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

~~December~~ February 1416, ~~2010~~2011 (Date of Report — date of earliest event reported)

BROOKFIELD HOMES CORPORATION

(Exact Name of Registrant as Specified in Its Charter)


Delaware (State or Other Jurisdiction of Incorporation or Organization)		001-31524 (Commission File Number)		37-1446709 (I.R.S. Employer Identification No.)


8500 Executive Park Avenue Suite 300 Fairfax, Virginia (Address of Principal Executive Offices)				22031 (Zip Code)

(703) 270-1700 (Registrant’s Telephone Number, Including Area Code)

(Registrant’s Telephone Number, Including Area Code)

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:


þ		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


þ		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8 2.0102. ~~Other~~Results ~~Events~~of Operations and Financial Condition.

On ~~or about December~~February 1316, ~~2010~~2011, Plymouth County Retirement Association, on behalf of itself and other similarly situated parties, filed an action in Delaware Chancery Court alleging breach of fiduciary duties in connection with the proposed business combination (the “merger”) of Brookfield ~~Homes~~ ~~Corporation (“Brookfield~~ Homes”) ~~and the residential and land division of Brookfield Properties~~ Corporation ~~(“Brookfield~~issued ~~Properties”).~~a ~~The~~press ~~complaint~~release ~~names~~announcing ~~Brookfield Homes, Brookfield~~its ~~Asset~~earnings ~~Management Inc., Brookfield Properties, Brookfield Residential Acquisition Corporation,~~ and ~~each~~ ~~member~~results of ~~the~~operations ~~Board~~for ofthe ~~Directors~~year ofended ~~Brookfield Homes~~December 31, ~~as defendants~~2010. ~~The~~A ~~complaint~~copy ~~asserts a claim against all defendants for alleged breaches~~ of ~~their purported fiduciary duties in connection with~~ the ~~merger. The complaint also asserts a claim against Brookfield Properties for aiding and~~press ~~abetting~~release ~~the~~is ~~alleged~~attached ~~breaches.~~hereto ~~In addition to requesting that the case proceed~~ as ~~a class action, the complaint seeks to enjoin consummation of the merger as well as an award of unspecified damages and attorney’s fees~~Exhibit 99. 1.


Item 9.01.		Financial Statements and Exhibits.

(d) Exhibits:

99.1

Press Release issued by Brookfield Homes Corporation on February 16, 2011.

SIGNATURES

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.

Date: ~~December~~February 1716, ~~2010~~2011

BROOKFIELD HOMES CORPORATION By: /s/ ~~Craig~~CRAIG J. ~~Laurie~~LAURIE Craig JL. Laurie Chief Financial Officer

EXHIBIT INDEX


Exhibit Number		Exhibit

	99.1	Press Release issued by Brookfield Homes Corporation on February 16, 2011.

Filing Compare · BROOKFIELD HOMES CORP