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): August 5, 2010

KENNEDY-WILSON HOLDINGS, INC.

(Exact Name of Registrant as Specified in Charter)

(310) 887-6400

(Registrant’s telephone number, including area code)

(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):

Credit Facility

On August 5, 2010, we entered into and closed the transactions contemplated by that certain Revolving Loan Agreement (the “Loan Agreement”) by and among the Company, KW, U.S. Bank National Association, a national banking association (“US Bank”), as agent, lead arranger and book manager, US Bank, as lender, East-West Bank, a California banking corporation (“EW Bank”), as lender, and any other bank that becomes a party thereto (collectively, the “Lenders”). The Loan Agreement and related documents (collectively, the “Loan Documents”) supersede and replace that certain $30 million Amended and Restated Loan Agreement, dated as of June 5, 2008, by and among KW, US Bank and EW Bank, and its related documents.

The Loan Agreement provides for: (a) a $65,000,000 senior unsecured facility to finance the acquisition of commercial real property or pools of notes secured by commercial real property (the “Acquisition Facility”); and (b) a $10,000,000 senior unsecured facility to provide for working capital (the “Working Capital Facility”). All principal and interest and other amounts owing with respect to advances made under the Loan Agreement will be due and payable in full on August 1, 2013.

In connection with the Loan Agreement, the Company has guaranteed KW’s payment obligations under the Loan Documents.

The above descriptions of the Loan Documents do not purport to be complete and are qualified in their entirety by reference to the full texts of the Loan Documents, which are attached hereto as exhibits, and incorporated by reference herein.

The information set forth under Item 1.01 is incorporated by reference into this Item 2.03.

(d) Exhibits.

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.

EXHIBIT INDEX