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 (Date of earliest event reported): March 516, 2010

Orleans Homebuilders, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	1-6830	59-0874323
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
3333 Street Road, Suite 101, Bensalem, PA		19020
(Address of Principal Executive Offices)		(Zip Code)

3333 Street Road, Suite 101, Bensalem, PA		19020
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (215) 245-7500

Not Applicable

(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 (see General Instruction A.2. below):

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))

Item 31.0110 ~~Notice~~Entry ofinto ~~Delisting or Failure to Satisfy~~ a ~~Continued~~Material ~~Listing~~Definitive ~~Rule or Standard; Transfer of Listing.~~Agreement

OnItem ~~March~~ 5~~, 2010, Orleans Homebuilders, Inc~~. ~~(the “Company”) received a written notice~~02 from the NYSE Amex LLC (the “Exchange”) stating that the Exchange intends to suspend trading in the Company’s common stock, apply to the Securities and Exchange Commission (the “SEC”) to delist the common stock and to truncate the procedures regarding continued listing evaluation and follow-up as specified in Section 1009 of the NYSE Amex LLC Company Guide (the “Company Guide”). The written notice stated that: (i) the staff of the Exchange’s Corporate Compliance Department (the “Staff”) has determined that the Company is ~~not~~incorporated inherein ~~compliance~~by with certain of the Exchange’s continued listing standards, (ii) due to the nature and severity of the continued listing deficiencies, it is necessary and appropriate to truncate the continued listing evaluation and follow-up procedures set forth in Section 1009 of the Company Guide and to move to immediately remove the Company’s common stock from listing and registration on the Exchange; and (iii) the Company’s common stock is now subject to delisting proceedings (the “Staff Determination”)reference.

~~The~~Item ~~written~~5.02 ~~notice~~Departure ~~also states that the Staff Determination is based on the fact that the Company has become subject to Section 1002(e)~~ of ~~the~~Directors ~~Company Guide, which states that the Exchange, as a matter of policy, will consider the suspension of trading in,~~ or ~~removal~~Certain ~~from~~Officers; ~~listing~~Election of, ~~any security when, in the~~Directors; ~~opinion~~Appointment of ~~the~~Certain ~~Exchange,~~Officers; anCompensatory ~~event~~Arrangements ~~occurs~~with ~~or a condition exists which makes~~Certain ~~further dealings on the Exchange unwarranted. In particular, the written notice from the Exchange stated that:~~Officers

~~(i) as a~~As ~~result~~previously ofreported, ~~the~~on ~~Company~~March ~~filing~~1, of2010, aOrleans ~~voluntary~~Homebuilders, ~~petition~~Inc. ~~under Chapter 11 of~~ (the ~~United~~"Company") ~~States Bankruptcy Code on behalf of itself~~ and acertain ~~majority~~ of its ~~operating~~ subsidiaries ~~on March 1~~(collectively, ~~2010,~~ the ~~Staff~~"Debtors") ~~has~~filed voluntary ~~determined~~petitions ~~that~~in the ~~Company~~ isUnited ~~financially~~States ~~impaired~~Bankruptcy ~~and,~~Court asfor ~~such,~~the isDistrict ~~not in compliance with Section~~of ~~1003(a)(iv)~~Delaware of (the ~~Company~~"Bankruptcy ~~Guide~~Court") inseeking ~~that~~reorganization isrelief ~~has~~under ~~sustained~~the provisions ~~losses~~of ~~which~~Chapter ~~are~~11 ~~so substantial~~of inTitle ~~relation~~11 toof ~~its~~the ~~overall~~United ~~operations~~States orCode ~~its~~(the ~~existing financial~~"Bankruptcy ~~resources,~~Cases"). The ~~and~~Bankruptcy ~~its~~Cases ~~financial~~are ~~condition~~being ~~has~~jointly ~~become~~administered ~~so impaired that it appears~~under ~~questionable, in~~ the ~~opinion~~caption ofIn re: Orleans ~~the Exchange~~Homebuilders, aset toal., ~~whether~~Debtors, ~~the~~Chapter ~~Company~~11, ~~will be~~Bankr. ~~able~~Case toNo. ~~continue~~10-10684 ~~its operations and meet is obligations as they mature; and~~(PJW).

~~(ii)~~Pursuant to the terms of the Company’s iscourt-approved ~~not~~interim debtor-in-possession financing, ~~compliance~~on ~~with~~March ~~Section~~16, ~~134~~2010, ~~and~~the ~~Section~~Board ~~1101~~of Directors of the Company appointed ~~Guide~~Mitchell ~~because~~B. Arden, 50 years old, as the Company’s ~~failed~~Chief toRestructuring ~~timely~~Officer, effective ~~file~~as ~~its~~of ~~Annual~~March ~~Report~~4, on2010, ~~Form~~subject ~~10-K~~to approval by the Delaware Bankruptcy ~~for~~Court. Mr. Arden’s appointment was also subject to the ~~fiscal~~approval ~~year~~of the ~~ended~~Company’s ~~June~~bank ~~30,~~lenders ~~2009~~as ~~and~~well ~~its~~as ~~Quarterly~~Wachovia ~~Reports~~Bank onNational Association as ~~Form 10-Q~~agent, which has been received. Mr. Arden’s appointment is not for any set term and he may be removed at any time by the ~~periods~~Company’s ~~ended~~Board ~~September~~of Directors. Mr. ~~30,~~Arden ~~2009~~is ~~and~~to ~~December~~report ~~31,~~directly to the Board of ~~2009~~Directors.

~~The~~PMCM, LLC ~~Exchange~~(“PMCM”) ~~also~~is an ~~indicated~~affiliate ~~that~~of Phoenix Management Services, ~~based~~Inc., ~~upon~~where ~~the~~Mr. Arden ~~foregoing~~is Managing Director and Shareholder. Mr. Arden has been affiliated with Phoenix Management Services, ~~the~~Inc., ~~Staff~~for more than 15 years and has ~~concluded~~an extensive background in working with public and private companies in ~~that~~turnaround itmanagement, ~~appears~~business ~~that~~strategy itand isother ~~appropriate~~areas. In addition to ~~initiate~~appointing ~~immediate~~Mr. ~~delisting~~Arden as Chief Restructuring Officer, the Company engaged PMCM ~~proceedings~~to atprovide ~~this~~restructuring ~~time~~and other services pursuant to an engagement letter. The ~~Company~~engagement ~~does~~letter ~~not~~is ~~intend~~also subject to ~~appeal~~approval by the ~~Exchange’s~~Delaware ~~determination~~Bankruptcy toCourt. The ~~delist~~engagement ~~the~~letter ~~Company’s~~provides ~~common~~that ~~stock~~PMCM will provide restructuring and toother ~~apply~~services to the ~~SEC~~Company tothrough ~~delist~~Mr. ~~the~~Arden, as ~~Company’s~~well ~~common~~as ~~stock~~additional personnel as are necessary. ~~The~~PMCM ~~written~~is ~~notice~~to be compensated based on hourly rates ranging generally from $100 per hour for ~~the~~Support ~~Exchange~~Staff ~~states~~to ~~that~~$495 ifper ~~the~~hour ~~Company~~for ~~does~~Mr. ~~not~~Arden. In ~~appeal~~addition, out-of-pocket expenses incurred by PMCM in connection with the ~~Staff~~performance ~~Determination~~of its services are to be reimbursed by ~~March~~the 12Company. Pursuant to the terms of the engagement letter, ~~2010~~upon Bankruptcy Court approval, the ~~Staff~~Company ~~Determination~~is to ~~will~~provide ~~become~~to ~~final~~PMCM a $150,000 “evergreen” retainer. In addition, the engagement ~~Exchange~~letter ~~will~~provides for a success fee earned and payable upon the earlier ~~suspend~~of ~~trading~~(i) inthe closing of the sale of all or substantially all of the Company’s assets ~~common~~pursuant ~~stock~~to ~~and~~Section ~~will~~363 ~~submit~~of anthe ~~application~~United to States Bankruptcy Court, (ii) the completion ~~SEC~~of tothe ~~strike~~wind-down of the Company’s ~~common~~operations, ~~stock~~or ~~from~~(iii) ~~listing~~the confirmation ~~and~~of ~~regulation~~a onplan under the ~~Exchange~~ inUnited States Bankruptcy Code, as determined in accordance with ~~Section~~the 12engagement ofletter. The ~~the~~engagement ~~Securities~~letter ~~Exchange~~contains customary ~~Act~~indemnification ofprovisions ~~1934~~in favor or PMCM, its principals, employees asand ~~amended~~agents and the Chief Restructuring Officer, as well as other customary terms and ~~rules~~conditions. The ~~promulgated~~foregoing ~~thereunder~~summary of certain terms of the engagement letter is qualified in its entirety by reference to the engagement letter, a copy of which will be filed as Exhibit 10.1 pursuant to an amendment hereto.

~~Forward-Looking~~In ~~Statements~~connection with the engagement letter, the Company and PMCM also entered into a Consent, Release and Indemnification agreement providing that the Company releases and waives any and all claims which it may now or in the future have against PMCM, its principals, employees, officers, directors, agents, affiliates or representatives (the “Indemnified Parties”) arising under or in any way released to the engagement letter and provides for further indemnity by the Company for the Indemnified Parties.

Certain information included herein and in other Company statements, reports and SEC filings is or may be forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding the continued listing of the Company’s common stock on the NYSE Amex Exchange; the Company’s intention to not appeal the delisting determination; and actions the NYSE Amex Exchange may take with respect to the listing of the Company’s common stock. Such forward-looking information involves important risks and uncertainties that could significantly affect actual results and cause them to differ materially from expectations expressed herein and in other Company statements, reports and SEC filings. These risks and uncertainties include the likelihood that there will likely be little or no assets or value available for distribution to the Company’s common stockholders as a result of the Company’s bankruptcy; the Company’s ability to secure adequate financing in bankruptcy and to operate under terms of any such financing; the ability of the Company to continue normal business operations during the Chapter 11 proceedings, including obtaining and maintaing acceptable terms with vendors and service providers and continuing to attract buyers of its homes; the potential adverse impact of the Chapter 11 proceedings; the ability of the Company to attract, motivate and/or retain key executives and employees; local, regional and national economic conditions; the effects of governmental regulation; the competitive environment in which the Company operates; fluctuations in interest rates; changes in home prices; the availability of capital; our ability to engage in a financing or strategic transaction; the availability and cost of labor and materials; our dependence on certain key employees; and weather conditions. Additional information concerning factors the Company believes could cause its actual results to differ materially from expected results is contained in Item 1A of the Company’s Annual Report on Form 10-K/A for the fiscal year ended June 30, 2008 filed with the SEC and subsequently filed Quarterly Reports on Form 10-Q, as well as the Current Reports on Form 8-K and press releases filed with the Securities and Exchange Commission on August 14, 2009, October 6, 2009, November 5, 2009, December 9, 2009, December 23, 2009, February 1, 2010, February 19, 2010 and March 3, 2010.

to continue normal business operations during the Chapter II proceedings, including obtaining and maintaing acceptable

~~Item~~Forward ~~8.01~~Looking ~~Other Events~~Statements

OnCertain information ~~March~~included herein and in other Company statements, reports and SEC 11filings is or may be forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995, ~~2010~~including, but not limited to, statements concerning the ability of the Company ~~issued~~to enter into new financing arrangements, including without limitation debtor-in-possession financing; the ability to consummate a ~~press~~sale ~~release~~of ~~announcing~~the ~~receipt~~Company’s assets; required bankruptcy court approvals; potential restructurings of the ~~written~~Company’s liabilities; any value that ~~notice~~may be provided by the Company’s to its unsecured creditors or its equity holders; payments on its 8.52% Trust Preferred Securities and the Junior Subordinated Notes; potential strategic transactions, including refinancing, recapitalization and sale transactions involving the Company; payments to trade creditors, employees, or customers; anticipated and potential asset sales; anticipated liquidity; anticipated net new orders, conditions in or recovery of the housing market, and economic conditions; the Company’s long-term opportunities; the timing of future filings by the Company of its Annual and Quarterly Reports; continuing overall economic conditions and conditions in the housing and mortgage markets and industry outlook; anticipated or expected operating results, revenues, sales, net new orders, backlog, pace of sales, spec unit levels, and traffic; future or expected liquidity, financial resources, debt or equity financings; strategic transactions and alternatives including but not limited to the sale of the Company; the anticipated impact of bank reappraisals; future impairment charges; future tax valuation allowance and its value; anticipated or possible federal and state stimulus plans or other possible future government support for the housing and financial services industries; anticipated cash flow from ~~Exchange~~operations; reductions in land expenditures; the Company’s ability to meet its internal financial objectives or projections, and debt covenants; the Company’s future liquidity, capital structure and finances; and the Company’s response to market conditions. Such forward-looking information involves important risks and uncertainties that could significantly affect actual results and cause them to differ materially from expectations expressed herein and in other Company statements, reports and SEC filings. These risks and uncertainties include the Company’s ability to enter into a ~~copy~~debtor-in-possession financing facility and to operate under terms of such financing; the Company’s ability to obtain court approval with respect to motions relating to the bankruptcy filings; the ability of the Company to develop, confirm and consummate one or more plans of reorganization with respect to the Chapter 11 proceeding; the ability of the Company to obtain and maintain normal terms with vendors and service providers and to maintain contracts critical to its operations; the ability of the Company to continue to attract buyers of its homes; the ability to continue normal business operations; the potential adverse impact of the Chapter 11 proceedings; the ability of the Company to attract, motivate and/or retain key executives and employees; access to liquidity; local, regional and national economic conditions; the effects of governmental regulation; the competitive environment in which the Company operates; fluctuations in interest rates; changes in home prices; the availability of capital; the ability to engage in a financing or strategic transaction; the availability and cost of labor and materials; our dependence on certain key employees; whether the Company will be able to provide any value to its creditors or equity holders; and weather conditions. Additional information concerning factors the Company believes could cause its actual results to differ materially from expected results is ~~furnished~~contained ~~herewith~~in Item 1A of the Company’s Annual Report on Form 10-K/A for the fiscal year ended June 30, 2008 filed with the SEC and subsequently filed Quarterly Reports on Form 10-Q, as well as the Current ~~Exhibit 99.~~Reports on Form 8-K and press releases filed with the Securities and Exchange Commission on August 14, 2009, October 6, 2009, November 5, 2009, December 9, 2009, December 23, 2009, February 1, 2010, February 19, 2010, March 3, 2010 and March 11, 2010.

Item 8.01 Other Events.

On March 22, 2010, the Company issued a press release discussing the engagement of PMCM and the appointment of Mr. Arden as Chief Restructuring Office, a copy of which is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits

The following exhibits are filed or furnished with this Current Report on Form 8-K:

Exhibit No.		Description
99.1		Press release of Orleans Homebuilders, Inc. dated March 1122, 2010 (furnished herewith).

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.

Dated: March 1122, 2010

Orleans Homebuilders, Inc. By: ~~/s/~~ Garry P. Herdler Name: Garry P. Herdler Title: Executive Vice President, Chief Financial Officer and Principal Financial Officer

EXHIBIT INDEX

The following exhibits are filed or furnished with this Current Report on Form 8-K:

Exhibit No.		Description
99.1		Press release of Orleans Homebuilders, Inc. dated March 1122, 2010 (furnished herewith).

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