Standard Pacific Lp (SPF)

TWELFTH SUPPLEMENTAL INDENTURE

This Twelfth Supplemental Indenture, dated as of May 5, 2006 (the “Twelfth Supplemental Indenture”), is entered into among Standard Pacific Corp., a Delaware corporation (the “Company”), the guarantors listed on the signature pages hereto (the “Guarantors”), and J.P. Morgan Trust Company, National Association (as successor in interest to Bank One Trust Company, N.A. and The First National Bank of Chicago), as trustee (the “Trustee”).

W I T N E S S E T H:

WHEREAS, this Twelfth Supplemental Indenture supplements the Indenture, dated as of April 1, 1999 (the “Original Indenture”), by and between the Company and the Trustee, as previously supplemented by the First Supplemental Indenture dated as of April 13, 1999 (the “First Supplemental Indenture”), the Second Supplemental Indenture dated as of September 5, 2000 (the “Second Supplemental Indenture”), the Third Supplemental Indenture dated as of December 28, 2001 (the “Third Supplemental Indenture”), the Fourth Supplemental Indenture dated as of March 4, 2003 (the “Fourth Supplemental Indenture”), the Fifth Supplemental Indenture dated as of May 12, 2003 (the “Fifth Supplemental Indenture”), the Sixth Supplemental Indenture dated as of September 23, 2003 (the “Sixth Supplemental Indenture”), the Seventh Supplemental Indenture dated as of March 11, 2004 (the “Seventh Supplemental Indenture”), the Eighth Supplemental Indenture dated as of March 11, 2004 (the “Eighth Supplemental Indenture”), the Ninth Supplemental Indenture dated as of August 1, 2005 (the “Ninth Supplemental Indenture”), the Tenth Supplemental Indenture dated as of August 1, 2005 (the “Tenth Supplemental Indenture”), and the Eleventh Supplemental Indenture dated as of February 22, 2006 (the “Eleventh Supplemental Indenture”, and together with the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture, the Fourth Supplemental Indenture, the Fifth Supplemental Indenture, the Sixth Supplemental Indenture, the Seventh Supplemental Indenture, the Eighth Supplemental Indenture, the Ninth Supplemental Indenture and the Tenth Supplemental Indenture, collectively, the “Supplemental Indentures”, and the Supplemental Indentures together with the Original Indenture, collectively, the “Indenture”);

WHEREAS, the following series of Securities have been previously issued by the Company and remain outstanding under the Indenture: 7% Senior Notes due 2015 in the original aggregate principal amount of $175,000,000 issued pursuant to the Tenth Supplemental Indenture (the “7% Senior Notes”); 6 ¹/4% Senior Notes due 2014 in the original aggregate principal amount of $150,000,000 issued pursuant to the Eighth Supplemental Indenture (the “6 ¹/4% Senior Notes”); 7 ³/4% Senior Notes due 2013 in the original aggregate principal amount of $125,000,000 issued pursuant to the Fourth Supplemental Indenture (the “7 ³/4% Senior Notes”); 6 ⁷/8% Senior Notes due 2011 in the original aggregate principal amount of $175,000,000 issued pursuant to the Fifth Supplemental Indenture (the “6 ⁷/8% Senior Notes”); 6 ¹/2% Senior Notes due 2010 in the original aggregate principal amount of $175,000,000 issued pursuant to the Ninth Supplemental Indenture (the “2010 6 ¹/2% Senior Notes”); 5 ¹/8% Senior Notes due 2009 in the original aggregate principal amount of $150,000,000 issued pursuant to the Seventh

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Supplemental Indenture (the “5 ¹/8% Senior Notes”); and the 6 ¹/2% Senior Notes due 2008 in the original aggregate principal amount of $150,000,000 issued pursuant to the Sixth Supplemental Indenture (the “2008 6 ¹/2% Senior Notes”, and together with the 7% Senior Notes, the 6 ¹/4% Senior Notes, the 7 ³/4% Senior Notes, the 6 ⁷/8% Senior Notes, the 2010 6 ¹/2% Senior Notes and the 5 ¹/8% Senior Notes, collectively, the “Notes”);

WHEREAS, pursuant to Section 6.03 of the Fourth, Fifth, Sixth, Seventh, Eighth, Ninth and Tenth Supplemental Indentures, the Company will not, and will not permit any Restricted Subsidiary (as defined in the Original Indenture) to, issue, assume guarantee or suffer to exist any Indebtedness (as defined in each of the Supplemental Indentures set forth in this paragraph) secured by any Lien upon any property of the Company or any Restricted Subsidiary, or on any shares of stock of any Restricted Subsidiary, without in any case effectively providing that any series of Notes issued pursuant to such Supplemental Indentures shall be secured equally and ratably with such Indebtedness.

WHEREAS, (i) the Revolving Credit Agreement dated as of August 31, 2005, as amended as of May 3, 2006, (the “Revolving Credit Agreement”) among the Company, the Lenders referred to therein, and Bank of America, N.A., as Administrative Agent, and (ii) the Term Loan A Credit Agreement dated as of May 3, 2006 (the “Term Loan A Credit Agreement”) among the Company, the Lenders referred to therein, and Bank of America, N.A., as Administrative Agent, each restrict Liens on Indebtedness (provided that the Revolving Credit Agreement and the Term Loan A Credit Agreement permit the Liens described below under arrangements providing that such Liens secure the obligations under the Revolving Credit Agreement or the Term Loan Credit Agreement, as applicable, equally and ratably with such other Indebtedness).

WHEREAS, pursuant to the Term Loan B Credit Agreement dated as of May 3, 2006 (the “Term Loan B Credit Agreement”) among the Company, the Lenders referred to therein, and Bank of America, N.A., as Administrative Agent, the Company and the Pledgor Subsidiaries have granted liens in the stock (or other equity interests) of certain Subsidiaries of the Company to secure the obligations of the Company and the respective Pledgor Subsidiaries under the Term Loan B Credit Agreement;

WHEREAS, the Subsidiaries the stock (or other equity interests) of which has been pledged pursuant to the terms of the Term Loan B Credit Agreement are Restricted Subsidiaries pursuant to the terms of the Indenture and the Notes;

WHEREAS, the Company and the Guarantors desire to supplement and amend the Indenture to secure the Notes equally and ratably with the obligations of the Company and the Pledgor Subsidiaries under the Term Loan B Credit Agreement, the Term Loan A Credit Agreement and the Revolving Credit Agreement;

WHEREAS, pursuant to Section 9.01 of the Original Indenture, the Company and the Trustee may execute a supplemental indenture without the consent of the holders of the Outstanding Notes to secure the Notes and to make any change that does not adversely affect the rights of the Holders; and

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WHEREAS, the Company and the Guarantors hereby certify that all covenants and conditions precedent, if any, provided for in the Indenture relating to the execution, delivery and performance of this Twelfth Supplemental Indenture have been complied with, and all things necessary to make this Twelfth Supplemental Indenture a valid agreement of the Company, the Guarantors and the Trustee, in accordance with its terms, and a valid amendment of, and supplement to, the Indenture have been done.

NOW, THEREFORE, the parties hereto agree, as follows: