UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

FORESTAR GROUP INC.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization)		Commission File Number 001-33662		26-1336998 (I.R.S. Employer Identification No.)

6300 Bee Cave Road, Building Two, Suite 500
Austin, Texas 78746
(Address of principal executive offices) (zip code)

(512) 433-5200
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

ITEM 5.07 Submission of Matters to a Vote of Security Holders.

Forestar Group Inc. (the “Company”) held its 2010 Annual Meeting of Stockholders (the “Annual Meeting”) on May 11, 2010. Following are the results of voting on proposals submitted to stockholders at the Annual Meeting.

Proposal No. 1: Election of Directors. The following individuals were elected to the Company’s Board of Directors:

Name		For				Withhold				Broker Non-Votes
Kenneth M. Jastrow, II			29,088,814				1,737,597				2,405,137
James M. DeCosmo			29,676,115				1,150,296				2,405,137
James A. Johnson			28,483,953				2,342,458				2,405,137
Richard M. Smith			28,633,810				2,192,601				2,405,137

Proposal No. 2: The proposal to re-approve the material terms of the Company’s 2007 Stock Incentive Plan for purposes of complying with the requirements of Section 162(m) of the Internal Revenue Code, was approved.

For: 25,211,777
Against: 7,772,078
Abstentions: 247,693

Proposal No. 3: The proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year 2010, was approved.

For: 33,140,821
Against: 32,793
Abstentions: 57,934

SIGNATURE

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