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Forestar Group Inc. Director's Dealing 2011

May 12, 2011

32005_dirs_2011-05-12_0e15e524-f8c3-4aa7-a87f-17fdc7fcbe48.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: 2011-05-10

Reporting Person: Brown Kathleen (Director)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-05-10 Restricted Share Units $ A 1233 Acquired Common Stock (1233) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 9995 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Option (right to buy) $28.85 2018-02-12 Common Stock (20000) 20000 Direct

Footnotes

F1: 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.

F2: Options Vesting Schedule for Options Granted 02/12/2008 - Exercise price is $28.85: Options Exerciserable 02/12/2009 - 6,500; Options Exerciserable 02/12/2010 - 6,500; Options Exerciserable 02/12/2011 - 7,000.

F3: 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.