FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

WINNINGHAM CHARLIE C II 		2. Issuer Name and Ticker or Trading Symbol

BBX CAPITAL CORP [ BBX ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

401 EAST LAS OLAS BLVD, SUITE 800 		3. Date of Earliest Transaction (MM/DD/YYYY)

12/15/2016
(Street)

FORT LAUDERDALE, FL 33301
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock, par value $0.01 per share   12/15/2016     D    3017   D $0   (1) 0   I   By The Winningham Trust DTD 7/6/98  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class A Stock Option   $234.5   12/15/2016     D         775    6/4/2007   6/4/2017   Class A Common Stock, par value $0.01 per share   775   $0   (2) 0   D    
Class A Stock Option   $48.5   12/15/2016     D         2532    6/2/2008   6/2/2018   Class A Common Stock, par value $0.01 per share   2532   $0   (3) 0   D    

Explanation of Responses:
( 1)  Disposed of pursuant to the merger agreement between the issuer and BFC Financial Corporation ("BFC") in exchange for an aggregate of 16,292 shares of BFC's Class A Common Stock. On the effective date of the merger, the closing price of BFC's Class A Common Stock, as quoted on the OTCQB, was $3.95 per share.
( 2)  This option was assumed by BFC in the merger and replaced with an option to purchase 4,185 shares of BFC Class A Common Stock at an exercise price of $43.43 per share.
( 3)  This option was assumed by BFC in the merger and replaced with an option to purchase 13,673 shares of BFC Class A Common Stock at an exercise price of $8.98 per share.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
WINNINGHAM CHARLIE C II
401 EAST LAS OLAS BLVD
SUITE 800
FORT LAUDERDALE, FL 33301 		X



Signatures
/s/ Raymond S. Lopez, Chief Financial Officer, BBX Capital, Attorney-in-Fact for Charlie C. Winningham II 12/19/2016
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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