Edgar Filing: Scheker Maria R

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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 ^*

Scheker Maria R

2. Issuer Name and Ticker or Trading Symbol
BFC FINANCIAL CORP [BFCF]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chief Accounting Officer

(Last)

(First)

(Middle)

2100 WEST CYPRESS CREEK ROAD

3. Date of Earliest Transaction (Month/Day/Year)
09/21/2009

(Street)

FORT LAUDERDALE, FL 33309

4. If Amendment, Date Original Filed(Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock, par value $0.01 per share	09/21/2009		J⁽¹⁾		42 ⁽²⁾	A	⁽²⁾	42	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Class B Stock Option

$ 0.41

09/21/2009

7,022

02/07/2008

02/07/2013

Class B Common Stock, par value $0.01 per share

7,022

⁽³⁾

7,022

Class B Stock Option

$ 1.84

09/21/2009

7,022

02/07/2008

02/07/2013

Class B Common Stock, par value $0.01 per share

7,022

⁽³⁾

Class B Stock Option

$ 0.41

09/21/2009

3,125

10/04/2009

10/04/2014

Class B Common Stock, par value $0.01 per share

3,125

⁽³⁾

3,125

Class B Stock Option

$ 8.4

09/21/2009

3,125

10/04/2009

10/04/2014

Class B Common Stock, par value $0.01 per share

3,125

⁽³⁾

Class A Stock Option

$ 0.41

09/21/2009

10,000

07/11/2010

07/11/2015

Class A Common Stock, par value $0.01 per share

10,000

⁽³⁾

10,000

Class A Stock Option

$ 8.92

09/21/2009

10,000

07/11/2010

07/11/2015

Class A Common Stock, par value $0.01 per share

10,000

⁽³⁾

Class A Stock Option

$ 0.41

09/21/2009

10,000

06/05/2011

06/05/2016

Class A Common Stock, par value $0.01 per share

10,000

⁽³⁾

10,000

Class A Stock Option

$ 6.36

09/21/2009

10,000

06/05/2011

06/05/2016

Class A Common Stock, par value $0.01 per share

10,000

⁽³⁾

Class A Stock Option

$ 0.41

09/21/2009

11,000

06/04/2012

06/04/2017

Class A Common Stock, par value $0.01 per share

11,000

⁽³⁾

11,000

Class A Stock Option

$ 4.44

09/21/2009

11,000

06/04/2012

06/04/2017

Class A Common Stock, par value $0.01 per share

11,000

⁽³⁾

Class A Stock Option

$ 0.41

09/21/2009

5,208

⁽⁴⁾

09/21/2014

Class A Common Stock, par value $0.01 per share

5,208

$ 0

5,208

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Scheker Maria R 2100 WEST CYPRESS CREEK ROAD FORT LAUDERDALE, FL 33309			Chief Accounting Officer

Signatures

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

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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. In connection with the merger, 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. Prior to the merger, the issuer owned shares of Woodbridge's Class A Common Stock and Class B Common Stock representing approximately 24% of Woodbridge's total common equity and 59% of Woodbridge's total voting power.
(2)	Received in connection with the merger in exchange for 12 shares of Woodbridge's Class A Common Stock. On the effective date of the merger, the closing price of Woodbridge's Class A Common Stock, as quoted on the Pink Sheets Electronic Quotation System, was $1.40 per share, and 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.
(3)	On September 21, 2009, the options previously granted to the reporting person on February 7, 2003, October 4, 2004, July 11, 2005, June 5, 2006, and June 4, 2007, respectively, were re-priced. These re-pricings are reported on this Form 4 as a cancellation of the original options and a grant of replacement options having the lower exercise prices set forth herein.
(4)	The options will vest in four equal annual installments beginning on September 21, 2010.

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