Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

$40 Million Timeshare Receivables Purchase Facility

On December 24, 2012, Bluegreen Corporation ("Bluegreen") amended and renewed its timeshare receivables purchase facility with Branch Banking and Trust Company ("BB&T") (the "BB&T Purchase Facility). The BB&T Purchase Facility provides for the financing of our timeshare receivables at an advance rate of 67.5% through the revolving advance period ending December 17, 2013, subject to the terms of the facility, eligible collateral and customary terms and conditions. The BB&T Purchase Facility allows for maximum outstanding borrowings of $40.0 million and matures thirty-six (36) months after the revolving advance period has expired (such period the "Term-Out Period"), or earlier as provided under the facility. The interest rate on the BB&T Purchase Facility prior to the commencement of the Term-Out Period will be the LIBOR rate plus 3.5%, but will increase to the LIBOR rate plus 5.5% during the Term-Out Period. The LIBOR rate is subject to a floor of 0.75%.

Additionally, subject to the terms of the facility, Bluegreen will receive the excess cash flows generated by the receivables sold (excess meaning after customary payments of fees, interest and principal under the facility) until the commencement of the Term-Out Period, at which point all of the excess cash flow will be paid to BB&T until the outstanding balance is reduced to zero.

The BB&T Purchase Facility is nonrecourse and is not guaranteed by Bluegreen.

As of December 24, 2012, the availability under the BB&T Purchase Facility was $40.0 million.