
|
SOURCE
OF FUNDS
AF,
WC
|
||||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
o
|
||||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
-0-
|
|||
8
|
SHARED
VOTING POWER
*
|
||||
9
|
SOLE
DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED
DISPOSITIVE POWER
*
|
||||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
*
|
||||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
(SEE INSTRUCTIONS)
o
|
||||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
*
|
||||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
CUSIP
No. 8375C101
|
Page 10 of 13 Pages
|
||||
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON
Mark
R. Patterson
|
||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
||||
3
|
SEC
USE ONLY
|
||||
4
|
SOURCE
OF FUNDS
AF,
WC
|
||||
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
o
|
||||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
-0-
|
|||
8
|
SHARED
VOTING POWER
*
|
||||
9
|
SOLE
DISPOSITIVE POWER
-0-
|
||||
10
|
SHARED
DISPOSITIVE POWER
*
|
||||
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
*
|
||||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
(SEE INSTRUCTIONS)
o
|
||||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
*
|
||||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
Exhibit
1
|
Power
of Attorney of David J. Matlin (incorporated by reference to Exhibit 1 to
the Schedule 13D/A filed by the Reporting Persons on August 18,
2008).
|
Exhibit
2
|
Power
of Attorney of Mark R. Patterson (incorporated by reference to Exhibit 1
to the Schedule 13D/A filed by the Reporting Persons on August 18,
2008).
|
Exhibit
3
|
Agreement
as to Joint Filing of Schedule 13D (incorporated by reference to Exhibit 3
to the Schedule 13D filed by the Reporting Persons on July 3,
2008).
|
Exhibit
4
|
Investment
Agreement, dated as of May 26, 2008, between Standard Pacific Corp. and MP
CA Homes LLC (incorporated by reference to Exhibit 10.1 to the Current
Report on Form 8-K filed by the Issuer on May 27,
2008).
|
Exhibit
5
|
Amendment
No. 1 to Investment Agreement, dated as of June 27, 2008, between Standard
Pacific Corp. and MP CA Homes LLC (incorporated by reference to Exhibit
10.2 to the Current Report on Form 8-K filed by the Issuer on July 1,
2008).
|
Exhibit
6
|
Certificate
of Designations relating to the Senior Convertible Preferred Stock of the
Issuer (incorporated by reference to Exhibit 3.1 to the Current Report on
Form 8-K filed by the Issuer on July 1,
2008).
|
Exhibit
7
|
Certificate
of Designations relating to the Junior Convertible Preferred Stock of the
Issuer (incorporated by reference to Exhibit 3.2 to the Current Report on
Form 8-K filed by the Issuer on July 1,
2008).
|
Exhibit
8
|
Stockholders
Agreement, dated as of June 27, 2008, between Standard Pacific Corp. and
MP CA Homes LLC (incorporated by reference to Exhibit 10.3 to the Current
Report on Form 8-K filed by the Issuer on July 1,
2008).
|
Exhibit
9
|
Warrant
to purchase certain shares of Senior Convertible Preferred Stock, dated as
of June 27, 2008, between Standard Pacific Corp. and MP CA Homes LLC
(incorporated by reference to Exhibit 10.1 to the Current Report on Form
8-K filed by the Issuer on July 1,
2008).
|
MP
CA HOMES LLC
By: /s/ Robert H.
Weiss_______
Name: Robert
H. Weiss
Title: General
Counsel
|
MATLINPATTERSON
GLOBAL
OPPORTUNITIES
PARTNERS III L.P.
By: /s/ Robert H.
Weiss_______
Name: Robert
H. Weiss
Title: General
Counsel
|
MATLINPATTERSON
GLOBAL OPPORTUNITIES PARTNERS (CAYMAN) III L.P.
By: /s/ Robert H.
Weiss_______
Name: Robert
H. Weiss
Title: General
Counsel
|
MATLINPATTERSON
GLOBAL ADVISERS LLC
By: /s/ Robert H.
Weiss_______
Name: Robert
H. Weiss
Title: General
Counsel
|
MATLINPATTERSON
GLOBAL PARTNERS III LLC
By: /s/ Robert H.
Weiss_______
Name: Robert
H. Weiss
Title: General
Counsel
|
MATLINPATTERSON
ASSET MANAGEMENT LLC
By: /s/ Robert H.
Weiss_______
Name: Robert
H. Weiss
Title: General
Counsel
|
MATLINPATTERSON
LLC
By: /s/ Robert H.
Weiss_______
Name: Robert
H. Weiss
Title: General
Counsel
|
DAVID
J. MATLIN
/s/ Robert H.
Weiss_______
Name:
Robert H. Weiss
Title: Attorney-in-Fact
|
MARK
R. PATTERSON
/s/ Robert H.
Weiss_______
Name: Robert
H. Weiss
Title: Attorney-in-Fact
|