Mail Stop 7010
December 1, 2005
Mr. James P. Dietz
Chief Financial Officer
WCI Communities, Inc.
24301 Walden Center Drive
Bonita Springs, FL 34134
RE: Form 10-K for the fiscal year ended December 31, 2004
Form 10-Q for the quarter ended June 30, 2005
File No. 1-31255
Dear Mr. Dietz:
We have limited our review of the above referenced reports
to
the presentation of distributions from investments in joint
ventures
in the statement of cash flows, as well as your revised
calculations
of capitalized interest. If you disagree with a comment, we will
consider your explanation as to why our comment is inapplicable or
a
revision is unnecessary. Please be as detailed as necessary in
your
explanation. In some of our comments, we may ask you to provide
us
with information so we may better understand your disclosure.
After
reviewing this information, we may or may not raise additional
comments.
Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects. We welcome
any questions you may have about our comments or on any other
aspect
of our review. Feel free to call us at the telephone numbers
listed
at the end of this letter.
FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2004
Financial Statements
Consolidated Statements of Cash Flows, page 28
1. You present a line item titled distributions from
(contributions
to) joint ventures within your cash flows from investing
activities.
Please clarify if these distributions are returns on your
investments
in joint ventures, or if the distributions are returns of your
investments in joint ventures. Please quantify the gross
distributions that are returns on your investment for each period
presented and tell us what consideration you gave to classifying
these distributions within cash flows from operating activities as
required by paragraph 22 of SFAS 95.
FORM 10-Q FOR THE PERIOD ENDED JUNE 30, 2005
Financial Statements
Note 1 - Basis of Presentation, page 4
2. You disclose that effective April 1, 2005, you now include the
underlying developed land costs in your calculation of capitalized
interest for tower residences under construction and you include
the
underlying developed land costs and in-process homebuilding costs
in
your calculation of capitalized interest for traditional homes
under
construction. Your audited financial statements in the Form 10-K
for
the year ended December 31, 2004 disclose that interest and real
estate taxes incurred relating to land under development and
construction of tower residences are capitalized to real estate
inventories during the active development period. Given your
disclosure in the Form 10-K, it is unclear as to how your
accounting
policy has changed in regards to capitalizing interest with
respect
to traditional homebuilding and tower inventories. Please
clarify.
3. We note that you did not restate prior periods for this change
in
accounting in accordance with paragraphs 13, 36 and 37 of APB 20.
Please provide us with your SAB 99 analysis with regard to whether
this change in accounting materially impacted your historical
financial statements.
* * * *
Please respond to these comments within 10 business days, or
tell us when you will provide us with a response. Please provide
us
with a response letter that keys your responses to our comments
and
provides any requested information. Detailed letters greatly
facilitate our review. Please file your supplemental response on
EDGAR as a correspondence file. Please understand that we may
have
additional comments after reviewing your responses to our
comments.
We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information required under the
Securities Exchange Act of 1934 and that they have provided all
information investors require for an informed decision. Since the
company and its management are in possession of all facts relating
to
a company`s disclosure, they are responsible for the accuracy and
adequacy of the disclosures they have made.
In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:
* the company is responsible for the adequacy and accuracy of the
disclosure in their filings;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and
* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.
In addition, please be advised that the Division of
Enforcement has access to all information you provide to the staff
of
the Division of Corporation Finance in our review of your filing
or
in response to our comments on your filing.
If you have any questions regarding these comments, please
direct them to Jeffrey Gordon, Staff Accountant, at (202) 551-3866
or, in his absence, Jeanne Baker, Assistant Chief Accountant, at
(202) 551-3691.
Sincerely,
Rufus Decker
Accounting Branch Chief
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Mr. James P. Dietz
WCI Communities, Inc.
December 1, 2005
Page 1 of 3
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010
DIVISION OF
CORPORATION FINANCE