Sec Form 4 Filing - MEYER MICHAEL L @ WILLIAM LYON HOMES - 2004-09-15

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 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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1. Name and Address of Reporting Person MEYER MICHAEL L 2. Issuer Name and Ticker or Trading Symbol WILLIAM LYON HOMES [ WLS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O WILLIAM LYON HOMES, 4490 VON KARMAN AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 09/15/2004 (Street) NEWPORT BEACH, CA92660 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Variable Prepaid Forward Contract ( 1 ) ( 2 ) ( 3 ) ( 1 ) ( 2 ) ( 3 ) 09/15/2004 J( 1 )( 2 )( 3 ) 1 ( 1 ) ( 2 ) ( 3 ) ( 1 )( 2 )( 3 ) ( 1 )( 2 )( 3 ) Common Stock 18,600 ( 1 ) ( 2 ) ( 3 ) 1 ( 1 ) ( 2 ) ( 3 ) I By Michael L. Meyer Living Trust

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MEYER MICHAEL L C/O WILLIAM LYON HOMES 4490 VON KARMAN AVENUE NEWPORT BEACH, CA92660 X Signatures Michael L. Meyer 09/17/2004 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On September 15, 2004, the reporting person (through the Michael L. Meyer Living Trust) entered into a variable prepaid forward contract ("VPF Contract") with an unrelated third party (the "Buyer") relating to 18,600 shares of Common Stock (the "Base Amount"). Under the VPF Contract, on September 15, 2004, the reporting person agreed to deliver the shares of Common Stock in accordance with footnotes 2 and 3 below. The maturity date of the VPF Contract is January 13, 2006. The reporting person will receive a prepayment from the Buyer in the amount of $1,344,408 on September 21, 2004. ( 2 )On the settlement date, the reporting person (through the Michael L. Meyer Living Trust), unless he has elected cash settlement as described in the following sentence, will deliver to Buyer a number of shares of Common Stock equal to the product of (A) the Base Amount and (B) the Settlement Ratio, determined as described in footnote 3 below. In lieu of delivering shares of Common Stock, the reporting person may elect cash settlement. ( 3 )The "Floor Price" is approximately $75.61 per share and the "Cap Price" is approximately $90.73 per share. The "Settlement Price" is the closing price of WLS on the maturity date. If the Settlement Price is less than or equal to the Floor Price, the Settlement Ratio shall be one (1). If the Settlement Price is greater than the Floor Price but less than the Cap Price, the Settlement Ratio shall be a ratio equal to the Floor Price divided by the Settlement Price. If the Settlement Price is greater than or equal to the Cap Price, the Settlement Ratio shall be a ratio, the numerator of which is (i) the Floor Price, plus (ii) the Settlement Price, minus (iii) the Cap Price, and the denominator of which is the Settlement Price.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

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