Sec Form 4 Filing - Scheker Maria R @ BFC FINANCIAL CORP - 2009-09-21

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 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 (MM/DD/YY) 09/21/2009 (Street) FORT LAUDERDALE, FL33309 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 Class A Common Stock, par value $0.01 per share 09/21/2009 J( 1 ) 42 ( 2 ) A 42 D

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 Class B Stock Option $ 0.41 09/21/2009 A 7,022 02/07/2008 02/07/2013 Class B Common Stock, par value $0.01 per share 7,022 ( 3 ) 7,022 D Class B Stock Option $ 1.84 09/21/2009 D 7,022 02/07/2008 02/07/2013 Class B Common Stock, par value $0.01 per share 7,022 ( 3 ) 0 D Class B Stock Option $ 0.41 09/21/2009 A 3,125 10/04/2009 10/04/2014 Class B Common Stock, par value $0.01 per share 3,125 ( 3 ) 3,125 D Class B Stock Option $ 8.4 09/21/2009 D 3,125 10/04/2009 10/04/2014 Class B Common Stock, par value $0.01 per share 3,125 ( 3 ) 0 D Class A Stock Option $ 0.41 09/21/2009 A 10,000 07/11/2010 07/11/2015 Class A Common Stock, par value $0.01 per share 10,000 ( 3 ) 10,000 D Class A Stock Option $ 8.92 09/21/2009 D 10,000 07/11/2010 07/11/2015 Class A Common Stock, par value $0.01 per share 10,000 ( 3 ) 0 D Class A Stock Option $ 0.41 09/21/2009 A 10,000 06/05/2011 06/05/2016 Class A Common Stock, par value $0.01 per share 10,000 ( 3 ) 10,000 D Class A Stock Option $ 6.36 09/21/2009 D 10,000 06/05/2011 06/05/2016 Class A Common Stock, par value $0.01 per share 10,000 ( 3 ) 0 D Class A Stock Option $ 0.41 09/21/2009 A 11,000 06/04/2012 06/04/2017 Class A Common Stock, par value $0.01 per share 11,000 ( 3 ) 11,000 D Class A Stock Option $ 4.44 09/21/2009 D 11,000 06/04/2012 06/04/2017 Class A Common Stock, par value $0.01 per share 11,000 ( 3 ) 0 D Class A Stock Option $ 0.41 09/21/2009 A 5,208 ( 4 ) 09/21/2014 Class A Common Stock, par value $0.01 per share 5,208 $ 0 5,208 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Scheker Maria R 2100 WEST CYPRESS CREEK ROAD FORT LAUDERDALE, FL33309 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:

( 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 representi ng 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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