CORRESP 1 filename1.htm ResponseLtrto12-12-13SECCmtLtr
David M. Grimm
Executive Vice President,
General Counsel & Secretary




December 27, 2013


VIA EDGAR


Mr. Thomas Kluck
Legal Branch Chief
Office of Real Estate and Commodities
U.S. Securities and Exchange Commission
Division of Corporation Finance
Washington, D.C. 20549


Re:    Forestar Group Inc.
Form 10-K for Fiscal Year Ended December 31, 2012
Filed March 14, 2013
File No. 001-33662



Dear Mr. Kluck:

This letter is in response to written comments received from the staff of the Division of Corporation Finance contained in the letter dated December 12, 2013, regarding the above referenced filing (the "Comment Letter"). Our responses correspond to the numbering in the Comment Letter with a summary of the comment used as a caption.

We understand the purpose of your review and appreciate the points raised in your comments and the opportunity to discuss the matter with Jerard Gibson of the staff. We hope that after reviewing our response and the additional disclosures we anticipate making in future filings you agree with the approach we plan to take to address this matter.
 
1.
We note your disclosure on pages 52 and 58 regarding your multifamily community projects currently in development, in Nashville, Charlotte and Dallas. In future Exchange Act reports, please include the anticipated completion date, costs incurred to date and budgeted costs for your material developments. For completed developments, please disclose development cost per square foot.

We call to your attention that the Dallas project referred to in the comment is a single-family residential development site as opposed to a multifamily development.

In future Exchange Act filings beginning with our Annual Report on Form 10-K for the period ending December 31, 2013, we will include:

•
The anticipated completion date, costs incurred to date and budgeted costs for material multifamily community projects currently in development; and

•
The development cost per square foot for completed multifamily community projects.



6300 Bee Cave Road / Building Two, Suite 500 / Austin, TX 78746-5149 / T 512.433.5200 / F 512.433.5201 / www.forestargroup.com
Mr. Thomas Kluck
Legal Branch Chief
Office of Real Estate and Commodities
U.S. Securities and Exchange Commission
December 27, 2013
Page 2




Our proposed disclosure is expected to be similar to the following:
Multifamily Community Projects
 
 
Market
 
Ownership Interest
 
Estimated Project Cost(1)
 
Cost Incurred to Date
 
Completed Costs/Square feet
 
Units
 
Rentable Square Feet
 
Estimated Completion Date
 
Estimated Stabilization(2)
 
 
 
 
 
 
(In thousands)
 
(In thousands)
 
 
 
 
 
 
 
 
 
 
Projects under construction
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Eleven
 
Austin
 
25
%
 
$
40,244

 
$
16,190

 
N/A
 
257
 
203,757

 
1Q 2014
 
3Q 2014
360°
 
Denver
 
20
%
 
$
48,539

 
$
16,451

 
N/A
 
304
 
248,684

 
2Q 2014
 
1Q 2015
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Completed Projects
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Promesa
 
Austin
 
100
%
 
—

 
$
24,034

 
$
87

 
289
 
276,488

 
N/A
 
N/A
 _____________________
(1) 
Amounts represent 100% of the estimated project costs, are subject to interim revisions and are through the estimated stabilization date. Final costs may differ from estimates.
(2) 
Estimated stabilization date represents the quarter within which we estimate the project will achieve 90% physical occupancy. Actual stabilization dates may differ from estimates.

* * * * *

As requested in your letter, we hereby acknowledge that:

•
we are responsible for the adequacy and accuracy of the disclosure in our filings;

•
staff comments or changes to our disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to a filing; and

•
we 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.

If you should have any questions or comments regarding this matter, please feel free to contact me.

Very truly yours,

/s/ David M. Grimm

David M. Grimm
Executive Vice President,
General Counsel & Secretary

cc:    Audit Committee of the Board of Directors
Ernst & Young LLP