Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On October 15, 2008, Brookfield Homes Corporation issued a press release announcing that Paul G. Kerrigan will leave his position as Executive Vice President and Chief Financial Officer of the Corporation at the end of November. Mr. Kerrigan will continue to serve in his current position and to receive his regular remuneration and full benefits until November 28, 2008 (the "Departure Date"). In connection with his departure, the Corporation and Mr. Kerrigan entered into an agreement dated as of November 17, 2008. Pursuant to the terms of the agreement, effective as of the Departure Date, Mr. Kerrigan will receive a payment of $575,000, a $15,000 payment into his registered retirement savings plan and any outstanding vacation entitlement. Commencing on the Departure Date until the earlier of (i) the date that alternate employment commences or
(ii) August 29, 2009, Mr. Kerrigan will continue receive his Salary (defined as $420,000 per annum) and health, dental and life insurance benefits. Should Mr. Kerrigan commence alternate employment prior to August 29, 2009, the payment of Salary and benefits will cease, and he will receive a lump sum payment equivalent to the sum of 50% of the Salary that would have been paid to him between the commencement of alternate employment and December 29, 2009 and an additional $15,000 payment into his registered retirement savings plan. If alternate employment has not commenced prior to August 29, 2009, the payment of Salary and benefits will cease on August 29, 2009 and Mr. Kerrigan will receive a lump sum payment with his final Salary payment equivalent to $140,000 plus an additional $15,000 payment into his registered retirement savings plan. Stock options will continue to vest until the earlier of (i) the date on which Mr. Kerrigan commences alternate employment or (ii) September 30, 2009, and he will be required to exercise all vested options at such time. With the exception of deferred share units awarded on February 1, 2008, all deferred share units will be vested on the Departure Date. Mr. Kerrigan will be entitled to redeem such vested deferred share units upon the earlier of (i) the date that alternate employment commences or (ii) August 29, 2009 ("Deemed Departure") at the higher of the closing price on September 9, 2008 of $13.67 and the closing price on the date of his Deemed Departure.

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