On July 9, 2012, Meritage Homes Corporation, a Maryland Corporation (the "Company"), entered into an underwriting agreement (the "Underwriting Agreement") with Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Deutsche Bank Securities Inc., as Representatives of the several underwriters listed on Schedule A thereto, related to a public offering of 2,300,000 shares of common stock, par value $0.01 per share, of the Company (the "Common Stock"). The price to the public is $34.75 per share, and the underwriters have agreed to purchase the shares from the Company pursuant to the Underwriting Agreement at a price of $33.0125 per share. Under the terms of the Underwriting Agreement, the Company granted the underwriters an option, exercisable for 30 days, to purchase up to an additional 345,000 shares of Common Stock. The offering is being made pursuant to the Company's effective registration statement on Form S-3 (Registration Statement No. 333-180685) previously filed with the Securities and Exchange Commission.

The Underwriting Agreement is filed as Exhibit 1.1 to this Report and is incorporated by reference herein, and the above description of the material terms of the Underwriting Agreement is qualified in its entirety by reference to such exhibit.

The Company's press releases announcing the offering and the pricing of the offering, both dated July 9, 2012, are filed as Exhibits 99.1 and 99.2 to this Report and are incorporated by reference herein.

(d) Exhibits

 1.1    Underwriting Agreement, dated July 9, 2012, by and between Meritage Homes
        Corporation and Citigroup Global Markets Inc., JP Morgan Securities LLC
        and Deutsche Bank Securities Inc., as Representatives of the several
        underwriters listed on Schedule A thereto

 5.1    Opinion of Venable LLP

23.1    Consent of Venable LLP (included in Exhibit 5.1 hereto)

99.1    Press release dated July 9, 2012 announcing the offering

99.2    Press release dated July 9, 2012 announcing the pricing of the offering