13G Filing: Eminence Capital and Calatlantic Group, Inc. (CAA)

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Item 1(a). Name of Issuer
The name of the issuer is CalAtlantic Group, Inc. (the “Company”).
Item 1(b). Address of Issuer’s Principal Executive Offices
The Company’s principal
executive offices are located at 15360 Barranca Parkway, Irvine, California, 92618-2215.
Item 2. Name of Person Filing:
This statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):
(i) Eminence Capital, LP, a
Delaware limited partnership (“Eminence Capital”);
(ii) Eminence GP, LLC, a
Delaware limited liability company (“Eminence GP”); and
(iii) Ricky C. Sandler, a U.S. Citizen (“Mr. Sandler”).
This statement relates to
shares of Common Stock (as defined in Item 2(d) below) held for the accounts of:
(i) Eminence Partners, L.P.,
a New York limited partnership (“Eminence I”); Eminence Partners II, L.P., a New York limited partnership
(“Eminence II”); Eminence Partners Leveraged, L.P., a Delaware limited partnership (“Eminence
Leveraged”); Eminence Eaglewood Master, L.P., a Delaware limited partnership (“Eminence Eaglewood”); Eminence
Partners Long, L.P., a Delaware limited partnership (together with Eminence I, Eminence II, Eminence Leveraged and Eminence
Eaglewood, the “Partnerships”); as well as Eminence Fund Master, Ltd. (“Eminence Offshore Master Fund”);
Eminence Fund Leveraged Master, Ltd. (together with Eminence Offshore Master Fund, the “Master Funds”), each a
Cayman Islands company, and Eminence Fund Long, Ltd. (“Eminence Offshore Long”), a Cayman Islands
company.  The Partnerships, Master Funds and Eminence Offshore Long are collectively referred to as the
“Eminence Funds”; and
(ii) A separately managed account (the “SMA”).
Eminence Capital serves as
the management company to the Eminence Funds with respect to the shares of Common Stock directly owned by the
Eminence Funds and the investment adviser to the SMA with respect to the shares of Common Stock directly owned by the
SMA.  Eminence Capital may be deemed to have voting and dispositive power over the shares held for the accounts of
the Eminence Funds and the SMA.
Eminence GP serves as general
partner or manager with respect to the shares of Common Stock directly owned by the Partnerships and Master Funds and may be
deemed to have voting and dispositive power over the shares held for the accounts of the Partnerships and Master Funds.

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