June 30, 2009
VIA EDGAR
Securities and Exchange Commission
100 F Street N.E.
Washington, D.C. 20549-4631
Mail Stop 4631
Attention: Mr. Terence O’Brien, Accounting Branch Chief
Re: | | Brookfield Homes Corporation Form 10-K for the Fiscal Year Ended December 31, 2008 Filed February 13, 2009 Definitive Proxy Statement on Schedule 14A Filed February 19, 2009 Form 10-Q for the Fiscal Quarter Ended March 31, 2009 File No. 1-31524 |
In connection with the above referenced filings made by Brookfield Homes Corporation (the “Company”) pursuant to the Securities Exchange Act of 1934, as amended, the Company hereby acknowledges that:
| • | | the Company is responsible for the adequacy and accuracy of the disclosure in the filings; |
| • | | Staff comments or changes to disclosure in response to Staff comments do not foreclose the Commission from taking any action with respect to the filings; and |
| • | | the Company may not assert Staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
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| BROOKFIELD HOMES CORPORATION
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| By: | /s/ SHANE D. PEARSON | |
| | Name: | Shane D. Pearson | |
| | Title: | Vice President and Secretary | |
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8500 Executive Park Avenue, Suite 300, Fairfax, VA 22031