SECURITIES & EXCHANGE COMMISSION
                             Washington, D.C. 20549
                             ----------------------

                                 SCHEDULE 13G/A*
                                 (Rule 13d-102)

                                Amendment No. 1

             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
           TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
                              PURSUANT TO 13d-2(b)

                               Lennar Corporation
                                (Name of Issuer)

                              Class B Common Stock
                         (Title of Class of Securities)

                                    526057302
                                 (CUSIP Number)

                                  May 15, 2006
             (Date of event which requires filing of this statement)



     Check the appropriate box to designate the rule pursuant to which this
Schedule 13G is filed:


     [ ]  Rule 13d-1(b)
     [X]  Rule 13d-1(c)
     [ ]  Rule 13d-1(d)





                           (Page 1 of 10 Pages)
----------------
     *The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.

     The information required in the remainder of this cover page shall not be
deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act
of 1934 ("Act") or otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act (however, see the
Notes).






CUSIP No. 526057302                 13G                    Page 2 of 10 Pages

-----------------------------------------------------------------------------
     (1)    NAMES OF REPORTING PERSONS
            I.R.S. IDENTIFICATION NO.
            OF ABOVE PERSONS (ENTITIES ONLY)
                                                   Ospraie Management, LLC
-----------------------------------------------------------------------------
     (2)    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
                                                                  (a)  [ ]
                                                                  (b)  [X]
-----------------------------------------------------------------------------
     (3)    SEC USE ONLY
-----------------------------------------------------------------------------
     (4)    CITIZENSHIP OR PLACE OF ORGANIZATION
                            Delaware
-----------------------------------------------------------------------------
NUMBER OF      (5)  SOLE VOTING POWER
                                                -0-
SHARES         --------------------------------------------------------------

BENEFICIALLY   (6)  SHARED VOTING POWER
                                                 1,865,000
OWNED BY       --------------------------------------------------------------

EACH           (7)  SOLE DISPOSITIVE POWER
                                                -0-
REPORTING      --------------------------------------------------------------

PERSON WITH    (8)  SHARED DISPOSITIVE POWER
                                                 1,865,000
-----------------------------------------------------------------------------
     (9)    AGGREGATE AMOUNT BENEFICIALLY OWNED
            BY EACH REPORTING PERSON
                                                 1,865,000
-----------------------------------------------------------------------------
     (10)   CHECK BOX IF THE AGGREGATE AMOUNT
            IN ROW (9) EXCLUDES CERTAIN SHARES **                       [ ]
-----------------------------------------------------------------------------
     (11)   PERCENT OF CLASS REPRESENTED
            BY AMOUNT IN ROW (9)
                                                5.7%
-----------------------------------------------------------------------------
     (12)   TYPE OF REPORTING PERSON **
                                                 OO
-----------------------------------------------------------------------------





CUSIP No. 526057302                 13G                    Page 3 of 10 Pages

-----------------------------------------------------------------------------
     (1)    NAMES OF REPORTING PERSONS
            I.R.S. IDENTIFICATION NO.
            OF ABOVE PERSONS (ENTITIES ONLY)
                                                   Ospraie Holding I, L.P.
-----------------------------------------------------------------------------
     (2)    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
                                                                  (a)  [ ]
                                                                  (b)  [X]
-----------------------------------------------------------------------------
     (3)    SEC USE ONLY
-----------------------------------------------------------------------------
     (4)    CITIZENSHIP OR PLACE OF ORGANIZATION
                            Delaware
-----------------------------------------------------------------------------
NUMBER OF      (5)  SOLE VOTING POWER
                                                -0-
SHARES         --------------------------------------------------------------

BENEFICIALLY   (6)  SHARED VOTING POWER
                                                 1,865,000
OWNED BY       --------------------------------------------------------------

EACH           (7)  SOLE DISPOSITIVE POWER
                                                -0-
REPORTING      --------------------------------------------------------------

PERSON WITH    (8)  SHARED DISPOSITIVE POWER
                                                 1,865,000
-----------------------------------------------------------------------------
     (9)    AGGREGATE AMOUNT BENEFICIALLY OWNED
            BY EACH REPORTING PERSON
                                                 1,865,000
-----------------------------------------------------------------------------
     (10)   CHECK BOX IF THE AGGREGATE AMOUNT
            IN ROW (9) EXCLUDES CERTAIN SHARES **                       [ ]
-----------------------------------------------------------------------------
     (11)   PERCENT OF CLASS REPRESENTED
            BY AMOUNT IN ROW (9)
                                                5.7%
-----------------------------------------------------------------------------
     (12)   TYPE OF REPORTING PERSON **
                                                 PN
-----------------------------------------------------------------------------





CUSIP No. 526057302                  13G                   Page 4 of 10 Pages

-----------------------------------------------------------------------------
     (1)    NAMES OF REPORTING PERSONS
            I.R.S. IDENTIFICATION NO.
            OF ABOVE PERSONS (ENTITIES ONLY)
                                                   Ospraie Management, Inc.
-----------------------------------------------------------------------------
     (2)    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
                                                                  (a)  [ ]
                                                                  (b)  [X]
-----------------------------------------------------------------------------
     (3)    SEC USE ONLY
-----------------------------------------------------------------------------
     (4)    CITIZENSHIP OR PLACE OF ORGANIZATION
                            Delaware
-----------------------------------------------------------------------------
NUMBER OF      (5)  SOLE VOTING POWER
                                                -0-
SHARES         --------------------------------------------------------------

BENEFICIALLY   (6)  SHARED VOTING POWER
                                                 1,865,000
OWNED BY       --------------------------------------------------------------

EACH           (7)  SOLE DISPOSITIVE POWER
                                                -0-
REPORTING      --------------------------------------------------------------

PERSON WITH    (8)  SHARED DISPOSITIVE POWER
                                                 1,865,000
-----------------------------------------------------------------------------
     (9)    AGGREGATE AMOUNT BENEFICIALLY OWNED
            BY EACH REPORTING PERSON
                                                 1,865,000
-----------------------------------------------------------------------------
     (10)   CHECK BOX IF THE AGGREGATE AMOUNT
            IN ROW (9) EXCLUDES CERTAIN SHARES **                       [ ]
-----------------------------------------------------------------------------
     (11)   PERCENT OF CLASS REPRESENTED
            BY AMOUNT IN ROW (9)
                                                5.7%
-----------------------------------------------------------------------------
     (12)   TYPE OF REPORTING PERSON **
                                                 CO
-----------------------------------------------------------------------------





CUSIP No. 526057302                 13G                    Page 5 of 10 Pages

-----------------------------------------------------------------------------
     (1)    NAMES OF REPORTING PERSONS
            I.R.S. IDENTIFICATION NO.
            OF ABOVE PERSONS (ENTITIES ONLY)
                                                         Dwight Anderson
-----------------------------------------------------------------------------
     (2)    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
                                                                  (a)  [ ]
                                                                  (b)  [X]
-----------------------------------------------------------------------------
     (3)    SEC USE ONLY
-----------------------------------------------------------------------------
     (4)    CITIZENSHIP OR PLACE OF ORGANIZATION
                            United States
-----------------------------------------------------------------------------
NUMBER OF      (5)  SOLE VOTING POWER
                                                -0-
SHARES         --------------------------------------------------------------

BENEFICIALLY   (6)  SHARED VOTING POWER
                                                 1,865,000
OWNED BY       --------------------------------------------------------------

EACH           (7)  SOLE DISPOSITIVE POWER
                                                -0-
REPORTING      --------------------------------------------------------------

PERSON WITH    (8)  SHARED DISPOSITIVE POWER
                                                 1,865,000
-----------------------------------------------------------------------------
     (9)    AGGREGATE AMOUNT BENEFICIALLY OWNED
            BY EACH REPORTING PERSON
                                                 1,865,000
-----------------------------------------------------------------------------
     (10)   CHECK BOX IF THE AGGREGATE AMOUNT
            IN ROW (9) EXCLUDES CERTAIN SHARES **                       [ ]
-----------------------------------------------------------------------------
     (11)   PERCENT OF CLASS REPRESENTED
            BY AMOUNT IN ROW (9)
                                                5.7%
-----------------------------------------------------------------------------
     (12)   TYPE OF REPORTING PERSON **
                                                 IN
-----------------------------------------------------------------------------





CUSIP No. 526057302                 13G                    Page 6 of 10 Pages

Item 1(a).     Name of Issuer:

     The name of the issuer is Lennar Corporation (the "Company").

Item 1(b).     Address of Issuer's Principal Executive Offices:

     The Company's principal executive offices are located at 700 Northwest
107th Avenue, Miami, Florida 33172.

Item 2(a).     Name of Person Filing:

     This statement is filed by:

          (i)   Ospraie Management, LLC, a  Delaware  limited  liability company
                ("Investment  Manager"),  which serves as investment  manager to
                The Ospraie  Portfolio  Ltd. and Ospraie  Point  Portfolio  Ltd.
                (together,  the  "Portfolios"),  each a Cayman Islands  exempted
                company,  with respect to the shares of Common Stock (as defined
                in Item  2(d)  below)  directly  owned by the  Portfolios;
          (ii)  Ospraie  Holding  I,  L.P.,  a  Delaware   limited   partnership
                ("Ospraie  Holding"),  which  serves as the  managing  member of
                Investment  Manager,  with respect to the shares of Common Stock
                directly  owned by the  Portfolios;
          (iii) Ospraie  Management, Inc.,  a  Delaware  corporation   ("Ospraie
                Management"),  which  serves as the  general  partner of Ospraie
                Holding,  with  respect to the shares of Common  Stock  directly
                owned by the Portfolios;
          (iv)  Dwight  Anderson  ("Mr.  Anderson"), the   sole  shareholder  of
                Ospraie  Management,  with respect to the shares of Common Stock
                held by the Portfolios.

                The foregoing  persons are  hereinafter  sometimes  collectively
referred to as the "Reporting  Persons." Any disclosures  herein with respect to
persons  other than the  Reporting  Persons are made on  information  and belief
after making inquiry to the appropriate party.





CUSIP No. 526057302                 13G                    Page 7 of 10 Pages

Item 2(b).     Address of Principal Business Office or, if None, Residence:

     The address of the business office of each of the Reporting  Persons is 320
Park Avenue, 27th Floor, New York, New York 10022, U.S.A.

Item 2(c).     Citizenship:

     Investment  Manager is a limited liability company organized under the laws
of the State of Delaware.  Ospraie  Holding is a limited  partnership  organized
under the laws of the State of Delaware.  Ospraie  Management  is a  corporation
organized  under the laws of the State of  Delaware.  Mr.  Anderson  is a United
States citizen.

Item 2(d).     Title of Class of Securities:

     Lennar  Corporation,  Class B common  stock,  $0.10 par value (the  "Common
Stock").

Item 2(e). CUSIP Number:
     526057302

Item 3.    If this statement is filed  pursuant to Rules 13d-1(b) or 13d-2(b) or
(c), check whether the person filing is a:

          (a)  [ ] Broker or dealer registered under Section 15 of the Act,

          (b)  [ ] Bank as defined in Section 3(a)(6) of the Act,

          (c)  [ ] Insurance Company as defined in Section 3(a)(19) of the
                   Act,

          (d)  [ ] Investment Company registered under Section 8 of the
                   Investment Company Act of 1940,

          (e)  [ ] Investment Adviser in accordance with Rule 13d-1
                   (b)(1)(ii)(E),

          (f)  [ ] Employee Benefit Plan or Endowment Fund in accordance
                   with 13d-1(b)(1)(ii)(F),

          (g)  [ ] Parent Holding Company or control person in accordance
                   with Rule 13d-1(b)(1)(ii)(G),

          (h)  [ ] Savings Association as defined in Section 3(b) of the
                   Federal Deposit Insurance Act,

          (i)  [ ] Church Plan that is excluded from the definition of an
                   investment company under Section 3(c)(14) of the Investment
                   Company Act of 1940,

          (j)  [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

     If this statement is filed pursuant to Rule 13d-1(c), check the box.[X]





CUSIP No. 526057302                  13G                   Page 8 of 10 Pages

Item 4.   Ownership.

     A. Ospraie Management, LLC
             (a) Amount beneficially owned: 1,865,000 shares of Common Stock.
             (b) Percent of class: 5.7% The percentages used herein and in the
                 rest of Item 4 are calculated based upon the 32,840,686 shares
                 of Common Stock issued and outstanding as of March 31, 2006 as
                 reflected in the Company's Form 10-Q, filed on April 10, 2006.
             (c) Number of shares as to which such person has:
                (i) Sole power to vote or direct the vote: -0-
               (ii) Shared power to vote or direct the vote: 1,865,000
              (iii) Sole power to dispose or direct the disposition: -0-
               (iv) Shared power to dispose or direct the disposition: 1,865,000

     B. Ospraie Holding I, L.P.
             (a) Amount beneficially owned: 1,865,000 shares of Common Stock.
             (b) Percent of class: 5.7%
             (c) Number of shares as to which such person has:
                (i) Sole power to vote or direct the vote: -0-
               (ii) Shared power to vote or direct the vote: 1,865,000
              (iii) Sole power to dispose or direct the disposition: -0-
               (iv) Shared power to dispose or direct the disposition: 1,865,000

     B. Ospraie Management, Inc.
             (a) Amount beneficially owned: 1,865,000 shares of Common Stock.
             (b) Percent of class: 5.7%
             (c) Number of shares as to which such person has:
                (i) Sole power to vote or direct the vote: -0-
               (ii) Shared power to vote or direct the vote: 1,865,000
              (iii) Sole power to dispose or direct the disposition: -0-
               (iv) Shared power to dispose or direct the disposition: 1,865,000

     C. Dwight Anderson
             (a) Amount beneficially owned: 1,820,400 shares of Common Stock.
             (b) Percent of class: 5.7%
             (c) Number of shares as to which such person has:
                (i) Sole power to vote or direct the vote: -0-
               (ii) Shared power to vote or direct the vote: 1,865,000
              (iii) Sole power to dispose or direct the disposition: -0-
               (iv) Shared power to dispose or direct the disposition: 1,865,000






CUSIP No. 526057302                 13G                    Page 9 of 10 Pages

Item 5.     Ownership of Five Percent or Less of a Class.

     Not applicable.

Item 6.     Ownership of More than Five Percent on Behalf of Another Person.

Investment Manager, in its capacity as the investment manager to the Portfolios,
has the power to direct the investment  activities of the Portfolios,  including
decisions  with  respect to the  disposition  of the  proceeds  from the sale of
Common Stock.  Ospraie Holding is the managing member of the Investment  Manager
and in that capacity directs its operations.  Ospraie  Management is the general
partner of Ospraie  Holding and in that  capacity  directs its  operations.  Mr.
Anderson is the president and sole shareholder of Ospraie Management and in that
capacity,  directs its operations.  The  shareholders of the Portfolios have the
right to  participate  in the dividends  from, or proceeds from the sale of, the
shares of Common Stock held by the Portfolios in accordance with their ownership
interests in the Portfolios.

Item 7.     Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company or Control Person.

     Not applicable.

Item 8.  Identification and Classification of Members of the Group.

     See Item 2.

Item 9.  Notice of Dissolution of Group.

     Not applicable.

Item 10.  Certification.

     Each of the Reporting Persons hereby makes the following certification:

         By  signing  below I  certify  that,  to the best of my  knowledge  and
belief, the securities  referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing  the control of the
issuer of the  securities  and were not acquired and are not held in  connection
with or as a participant in any transaction having that purpose or effect.






CUSIP No. 526057302                13G                    Page 10 of 10 Pages

SIGNATURES

After  reasonable  inquiry  and to the best of our  knowledge  and  belief,  the
undersigned  certify that the  information  set forth in this statement is true,
complete and correct.


DATED:  May 22, 2006

                                 OSPRAIE MANAGEMENT, LLC
                                 By:     Ospraie Holding I, L.P.,
                                         its Managing Member

                                 By:     Ospraie Management, Inc.,
                                         its General Partner

                                 By:     /s/ Eric Vincent
                                         --------------------------
                                         Eric Vincent
                                         Authorized Signatory

                                 OSPRAIE HOLDING I, L.P.
                                 By:     Ospraie Management, Inc.,
                                         its General Partner

                                 By:     /s/ Eric Vincent
                                         --------------------------
                                         Eric Vincent
                                         Authorized Signatory

                                 OSPRAIE MANAGEMENT, INC.,

                                 By:     /s/ Eric Vincent
                                         --------------------------
                                         Eric Vincent
                                         Authorized Signatory

                                 DWIGHT ANDERSON

                                 By:     /s/ Eric Vincent
                                         --------------------------
                                         Eric Vincent, Attorney-in-fact





                                  EXHIBIT INDEX

Exhibit 99.1 - Power of Attorney, dated October 19, 2005,
               granted by Dwight Anderson in favor of Kirk Rule
               and Eric Vincent.










                                POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS, that I, DWIGHT ANDERSON, hereby make, constitute
and appoint each of KIRK RULE and ERIC VINCENT, acting individually, as my agent
and attorney-in-fact for the purpose of executing in my name, (a) in my personal
capacity or (b) in my capacity as  President,  member of or in other  capacities
with Ospraie  Management,  LLC  ("Ospraie  LLC") and each of its  affiliates  or
entities advised by me or Ospraie LLC, all documents, certificates, instruments,
statements,  filings and agreements  ("documents") to be filed with or delivered
to any  foreign or  domestic  governmental  or  regulatory  body or  required or
requested  by any other  person or entity  pursuant  to any legal or  regulatory
requirement relating to the acquisition, ownership, management or disposition of
securities,  futures  contracts or other  investments,  and any other  documents
relating or  ancillary  thereto,  including  without  limitation  all  documents
relating to filings with the Commodities Futures Trading Commission and National
Futures  Association,  the United States Securities and Exchange Commission (the
"SEC") pursuant to the Securities Act of 1933 or the Securities  Exchange Act of
1934 (the "Act") and the rules and regulations promulgated thereunder, including
all documents relating to the beneficial  ownership of securities required to be
filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act and any
information statements on Form 13F required to be filed with the SEC pursuant to
Section 13(f) of the Act.

All past acts of the  attorneys-in-fact  in  furtherance  of the  foregoing  are
hereby ratified and confirmed.

This power of attorney shall be valid from the date hereof until revoked by me.

IN  WITNESS  WHEREOF,  I have  executed  this  instrument  as of the 19th day of
October, 2005.

/s/ DWIGHT ANDERSON
-------------------------
Dwight Anderson