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On March 31, 2005, we sold $44.9 million in vacation ownership receivables pursuant to an existing vacation ownership receivables purchase facility (the "BB&T Purchase Facility") with Branch Banking and Trust Company ("BB&T"). The BB&T Purchase Facility utilizes an owner's trust structure, pursuant to which we sell receivables to Bluegreen Receivables Finance Corporation IX, our wholly-owned, special purpose finance subsidiary ("BRFC IX"), and BRFC IX sells the receivables to an owner's trust (a qualified special purpose entity) without recourse to us or BRFC IX except for breaches of certain customary representations and warranties at the time of sale. Under the BB&T Purchase Facility, a variable purchase price of approximately 85.0% of the principal balance of the receivables sold, subject to certain terms and conditions, is paid at closing in cash. The balance of the purchase price is deferred until such time as BB&T has received a specified return and all servicing, custodial, agent and similar fees and expenses have been paid. BB&T earns a return equal to the commercial paper rate plus an additional return of 1.15%, subject to use of alternate return rates in certain circumstances. The BB&T Purchase Facility allows for sales of notes receivable for a cumulative purchase price of up to $140.0 million, the commitment for $40.0 million of which expires on July 5, 2005, and the remainder of which expires on December 30, 2005. We used a portion of the $38.2 million in cash proceeds from this sale of receivables to 1) repay $4.3 million of debt under our $75.0 revolving vacation ownership receivables credit facility with Residential Funding Corporation; and 2) repay $4.3 million of debt under our $30.0 million Acquisition and Development and Timeshare Receivables facility with Textron Financial Corporation, as a portion of the receivables sold to BB&T had previously been pledged as collateral for borrowings under these debt facilities. The remaining balance of $29.5 million of cash proceeds from this sale of receivables will be used for general operating purposes.

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: April 4, 2005 By: /S/ JOHN F. CHISTE