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
DATE OF REPORT: NOVEMBER 25, 2003
(DATE OF EARLIEST EVENT REPORTED): NOVEMBER 24, 2003
SILVERLEAF RESORTS, INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
TEXAS
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(STATE OR OTHER JURISDICTION OF INCORPORATION)
1-13003 75-2250990
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(COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION NUMBER)
1221 RIVER BEND DRIVE, SUITE 120, DALLAS, TEXAS 75247
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
214-631-1166
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(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
NOT APPLICABLE
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(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
INFORMATION TO BE INCLUDED IN REPORT
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION, AND EXHIBITS
(a) Not applicable
(b) Not applicable
(c) The following are furnished as Exhibits to this Report:
Exhibit No. Description
<Table>
<Caption>
10.1 Third Amendment to Amended and Restated Receivables Loan and
Security Agreement dated November 21, 2003 between the Company
and Heller Financial, Inc.
10.2 Fifth Amendment to Second Amended and Restated Inventory Loan
and Security Agreement and Modification of Notes dated
November 21, 2003 between the Company and Heller Financial,
Inc.
10.3 Second Amendment to Amended and Restated Revolving Credit
Agreement dated October 1, 2003 between the Company, Sovereign
Bank and Liberty Bank
10.4 Amendment dated November 17, 2003 between the Company and
Textron Financial Corporation (Tranche A)
10.5 Amendment dated November 17, 2003 between the Company and
Textron Financial Corporation (Tranche B)
10.6 Amendment dated November 17, 2003 between the Company and
Textron Financial Corporation (Tranche C)
10.7 Amendment dated November 17, 2003 between the Company and
Textron Financial Corporation (Inventory Loan)
99.1 Press Release dated November 25, 2003 issued by the Company
</Table>
ITEM 9. REGULATION FD DISCLOSURE
Pursuant to Item 9, "Regulation FD Disclosure," information is being furnished
with respect to the Registrant's press release, issued on November 25, 2003,
announcing that the Registrant has entered into amendments to its loan
agreements with its senior lenders, copies of which amendments are filed as
exhibits hereto. A copy of the press release issued on November 25, 2003, is
furnished as Exhibit No. 99.1 to this Report on Form 8-K. The Registrant's
reports on Forms 10-K, 10-Q and 8-K and other publicly available information
should be consulted for other important information about the registrant.
SIGNATURE
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.
SILVERLEAF RESORTS, INC.
Dated: November 25, 2003 By: /s/ ROBERT E. MEAD
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Name: Robert E. Mead
Title: Chairman and Chief
Executive Officer
Dated: November 25, 2003 By: /s/ HARRY J. WHITE, JR.
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Name: Harry J. White, Jr.
Title: Chief Financial Officer