UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): February 810, 2010 (February 48, 2010)

Champion Enterprises, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Michigan

(State or Other Jurisdiction of Incorporation)

(Exact Name of Registrant as Specified in Its Charter)

(State or Other Jurisdiction of Incorporation)


1-9751		38-2743168

(Commission File Number)		(IRS Employer Identification No.)


755 W Big Beaver Rd, Suite 1000, Troy, Michigan		48084

(Address of Principal Executive Offices)		(Zip Code)

(248) 614-8200

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01. Entry into a Material Definitive Agreement.

On February 48, 2010, the Bankruptcy Court ~~entered~~issued an Order ~~permitting~~ (the ~~parties~~“Order”) toapproving ~~enter~~an aAsset ~~Third~~Purchase ~~Amendment~~Agreement to (the ~~DIP~~“Asset ~~Credit~~Purchase Agreement”) by and aamong ~~Ninth~~Champion ~~Amendment~~Enterprises toHoldings, ~~prepetition~~LLC ~~Credit~~and ~~Agreement. The~~New ~~amendment was entered between~~ Champion ~~Home~~Homes, ~~Builders Co~~Inc. (~~“Champion~~collectively ~~Homes~~“Purchasers”), aand ~~wholly-owned subsidiary of~~ Champion Enterprises, Inc. ~~(the “Company”), the Company~~ and certain ~~additional~~ subsidiaries of ~~the~~Champion ~~Company and Credit Suisse AG~~Enterprises, ~~Cayman~~Inc. ~~Islands Branch~~ (~~“Credit~~collectively ~~Suisse~~“Sellers”),. ~~as Administrative~~The ~~Agent~~Asset ~~and~~Purchase ~~Collateral~~Agreement provides, ~~Agent~~among other things, ~~and~~for the ~~lenders~~sale ~~party~~of ~~thereto~~substantially ~~(the~~all ~~“Lenders”)~~assets of Sellers. The foregoing ~~Third~~description ~~Amendment~~of to the ~~DIP~~Asset ~~Credit~~Purchase Agreement ~~and~~is ~~Ninth~~qualified ~~Amendment~~in toits ~~the~~entirety ~~prepetition~~by ~~Credit~~reference ~~Agreement is~~to ~~effective~~the asfull text of ~~January 22~~the agreement, ~~2010.~~which ~~The~~is ~~total~~filed ~~amount~~as ofExhibit 2.1 ~~the~~hereto ~~DIP~~and ~~Credit~~is ~~Agreement~~incorporated ~~remains~~herein by ~~unchanged~~reference.

The ~~foregoing~~Order ~~description~~provides, ofamong ~~the~~other ~~Third~~things, ~~Amendment~~for toan ~~the~~auction ~~DIP~~process ~~Credit~~on ~~Agreement~~March 1, 2010, and ~~Ninth~~a ~~Amendment~~final tosales ~~the~~hearing ~~prepetition~~on ~~Credit~~March 2, ~~Agreement~~2010. The foregoing description of the Order is qualified in its entirety by reference to the full text of the ~~amendment~~ Order, which is filed as Exhibit 1099.1 hereto and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

Exhibit
Number
10.1		Third Amendment to the DIP Credit Agreement and Ninth Amendment to the prepetition Credit Agreement
2.1		Asset Purchase Agreement
99.1		Order

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.

CHAMPION ENTERPRISES, INC. By: /s/ Roger K. Scholten Roger K. Scholten Senior Vice President, General Counsel, and Secretary

Date: February 810, 2010

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