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Forestar Group Inc. Director's Dealing 2010

Aug 27, 2010

32005_dirs_2010-08-27_fd1c7b4e-5629-4dd5-a73b-27ce17edc131.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Forestar Group Inc. (FOR)
CIK: 0001406587
Period of Report: 2010-08-25

Reporting Person: BRILL LOUIS (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-08-25 Common Stock W 9695 $0.00 Disposed 9907 Direct
2010-08-25 Common Stock W 9695 $0.00 Acquired 9695 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Option (right to buy) $8.68 2011-08-31 Common Stock (1666) 1666 Direct
Option (right to buy) $15.02 2011-08-31 Common Stock (2666) 2666 Direct
Option (right to buy) $20.26 2011-08-31 Common Stock (3999) 3999 Direct
Option (right to buy) $28.85 2018-02-12 Common Stock (20000) 20000 Direct
Restricted Share Units $ Common Stock (1534) 22175 Direct

Footnotes

F1: Disposition of securities by the reporting person to the Lynn Brill By-Pass Trust.

F2: In accordance with the Rights Agreement adopted by the Company on December 11, 2007, Preferred Stock Purchase Rights are deemed to be attached to the shares of Common Stock.

F3: Options Vesting Schedule - Exercise price is $8.68: Options Exercisable 02/07/07 - 1,666.

F4: Shares acquired in a pro rata distribution by Temple-Inland Inc. through a spin-off on or around December 28, 2007.

F5: Option Vesting Schedule - Exercise price of $15.02: Options Exercisable 02/06/2007- 1,333; Options Exercisable 02/04/2008 - 1,333; Options Exercisable 02/06/2009 - 1,333.

F6: Option Vesting Schedule - Exercise price of $20.26: Options Exercisable 02/04/2007 - 1,333; Options Exercisable 02/04/2008 - 1,333; Options Exercisable 02/04/2009 - 1,333.

F7: Options Vesting Schedule for Options Granted 02/12/2008 - Exercise price is $28.85: Options Exercisable 02/12/2009 - 6,500; Options Exercisable 02/12/2010 - 6,500; Options Exercisable 02/12/2011 - 7,000.

F8: Restricted share units accrued under a Company plan to be settled in cash following Reporting Person's retirement. Restricted share units are vested on the date of grant and have the economic equivalent of one share of common stock.