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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
June 12, 1997
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(Date of earliest event reported)
Hawthorne Financial Corporation
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(Exact name of registrant as specified in its charter)
Delaware 0-1100 95-2085671
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State or other jurisdiction (Commission File (IRS Employer
or incorporation) Number) Identification No.)
2381 Rosecrans Avenue, El Segundo, California 90245
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(Address of principal executive offices) (Zip Code)
(310) 725-5000
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name, former address and former fiscal year,
if changed since last report)
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ITEM 5. OTHER EVENTS
The holders of the Cumulative Preferred Stock, Series A (the "Preferred
Stock") of Hawthorne Financial Corporation (the "Company") have approved
amendments to the Certificate of Designations and Preferences of the Cumulative
Preferred Stock, Series A (the "Certificate") which, among other things, permit
the Company to pay accrued and unpaid dividends on the Preferred Stock through
March 15, 1998 in shares of common stock of the Company ("Common Stock")
regardless of the Company's financial ability to pay such dividends in cash. On
June 12, 1997, the Company filed a Certificate of Amendment to the Certificate
of Designations and Preferences of the Cumulative Preferred Stock, Series A
which incorporated such amendments. Pursuant to the terms of the Certificate,
the Company intends to issue up to 425,000 shares of Common Stock in connection
with the payment of dividends which have accrued on the Preferred Stock through
June 14, 1997.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Not applicable
(b) Not applicable
(c) The following exhibit is included with this report:
Exhibit 99(a) Certificate of Amendment to the Certificate of
Designations and Preferences of the Cumulative
Preferred Stock, Series A
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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 thereunto duly authorized.
HAWTHORNE FINANCIAL CORPORATION
By: /s/ SCOTT A. BRALY
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Name: Scott A. Braly
Title: President and Chief Executive Officer
Date: June 16, 1997