- -------------------------------------------------------------------------------- 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): November 19, 1999 MAXXAM GROUP HOLDINGS INC. (Exact name of Registrant as Specified in its Charter) DELAWARE (State or other jurisdiction of incorporation) 333-18723 (Commission File Number) 76-0518669 (I.R.S. Employer Identification Number) 5847 SAN FELIPE, SUITE 2600 HOUSTON, TEXAS (Address of Principal Executive Offices) 77057 (Zip Code) Registrant's telephone number, including area code: (713) 975-7600 - -------------------------------------------------------------------------------- ITEM 5. OTHER EVENTS The Registrant (the "Company") is the indirect parent of The Pacific Lumber Company ("Pacific Lumber"). On March 1, 1999, Pacific Lumber, Salmon Creek Corporation, a wholly owned subsidiary of Pacific Lumber ("Salmon Creek"), and Scotia Pacific Company LLC, another wholly owned subsidiary of Pacific Lumber ("Scotia LLC"), consummated the Headwaters Agreement with the United States. Pursuant to the Headwaters Agreement, Salmon Creek received $299.9 million in cash, $15 million of which was utilized to defray expenses in connection with negotiation and consummation of the Headwaters Agreement and the balance of which was placed into escrow (the "Escrowed Funds") to be used to support the timber collateralized notes of Scotia LLC (the "Timber Notes"). Attached hereto as Exhibit 99.1 is a press release announcing that the Escrowed Funds have been released and that $169 million has been placed in a reserve account to support payments on the Timber Notes. Attached hereto as Exhibit 99.2 is a letter to holders of Timber Notes setting forth additional information regarding this reserve account, which is known as the Scheduled Amortization Reserve Account. 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: November 19, 1999 MAXXAM GROUP HOLDINGS INC. (Registrant) By: /s/ Paul N. Schwartz Paul N. Schwartz Vice President and Chief Financial Officer