**Exhibit 10.06D**

**FOURTHEXTENSION AND MODIFICATIONOFEMPLOYMENT AGREEMENT**

THIS FOURTH EXTENSION ANDMODIFICATION OF EMPLOYMENT AGREEMENT (the “Extension”) is entered into as of March14, 2005 by and between California Coastal Communities, Inc., a Delaware corporation(“Employer”), and RAYMOND J. PACINI (“Executive”).

WITNESSETH:

WHEREAS, Executive andEmployer have entered into an Employment Agreement dated as of May 1,1998, an Extension and Modification of Employment Agreement datedDecember 7, 1999,  a SecondExtension and Modification of Employment Agreement dated April 30, 2001, anda Third Extension and Modification of Employment Agreement dated March 17, 2003(collectively, the “Employment Agreement”), through which Executive hasprovided various executive capacities to Employer and Employer has obtainedvarious executive services by Executive; and

WHEREAS, Employer desiresto obtain the benefit of continued service from Executive by extending theEmployment Agreement, and Executive desires to render continued services toEmployer by extending the Employment Agreement pursuant to the terms andconditions of this Extension;

NOW, THEREFORE, inconsideration of the foregoing recitals and the mutual promises and covenantsherein contained, the parties agree as follows:

# SECTION 1.           CONTINUINGEFFECTIVENESS OF EMPLOYMENT AGREEMENT.  Except to the extent of any modification madepursuant to the terms of this Extension, the Employment Agreement shallcontinue to remain in full force and effect following the date hereof.

# SECTION 2.           EXTENSION OFTERM.  Employer and Executivehereby agree to extend the term of the EmploymentAgreement until April 30, 2007.

# SECTION 3.           BASE SALARY.  Effective January 1, 2005 and until theexpiration of the term set forth in Section 2 above, Employer agrees topay Executive a base salary of at least Three Hundred and Thirty ThousandDollars ($330,000) per year in semi-monthly installments on the samedates the other senior officers of Employer are paid.

## SECTION 4. OUTSIDE CONSULTING.  Subject to the prior approval of the CompensationCommittee of Employer’s Board of Directors, Executive may be permitted to actas an outside consultant or director to companies and businesses that are notin competition with Employer.   Thereshall be no reduction in the compensation to be paid to Executive under theEmployment Agreement, provided that the consulting services rendered byExecutive do not have a material adverse effect on Executive’s ability to renderservices to Employer under

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## the Employment Agreement.

IN WITNESSWHEREOF, the parties have executed this Extension as of the date first abovewritten.

 

| “EMPLOYER”                  |
|---------------------------------------|
|                                  |
| CALIFORNIA  COASTAL COMMUNITIES, INC. |
|                                  |
| By                               |         /s/   SANDRA G. SCIUTTO |
|                                  | Sandra G.  Sciutto |
|                                  | Chief Financial  Officer |
|                                  |   |
| “EXECUTIVE”                 |
|                                  |
| /s/  RAYMOND J. PACINI           |
| Raymond J.  Pacini                    |

 

 

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