Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  LEVAN JARETT
 2. Date of Event Requiring Statement (Month/Day/Year)
09/21/2009		 3. Issuer Name and Ticker or Trading Symbol
BFC FINANCIAL CORP [BFCF]
(Last)
(First)
(Middle)
2100 WEST CYPRESS CREEK ROAD		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

FORT LAUDERDALE, FL 33309		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock, par value $0.01 per share 10,753 (1) (2)
D
 
Class B Common Stock, par value $0.01 per share 0
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LEVAN JARETT
2100 WEST CYPRESS CREEK ROAD
FORT LAUDERDALE, FL 33309		   X      

Signatures

/s/ John K. Grelle, Executive Vice President and Chief Financial Officer, BFC Financial Corporation, Attorney-in-Fact for Jarett Levan 09/23/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) On September 21, 2009, Woodbridge Holdings Corporation ("Woodbridge") was merged with and into a wholly-owned subsidiary of the issuer and each oustanding share of Woodbridge's Class A Common Stock (other than shares owned by the issuer) was converted into the right to receive 3.47 shares of the issuer's Class A Common Stock. In connection with the merger, the reporting person was appointed to the board of directors of the issuer and received 753 shares of the issuer's Class A Common Stock in exchange for the 217 shares of Woodbridge's Class A Common Stock that he owned on the effective date of the merger. Prior to the merger, the reporting person owned 10,000 shares of the issuer's Class A Common Stock.
(2) On the effective date of the merger, the closing price of the issuer's Class A Common Stock, as quoted on the Pink Sheets Electronic Quotation System, was $0.41 per share, and the closing price of Woodbridge's Class A Common Stock, as quoted on the Pink Sheets Electronic Quotation System, was $1.40 per share.

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