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~~May 201, 2006

SCOTIA PACIFIC COMPANY LLC

(Exact name of Registrant as Specified in its Charter)

Delaware

(State or other jurisdiction of incorporation)

333-63825

(Commission File Number)

68-0414690

(I.R.S. Employer Identification Number)

P.O. Box 712

125 Main Street, 2nd Floor

Scotia, California

(Address of Principal Executive Offices)

95565

(Zip Code)

Registrant's telephone number, including area code: (707) 764-2330

(Former name, former address and former fiscal year, 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:

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

Item 71.01. ~~Regulation~~Entry FDinto ~~Disclosure~~a Material Definitive Agreement.

InTo ~~accordance~~the ~~with~~extent ~~General Instruction B.2 of Form 8-K~~applicable, the ~~following information~~contents ~~(including any related exhibits) shall not be deemed "filed" for purposes~~ of ~~Section~~Item 188.01 ofbelow ~~the Securities Act of 1934, as amended, nor shall it~~are ~~be deemed~~ incorporated ~~by reference~~ into ~~any~~this ~~filing~~Item of1.01 ~~the Registrant, whether made before or after the date hereof, regardless of any general incorporation~~ by ~~reference~~ ~~language in such filing, except as shall be expressly set forth by specific~~ reference ~~in such a filing~~.

~~Attached~~Item ~~hereto as Exhibit 99~~8.~~1 is a certificate for the period ending March 20, 2006 related to the Registrant's $867~~01.2 ~~million~~Other ~~original aggregate principal amount of 6~~Events.55% Series B Class A-1 Timber Collateralized Notes, 7.11% Series B Class A-2 Timber Collateralized Notes and 7.71% Series B Class A-3 Timber Collateralized Notes due July 20, 2028. These certificates have been or will be delivered by the Registrant to certain holders of the Timber Notes and to other securities professionals.

~~Item~~U.S. 9Bank, the Trustee under the Indenture governing the Registrant's Timber Collateralized Notes due 2028 (the "Indenture"), resigned effective May 1, 2006.01 ~~Financial~~The ~~Statements~~Registrant has appointed Deutsche Bank National Trust Company as successor Trustee under the Indenture, which appointment was accepted and ~~Exhibits~~became effective May 1, 2006. The address of the Corporate Trust Office is Deutsche Bank National Trust Company, DB Trust & Securities Services, 222 South Riverside Plaza, MS CHI05-2502, Chicago, Illinois 60606-5808.

~~(c) Exhibits~~SIGNATURES

~~99.1~~Pursuant ~~Monthly~~to ~~Noteholder~~the ~~Certificate~~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.

~~SIGNATURES~~Date: May 3, 2006 SCOTIA PACIFIC COMPANY LLC (Registrant) By: /s/ Bernard L. Birkel Name: Bernard L. Birkel Title: Secretary and Senior Assistant General Counsel

~~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~~0172FM6.BLB.DOC

Date: March 20, 2006 SCOTIA PACIFIC COMPANY LLC (Registrant) By: /s/ Bernard L. Birkel Bernard L. Birkel Secretary and Senior Assistant General Counsel

0097FMS6.VM.DOC

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