Beazer Homes USA, Inc. (NYSE: BZH) (www.beazer.com) announced that today its Board of Directors adopted a section 382 stockholder rights plan (the "Rights Plan") designed to protect stockholder value by preserving the value of certain deferred tax assets of the Company primarily associated with net operating loss carryforwards (NOL) under Section 382 of the Internal Revenue Code.

As disclosed in December 2008, the Company previously determined that an "ownership change" under Section 382 occurred as of December 31, 2007, and, as such, the Company's ability to utilize certain of its net operating loss carryforwards and other tax benefits would be limited in the future. The Company’s ability to use its net operating losses and other tax benefits would be further substantially limited by Section 382 if a subsequent "ownership change" occurred. Ownership changes under Section 382 generally relate to the cumulative change in ownership among shareholders with more than a 5% ownership interest over a three year period. The Rights Plan was adopted to reduce the likelihood of an unintended "ownership change" occurring as a result of ordinary buying and selling of the Company’s common shares. Similar plans have been adopted by several homebuilding companies over the past twelve months.

The Company believes the Rights Plan serves the interests of all stockholders by attempting to protect the Company’s ability to use its deferred tax assets to offset tax liabilities in the future. The Rights Plan was not adopted as an anti-takeover measure and once the deferred tax assets have been substantially realized, the Board of Directors intends to terminate the Rights Plan.

Under the Rights Plan, one right will be distributed for each share of common stock of the Company outstanding as of the close of business on August 10, 2009. Under the Rights Plan, if any person or group acquires 4.95% or more of the outstanding shares of common stock of the Company without the approval of the Board of Directors, there would be a triggering event causing significant dilution in the ownership interest of such person or group. However, existing stockholders who currently own 4.95% or more of the outstanding shares of common stock will trigger a dilutive event only if they acquire additional shares. The Rights Plan may be terminated by the Board at any time, prior to the Rights being triggered.

The Rights Plan will continue in effect until July 31, 2019, unless it is terminated or redeemed earlier by the Board of Directors. The Company intends to seek shareholder approval of the Rights Plan at its next annual meeting.