================================================================================



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

             (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended  FEBRUARY 28, 1998

Commission File Number:  1-11749

                               LENNAR CORPORATION
             (Exact name of registrant as specified in its charter)


           DELAWARE                                      59-1281887
(State or other jurisdiction  of                      (I.R.S. Employer
  incorporation or organization)                      Identification No.)

                700 NORTHWEST 107TH AVENUE, MIAMI, FLORIDA 33172
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number, including area code (305) 559-4000

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES  X    NO

Common shares outstanding as of March 31, 1998:

         Common                                  43,503,594
         Class B Common                           9,918,631

================================================================================


<PAGE>





PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS

                       LENNAR CORPORATION AND SUBSIDIARIES
                      Consolidated Condensed Balance Sheets
                    (In thousands, except per share amounts)

<TABLE>
<CAPTION>
                                                                                        (UNAUDITED)
                                                                                        FEBRUARY 28,        NOVEMBER 30,
                                                                                           1998                 1997
-------------------------------------------------------------------------------------------------------------------------
<S>                                                                                   <C>                      <C>   

ASSETS
HOMEBUILDING:
  Cash and cash equivalents                                                           $        53,110            52,926
  Receivables, net                                                                             18,776            34,646
  Inventories                                                                                 952,394           806,975
  Operating properties and equipment, net                                                       8,661             8,598
  Investments in partnerships                                                                 132,169           108,064
  Other assets                                                                                121,394           127,631
                                                                                      ----------------------------------
                                                                                            1,286,504         1,138,840
FINANCIAL SERVICES                                                                            202,855           156,988
LIMITED-PURPOSE FINANCE SUBSIDIARIES - COLLATERAL FOR BONDS AND NOTES PAYABLE                  44,754            47,456
------------------------------------------------------------------------------------------------------------------------
              TOTAL ASSETS                                                            $     1,534,113         1,343,284
------------------------------------------------------------------------------------------------------------------------



LIABILITIES AND STOCKHOLDERS' EQUITY
HOMEBUILDING:
  Accounts payable and other liabilities                                              $       212,154           198,386
  Income taxes currently payable                                                                7,749            22,634
  Mortgage notes and other debts payable                                                      666,536           527,303
                                                                                      ----------------------------------
                                                                                              886,439           748,323
FINANCIAL SERVICES                                                                            145,619           108,506
LIMITED-PURPOSE FINANCE SUBSIDIARIES - BONDS AND NOTES PAYABLE                                 44,754            47,456
------------------------------------------------------------------------------------------------------------------------
              TOTAL LIABILITIES                                                             1,076,812           904,285

STOCKHOLDERS' EQUITY:
  Common stock of $.10 par value per share,                                                     
      43,443 shares outstanding at February 28, 1998                                            4,344             4,322

  Class B common stock of $.10 par value per share,                                               
      9,919 shares outstanding at February 28, 1998                                               992               994 

  Additional paid-in capital                                                                  391,529           388,797
  Retained earnings                                                                            60,436            44,886
------------------------------------------------------------------------------------------------------------------------
              TOTAL STOCKHOLDERS' EQUITY                                                      457,301           438,999
------------------------------------------------------------------------------------------------------------------------
              TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                             $      1,534,113         1,343,284
------------------------------------------------------------------------------------------------------------------------
</TABLE>


See accompanying notes to consolidated condensed financial statements.


                                       1
<PAGE>



                       LENNAR CORPORATION AND SUBSIDIARIES
                  Consolidated Condensed Statements of Earnings
                                   (Unaudited)
                    (In thousands, except per share amounts)

<TABLE>
<CAPTION>
                                                                                                          THREE MONTHS ENDED
                                                                                                              FEBRUARY 28,
                                                                                                        1998              1997
     -------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                              <C>                       <C>    
     REVENUES:
        Homebuilding                                                                             $      408,538            207,847
        Financial services                                                                               31,097             23,288
        Limited-purpose finance subsidiaries                                                              1,077              1,320
     -------------------------------------------------------------------------------------------------------------------------------
              Total revenues                                                                            440,712            232,455
     -------------------------------------------------------------------------------------------------------------------------------

     COSTS AND EXPENSES:
        Homebuilding                                                                                    368,984            193,625
        Financial services                                                                               26,740             14,225
        Limited-purpose finance subsidiaries                                                              1,077              1,314
        Corporate general and administrative                                                              6,289              3,355
        Interest                                                                                         10,617              3,854
     -------------------------------------------------------------------------------------------------------------------------------
              Total costs and expenses                                                                  413,707            216,373
     -------------------------------------------------------------------------------------------------------------------------------

     EARNINGS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES                                             27,005             16,082
     Income taxes                                                                                        10,802              6,272
     -------------------------------------------------------------------------------------------------------------------------------
     EARNINGS FROM CONTINUING OPERATIONS                                                                 16,203              9,810

     EARNINGS FROM DISCONTINUED OPERATIONS
           (net of income taxes of $6,149 in 1997)                                                            -              9,617
     -------------------------------------------------------------------------------------------------------------------------------
     NET EARNINGS                                                                                $       16,203             19,427
     -------------------------------------------------------------------------------------------------------------------------------
     BASIC EARNINGS PER SHARE:
          Continuing operations                                                                  $          .30                .27
          Discontinued operations                                                                             -                .27
     -------------------------------------------------------------------------------------------------------------------------------
                                                                                                 $          .30                .54
     -------------------------------------------------------------------------------------------------------------------------------
     DILUTED EARNINGS PER SHARE:
          Continuing operations                                                                  $          .30                .27
          Discontinued operations                                                                             -                .27
     -------------------------------------------------------------------------------------------------------------------------------
                                                                                                 $          .30                .54
     -------------------------------------------------------------------------------------------------------------------------------

     -------------------------------------------------------------------------------------------------------------------------------
     CASH DIVIDENDS PER COMMON SHARE                                                             $        .0125               .025
     -------------------------------------------------------------------------------------------------------------------------------
     CASH DIVIDENDS PER CLASS B COMMON SHARE                                                     $       .01125              .0225
     -------------------------------------------------------------------------------------------------------------------------------
</TABLE>

     See accompanying notes to consolidated condensed financial statements.


                                       2
<PAGE>


                       LENNAR CORPORATION AND SUBSIDIARIES
                 Consolidated Condensed Statements of Cash Flows
                                   (Unaudited)
                                 (In thousands)

<TABLE>
<CAPTION>
                                                                                                         THREE MONTHS ENDED
                                                                                                              FEBRUARY 28,
                                                                                                         1998           1997
   ------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                             <C>                    <C>  
   CASH FLOWS FROM OPERATING ACTIVITIES:
      Earnings from continuing operations                                                       $     16,203             9,810
      Earnings from discontinued operations                                                                -             9,617
      Adjustments to reconcile net earnings to net cash used in operating activities:
         Depreciation and amortization                                                                 4,978             2,240
         Equity in earnings of partnerships                                                           (4,326)          (15,271)
         Gain on sales of other real estate                                                           (1,392)           (1,920)
         Deferred income taxes                                                                         3,000               489
         Changes in assets and liabilities, net of effect of acquisitions:
            Decrease in receivables                                                                   15,921             1,846
            Increase in inventories                                                                  (64,721)          (43,189)
            Increase in financial services loans held for sale or disposition                         (1,581)           (4,028)
            Decrease in accounts payable and accrued liabilities                                     (15,431)          (15,978)
            Decrease in income taxes currently payable                                               (14,885)           (7,421)
         Other, net                                                                                    1,811              (473)
   ------------------------------------------------------------------------------------------------------------------------------
           Net cash used in operating activities                                                     (60,423)          (64,278)
   ------------------------------------------------------------------------------------------------------------------------------

   CASH FLOWS FROM INVESTING ACTIVITIES: 
      Operating properties and equipment:
           Additions                                                                                  (1,693)          (10,971)
           Sales                                                                                           6             4,001
      (Increase) decrease in investments in and advances to partnerships                             (18,599)           21,198
      Increase in financial services loans held for investment                                          (215)             (155)
      Purchases of investment securities                                                                   -           (47,476)
      Receipts from investment securities                                                                  -             9,725
      Acquisitions of businesses, net of cash acquired                                               (48,874)                -
      Other, net                                                                                        (424)             (814)
   ------------------------------------------------------------------------------------------------------------------------------
           Net cash used in investing activities                                                     (69,799)          (24,492)
   ------------------------------------------------------------------------------------------------------------------------------
   CASH FLOWS FROM FINANCING ACTIVITIES:
      Net borrowings under revolving credit agreement                                                142,150            31,200
      Net repayments under financial services short-term debt                                         (1,037)          (22,379)
      Mortgage notes and other debts payable:
         Proceeds from borrowings                                                                      9,044            84,635
         Principal payments                                                                          (14,104)          (14,363)
      Limited-purpose finance subsidiaries:
         Principal reduction of mortgage loans and other receivables                                   2,869             2,467
         Principal reduction of bonds and notes payable                                               (2,634)           (2,481)
      Common stock:
         Issuance                                                                                      2,752               944
         Dividends                                                                                      (653)             (874)
   ------------------------------------------------------------------------------------------------------------------------------
           Net cash provided by financing activities                                                 138,387            79,149
   ------------------------------------------------------------------------------------------------------------------------------
      Net increase (decrease) in cash and cash equivalents                                             8,165            (9,621)
      Cash and cash equivalents at beginning of period                                                62,599            60,670
   ------------------------------------------------------------------------------------------------------------------------------
      Cash and cash equivalents at end of period                                                $     70,764            51,049
   ------------------------------------------------------------------------------------------------------------------------------
</TABLE>



                                       3
<PAGE>


                       LENNAR CORPORATION AND SUBSIDIARIES
          Consolidated Condensed Statements of Cash Flows -- Continued
                                   (Unaudited)
                                 (In thousands)

<TABLE>
<CAPTION>
                                                                                                       THREE MONTHS ENDED
                                                                                                          FEBRUARY 28,
                                                                                                     1998               1997
   ------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                             <C>                     <C>   
   Summary of cash and cash equivalent balances:

      Homebuilding                                                                              $     53,110            35,040
      Financial services                                                                              17,654            11,753
      Discontinued operations                                                                              -             4,256
   ------------------------------------------------------------------------------------------------------------------------------
                                                                                                $     70,764            51,049
   ------------------------------------------------------------------------------------------------------------------------------
   Supplemental disclosures of cash flow information:
      Cash paid for interest, net of amounts capitalized                                        $      5,178             8,079
      Cash paid for income taxes                                                                $     20,303            19,364

   Supplemental disclosures of non-cash investing and financing activities:
      Purchases of inventory financed by sellers                                                $     10,200             5,800
   ------------------------------------------------------------------------------------------------------------------------------
</TABLE>

   See accompanying notes to consolidated condensed financial statements.



                                       4
<PAGE>


                       LENNAR CORPORATION AND SUBSIDIARIES
              Notes to Consolidated Condensed Financial Statements
                                  (Unaudited)

(1) BASIS OF PRESENTATION

The accompanying consolidated condensed financial statements include the
accounts of Lennar Corporation, its wholly-owned subsidiaries and partnerships
in which it holds a controlling interest (the "Company"). The Company's
investments in partnerships (and similar entities) in which less than a
controlling interest is held are accounted for by the equity method. All
significant intercompany transactions and balances have been eliminated. The
financial statements have been prepared by management without audit by
independent public accountants and should be read in conjunction with the
November 30, 1997 audited financial statements in the Company's Annual Report on
Form 10-K for the year then ended. However, in the opinion of management, all
adjustments (consisting of normal recurring adjustments) necessary for fair
presentation of the accompanying consolidated condensed financial statements
have been made. Certain prior year amounts in the consolidated condensed
financial statements have been reclassified to conform with the current period
presentation.

As a result of the Company's spin-off of its commercial real estate investment
and management business, including the Investment Division business segment, on
October 31, 1997 (the "Spin-off"), the accompanying financial statements have
been restated to reflect the Investment Division as a discontinued operation
(see Note 3). Accordingly, the revenues and expenses of the Investment Division
have been excluded from the respective captions in the consolidated condensed
statement of earnings and have been reported as "earnings from discontinued
operations" for the three months ended February 28, 1997.

The Company historically has experienced, and expects to continue to experience,
variability in quarterly results. The consolidated condensed statement of
earnings for the three months ended February 28, 1998 is not necessarily
indicative of the results to be expected for the full year.

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial statements and accompanying notes.
Actual results could differ from those estimates.

(2) BUSINESS SEGMENTS

The Company has two business segments: Homebuilding and Financial Services. The
limited-purpose finance subsidiaries are not considered a business segment. See
Note 3 regarding the discontinued Investment Division business segment.

Homebuilding operations include the construction and sale of single-family and
multi-family homes in Florida, California, Texas, Arizona and Nevada. These
activities also include the purchase, development and sale of residential land.
The Company has a non-controlling 50% interest in Lennar Land Partners ("LLP"),
a general partnership formed with LNR Property Corporation ("LNR") at the time
of the Spin-off, to acquire, develop and sell land to Lennar, LNR and others.
The Company manages the day-to-day operations of LLP and receives a management
fee. On October 31, 1997, the Company completed a merger with Pacific Greystone
Corporation. The merger expanded the Company's homebuilding operations in
California and Arizona and provided the Company with operations in Nevada.


                                       5
<PAGE>

Financial services activities are conducted primarily through Lennar Financial
Services, Inc. ("LFS") and its subsidiaries. These companies provide mortgage
financing, title insurance and closing services for Lennar homebuyers and
others; acquire, package and resell mortgage loans and mortgage-backed
securities; perform mortgage loan servicing activities and provide cable
television and alarm monitoring services to residents of Lennar communities and
others.

In prior years, the limited-purpose finance subsidiaries of the Financial
Services Division placed mortgages and other receivables as collateral for
various long-term financings. These limited-purpose finance subsidiaries pay the
principal of, and interest on, these financings primarily from the cash flows
generated by the related pledged collateral which includes a combination of
mortgage notes, mortgage-backed securities and funds held by trustees. These
limited-purpose finance subsidiaries are not considered a part of the financial
services operations and are reported separately.

(3) DISCONTINUED OPERATIONS

On June 10, 1997, the Company's Board of Directors approved a plan to spin-off
the commercial real estate investment and management business, which primarily
consisted of the Investment Division segment. The Spin-off, which was conducted
through the distribution of the stock of LNR Property Corporation to existing
shareholders of the Company in the form of a tax-free distribution, was
completed effective October 31, 1997. The Investment Division was involved in
the development, management and leasing, as well as the acquisition and sale, of
commercial and multi-family residential rental properties and land. The
Investment Division also was a participant and manager in partnerships which
acquired portfolios of commercial mortgage loans and real estate, and the
Division invested in commercial mortgage-backed securities. The components of
earnings from discontinued operations were as follows for the three months ended
February 28, 1997 (unaudited):

             (IN THOUSANDS)
             -----------------------------------------------------------------
             Revenues                                        $       39,711
             Costs and expenses                                      21,101
             -----------------------------------------------------------------
             Operating earnings                                      18,610
             Interest                                                 2,844
             -----------------------------------------------------------------
             Earnings from discontinued operations                   
              before income taxes                                    15,766
             Income taxes                                             6,149
             -----------------------------------------------------------------
             Earnings from discontinued operations           $        9,617
             -----------------------------------------------------------------

(4) ACQUISITIONS

In February 1998, the Company acquired a Northern California homebuilder,
Winncrest Homes, for $74 million (consisting of $58 million in cash, $9 million
in Lennar common stock and assumption of $7 million of liabilities).
Additionally, a joint venture was formed between Lennar Land Partners and a
Winncrest entity to develop and sell finished homesites to third party builders
as well as Lennar homebuilding operations. The Company financed the cash
component of this transaction through borrowings under its existing revolving
credit facilities. The Company accounted for this acquisition using the purchase
method of accounting. At February 28, 1998, $24 million of the purchase price
(cash of $15 million and Lennar common stock of $9 million) was payable to the
seller. This consideration is expected to be paid in the second quarter of 1998.


                                       6
<PAGE>



(5) EARNINGS PER SHARE

In February 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 128, "Earnings per Share", which
requires a dual presentation of basic and diluted earnings per share on the face
of the statement of earnings. Basic earnings per share is computed by dividing
earnings attributable to common shareholders by the weighted-average number of
common shares outstanding for the period. Diluted earnings per share reflects
the potential dilution that could occur if securities or other contracts to
issue common stock were exercised or converted into common stock or resulted in
the issuance of common stock that then shared in the earnings of the Company.
The Company adopted SFAS No. 128 during the quarter ended February 28, 1998.
Earnings per share for all prior periods presented have been restated to conform
with SFAS No. 128.

The following table provides a reconciliation of the number of shares used in
computing basic and diluted earnings per share for the periods indicated
(unaudited):

<TABLE>
<CAPTION>
                                                                                    THREE MONTHS ENDED
                                                                                        FEBRUARY 28,
         (IN THOUSANDS)                                                          1998                  1997
         -------------------------------------------------------------------------------------------------------
<S>                                                                             <C>                   <C>   
         Weighted average shares - basic                                        53,248                35,958
         Effect of potentially dilutive employee stock options                     909                   324
         -------------------------------------------------------------------------------------------------------
         Weighted average shares - diluted                                      54,157                36,282
         -------------------------------------------------------------------------------------------------------
</TABLE>

(6) FINANCIAL SERVICES

The assets and liabilities related to the Company's financial services
operations (as described in Note 2) are summarized as follows:

<TABLE>
<CAPTION>
                                                                       (Unaudited)
                                                                       February 28,            November 30,
         (IN THOUSANDS)                                                     1998                     1997
         --------------------------------------------------------------------------------------------------------
<S>                                                             <C>                                 <C>    
         ASSETS:
         Cash and receivables, net                              $            24,509                  14,993
         Mortgage loans, net                                                 20,308                  19,600
         Loans held for sale or disposition, net                            106,993                 106,020
         U.S. Treasury securities held-to-maturity                            9,461                       -
         Title plants                                                        15,917                     800
         Servicing acquisition costs                                          3,846                   2,471
         Other                                                               21,821                  13,104
         --------------------------------------------------------------------------------------------------------
                                                                $           202,855                 156,988
         --------------------------------------------------------------------------------------------------------
         LIABILITIES:
         Notes and other debts payable                          $            97,968                  86,936
         Other                                                               47,651                  21,570
         --------------------------------------------------------------------------------------------------------
                                                                $           145,619                 108,506
         --------------------------------------------------------------------------------------------------------
</TABLE>



                                       7
<PAGE>



(7) SUPPLEMENTAL INFORMATION ON GREYSTONE HOMES, INC.

Greystone Homes, Inc. ("Greystone") is a wholly-owned subsidiary of the Company.
Greystone is the obligor on 10.75% Senior Notes with a current aggregate
principal amount of $124.8 million. The Notes were recorded at fair value of
$138.2 million at the time of the merger between the Company and Pacific
Greystone Corporation. The Notes are fully and unconditionally guaranteed by the
Company. Separate financial statements and other related disclosures for
Greystone are not presented, as the Company's management does not consider the
information material to investors. Summarized financial information for
Greystone for the periods indicated is presented below.

        SUMMARY CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                          (UNAUDITED)
                                                                          FEBRUARY 28,           NOVEMBER 30,
        (IN THOUSANDS)                                                       1998                    1997
        --------------------------------------------------------------------------------------------------------
<S>                                                                        <C>                     <C>    
        ASSETS:
        Cash and cash equivalents                                     $      8,052                   5,565
        Inventories                                                        350,617                 330,568
        Goodwill, net                                                       45,039                  45,612
        Other assets                                                        37,740                  42,521
        --------------------------------------------------------------------------------------------------------
                                                                      $    441,448                 424,266
        --------------------------------------------------------------------------------------------------------

        LIABILITIES AND STOCKHOLDER'S EQUITY:

        Accounts payable and other liabilities                        $     51,817                  47,460
        Intercompany payable to Lennar Corporation                          31,850                  19,600
        Notes payable                                                          152                   4,160
        Senior unsecured notes payable                                     136,625                 137,812
        --------------------------------------------------------------------------------------------------------
                                                                           220,444                 209,032
        Stockholder's equity                                               221,004                 215,234
        --------------------------------------------------------------------------------------------------------
                                                                      $    441,448                 424,266
        --------------------------------------------------------------------------------------------------------
</TABLE>
        SUMMARY CONSOLIDATED STATEMENTS OF EARNINGS

<TABLE>
<CAPTION>
                                                                                    (UNAUDITED)
                                                                                 THREE MONTHS ENDED
                                                                                                (PRO FORMA)
                                                                       FEBRUARY 28,              MARCH 31,
        (IN THOUSANDS)                                                     1998                     1997 
        --------------------------------------------------------------------------------------------------------
<S>                                                                   <C>                          <C>  
        HOMEBUILDING REVENUES                                         $    139,767                 101,672

        COSTS AND EXPENSES:

        Costs of homes sold                                                109,648                  80,558
        Selling, general and administrative                                 17,778                  11,939
        Interest and other, net                                              2,724                   2,345
        --------------------------------------------------------------------------------------------------------
            Total costs and expenses                                       130,150                  94,842

        EARNINGS BEFORE INCOME TAXES                                         9,617                   6,830

        Income taxes                                                         3,847                   2,958
        --------------------------------------------------------------------------------------------------------
        NET EARNINGS                                                  $      5,770                   3,872
        --------------------------------------------------------------------------------------------------------
</TABLE>

The pro forma results for the three months ended March 31, 1997 reflect all
relevant purchase accounting adjustments relating to the Company's merger with
Pacific Greystone Corporation.


                                       8
<PAGE>




(8) CASH AND CASH EQUIVALENTS

Cash and cash equivalents as of February 28, 1998 and November 30, 1997 included
$32.8 million and $41.9 million, respectively, of cash held in escrow for
periods of up to three days. 

(9) SUBSEQUENT EVENTS

In March 1998, the Company entered into an equity draw-down agreement with a
major international banking firm (the "Firm") under which the Company will have
the option to sell common stock, up to a value of $120 million, to the Firm in
increments of up to $15 million per month.

On April 8, 1998, the Company announced it had signed an agreement or agreed in
principal to acquire the properties of three separate companies. The approximate
purchase prices, which are subject to adjustments, and locations of properties
being acquired from each of the three companies are as follows: (1) $100 million
for properties located primarily in San Diego, California, (2) $90 million for
properties located throughout California and (3) $150 million and the assumption
of $30 million of debt for homesites in Phoenix, Arizona and Southern
California. Each of the transactions is subject to due diligence and if all
three are completed, the aggregate consideration will include the issuance of
approximately eight million shares of Lennar common stock, with the remainder to
be paid in cash. All of the transactions are expected to close in the third
quarter of 1998.


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

CERTAIN STATEMENTS CONTAINED IN THE FOLLOWING MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS MAY BE
"FORWARD-LOOKING STATEMENTS" AS DEFINED IN THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995. SUCH STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS,
UNCERTAINTIES AND OTHER FACTORS THAT MAY CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY. SUCH FACTORS INCLUDE, BUT ARE NOT LIMITED TO, CHANGES IN GENERAL
ECONOMIC CONDITIONS, THE MARKET FOR HOMES GENERALLY AND IN AREAS WHERE THE
COMPANY HAS DEVELOPMENTS, THE AVAILABILITY AND COST OF LAND SUITABLE FOR
RESIDENTIAL DEVELOPMENT, MATERIALS PRICES, LABOR COSTS, INTEREST RATES, CONSUMER
CONFIDENCE, COMPETITION, ENVIRONMENTAL FACTORS AND GOVERNMENT REGULATIONS
AFFECTING THE COMPANY'S OPERATIONS. SEE THE COMPANY'S ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED NOVEMBER 30, 1997 FOR A FURTHER DISCUSSION OF THESE AND OTHER
RISKS AND UNCERTAINTIES APPLICABLE TO THE COMPANY'S BUSINESS.

(1) RESULTS OF OPERATIONS

OVERVIEW

Net earnings for the 1998 first quarter were $16.2 million, or $.30 per share
(basic and diluted), compared to $19.4 million, or $.54 per share (basic and
diluted), in 1997. The 1997 first quarter included net earnings of $9.6 million,
or $.27 per share (basic and diluted), generated from the discontinued
Investment Division segment. The Investment Division was part of the Company's
commercial real estate investment and management business which was spun-off on
October 31, 1997 through the distribution of the stock of LNR Property
Corporation to existing Lennar stockholders. Earnings from continuing operations
for the 1998 first quarter were $16.2 million, or $.30 per share (basic and
diluted), compared to $9.8 million, or $.27 per share (basic and diluted), in
1997. Lennar's operating results for the 1998 first quarter reflect the addition
of the operations of Pacific Greystone Corporation, which merged with the
Company effective October 

                                       9
<PAGE>

31, 1997, and the Company's 50% interest in earnings from Lennar Land Partners,
a general partnership which was formed effective October 31, 1997 between the
Company and LNR Property Corporation.

HOMEBUILDING
The following tables set forth selected financial and operational information
related to the Homebuilding Division for the periods indicated (unaudited):

<TABLE>
<CAPTION>
                                                                               THREE MONTHS ENDED
             (DOLLARS IN THOUSANDS, EXCEPT                                         FEBRUARY 28,
             AVERAGE SALES PRICES)                                          1998                  1997
             ------------------------------------------------------------------------------------------------
             <S>                                                       <C>                      <C>    
             REVENUES:
             Sales of homes                                            $   393,826              196,949
             Sales of land and other revenues                               10,386                8,861
             Equity in earnings from partnerships                            4,326                2,037
             ------------------------------------------------------------------------------------------------
             Total revenues                                                408,538              207,847

             COSTS AND EXPENSES:

             Cost of homes sold                                            314,470              161,041
             Cost of land and other expenses                                 8,890                4,967
             Selling, general and administrative                            45,624               27,617
             ------------------------------------------------------------------------------------------------
             Total costs and expenses                                      368,984              193,625
             ------------------------------------------------------------------------------------------------
             OPERATING EARNINGS                                        $    39,554               14,222
             ------------------------------------------------------------------------------------------------

             Gross profit - home sales                                 $    79,356               35,908
             Gross profit percentage                                          20.2%                18.2%
             S,G&A as a percentage of total                                                  
                  homebuilding revenues                                       11.2%                13.3%
             Average sales price                                        $  193,000              157,000
             ------------------------------------------------------------------------------------------------
</TABLE>

             SUMMARY OF HOME AND BACKLOG DATA

<TABLE>
<CAPTION>
                                                                                THREE MONTHS ENDED
                                                                                    FEBRUARY 28,
             DELIVERIES                                                      1998                 1997
             ------------------------------------------------------------------------------------------------
             <S>                                                             <C>                  <C>  
             Florida                                                           717                  612
             California                                                        468                   32
             Texas                                                             517                  471
             Arizona                                                           266                  142
             Nevada                                                             76                    -
             ------------------------------------------------------------------------------------------------
                                                                             2,044                1,257
             ------------------------------------------------------------------------------------------------
</TABLE>


                                       10
<PAGE>



                                                           THREE MONTHS ENDED
                                                              FEBRUARY 28,
NEW ORDERS                                                1998          1997
------------------------------------------------------------------------------
Florida                                                   937           780
California                                                693            91
Texas                                                     573           437
Arizona                                                   280           147
Nevada                                                     75             -
------------------------------------------------------------------------------
                                                        2,558         1,455
------------------------------------------------------------------------------

BACKLOG - HOMES
------------------------------------------------------------------------------
Florida                                                 1,515          1,373
California                                              1,212             98
Texas                                                     724            404
Arizona                                                   468            252
Nevada                                                    117              -
------------------------------------------------------------------------------
                                                        4,036          2,127
------------------------------------------------------------------------------
BACKLOG - DOLLAR VALUE (IN THOUSANDS)        $        790,833        350,616
------------------------------------------------------------------------------

Homebuilding revenues increased in the first quarter of 1998 to $408.5 million
from $207.8 million in 1997. This increase was primarily attributable to a
greater number of home deliveries and an increase in the average sales price.
Home deliveries increased to 2,044 in the current quarter from 1,257 for the
same period in the prior year. The increase in home deliveries was primarily
reflective of the Company's expanding presence in California. The average sales
price of homes delivered during the 1998 first quarter was $193,000 compared to
$157,000 in 1997. The higher average sales price was due to a greater percentage
of deliveries in the California market, which has higher average priced homes.
The fourth quarter 1997 merger with Pacific Greystone (which has operations
primarily in California) significantly contributed to the increases in both new
home deliveries and the average sales price of homes delivered.

Gross margin percentages on home sales increased in the first quarter of 1998 to
20.2% from 18.2% in 1997. This increase was primarily attributable to a greater
percentage of new home deliveries in the California market, where the Company
currently generates higher average gross margins.

Sales of land and other revenues in the first quarter of 1998 were $10.4 million
compared to $8.9 million in 1997. This increase was primarily due to higher
third party land sales in 1998 of $8.1 million compared to $6.8 million in 1997.
Gross margin percentages from sales of land were 17.1% and 31.2% for the 1998
and 1997 first quarters, respectively. Margins achieved on sales of land may
vary from period to period. Equity in earnings from partnerships increased to
$4.3 million in the first quarter of 1998 from $2.0 million in the first quarter
of 1997. This increase was primarily attributable to the Company's share of
earnings from Lennar Land Partners, which was formed in the fourth quarter of
1997.

Selling, general and administrative expenses were $45.6 million in the first
quarter of 1998 compared to $27.6 million in the first quarter of 1997. The
higher level of expenses in 1998 was primarily attributable to the addition of
Pacific Greystone's operations and the increased level of 


                                       11
<PAGE>

sales activity resulting from the Company's expansion. Selling, general and
administrative expenses, as a percentage of homebuilding revenues, decreased to
11.2% in the first quarter of 1998 from 13.3% in the first quarter of 1997 due
primarily to the increase in revenues.

At February 28, 1998, the Company's backlog of sales contracts increased to
4,036 compared to 2,127 contracts a year earlier. The increase in backlog was
primarily attributable to an increase in new orders combined with the addition
of Pacific Greystone's backlog. The acquisition of Winncrest Homes in February
1998 also contributed to the increase in backlog, adding 235 homes at February
28, 1998. The dollar value of contracts in backlog increased 126% to $790.8
million at February 28, 1998 from $350.6 million a year earlier.

FINANCIAL SERVICES
The following table presents the selected financial data related to the
Financial Services Division for the periods indicated (unaudited):

                                                       THREE MONTHS ENDED
                                                           FEBRUARY 28,
(DOLLARS IN THOUSANDS)                                1998             1997
------------------------------------------------------------------------------
Revenues                                         $    31,097           23,288
Costs and expenses                                    26,740           14,225
------------------------------------------------------------------------------
Operating earnings                               $     4,357            9,063
------------------------------------------------------------------------------
Dollar volume of mortgage loans originated       $   174,461           67,819
------------------------------------------------------------------------------
Number of mortgage loans originated                    1,384              597
------------------------------------------------------------------------------
Principal balance of servicing portfolio         $ 3,077,298        3,236,862
------------------------------------------------------------------------------
Number of loans serviced                              41,600           41,400
------------------------------------------------------------------------------

Operating earnings in the first quarter of 1998 were $4.4 million compared to
$9.1 million in 1997. Operating earnings in the 1997 first quarter included $5.6
million relating to the Financial Services Division's investment in commercial
real estate mortgage-backed securities, partnerships and commercial loans
("Distributed Investments") which were distributed as part of the spin-off of
the Company's commercial real estate investment and management business in 1997.

Excluding the 1997 operating results related to the Distributed Investments,
operating earnings increased $0.9 million in the 1998 first quarter compared to
the corresponding period in 1997. The increase was primarily attributable to
higher mortgage profits and increased earnings from the Division's title
insurance business. Mortgage loan originations increased to $174 million in the
1998 first quarter from $68 million in the same quarter of 1997. This increase
was attributable to a combination of: (1) a greater capture rate of Lennar
homebuyers, (2) a higher volume of homebuilding deliveries, and (3) a higher
average sales price of homes delivered. The Division's title insurance business
provided increased operating earnings due primarily to greater contributions
from Regency Title in Houston.


                                       12
<PAGE>



CORPORATE GENERAL AND ADMINISTRATIVE EXPENSES
Corporate general and administrative expenses increased to $6.3 million in the
1998 first quarter from $3.4 million in the first quarter of 1997. The higher
level of expenses in 1998 was primarily attributable to the addition of Pacific
Greystone's operations and the Company's expansion. Corporate general and
administrative expenses as a percentage of total revenues was 1.4% in the first
quarter of both 1998 and 1997.

INTEREST EXPENSE

In the first quarter of 1998, interest expense was $10.6 million compared to
interest expense from continuing operations in the first quarter of 1997 of $3.9
million. The increase in interest expense was primarily attributable to an
increase in the amount of previously capitalized interest charged to expense due
to a greater number of homes delivered and land sales in 1998.

DISCONTINUED OPERATIONS
On June 10, 1997, the Company's Board of Directors approved a plan to spin-off
the commercial real estate investment and management business, which primarily
consisted of the Investment Division segment. The spin-off, which was conducted
through the distribution of the stock of LNR Property Corporation to existing
shareholders of the Company in the form of a tax-free distribution, was
completed effective October 31, 1997. Net earnings from the Company's
discontinued operations for the first quarter of 1997 were $9.6 million, or $.27
per share (basic and diluted).

(2) PRO FORMA RESULTS OF OPERATIONS

The following pro forma results of operations for the 1997 first quarter give
effect to the spin-off of the Company's commercial real estate investment and
management business, the merger with Pacific Greystone Corporation and the
formation of Lennar Land Partners, all of which were completed on October 31,
1997, as if such transactions had occurred at the beginning of the period.
Lennar Corporation pro forma results were derived from the three months ended
February 28; Pacific Greystone Corporation pro forma results were derived from
the three months ended March 31. The following pro forma information is
presented to show results of operations for the 1998 and 1997 first quarters on
a more comparable basis. The following pro forma financial information for the
1997 first quarter is not necessarily indicative of the results of operations
which would have been reported if the transactions had occurred on the dates or
for the periods indicated.


                                       13
<PAGE>



The 1998 actual and 1997 pro forma first quarter results of operations were as
follows (unaudited):

<TABLE>
<CAPTION>
                                                                                THREE MONTHS ENDED
                                                                                            FEBRUARY 28/
                                                                        FEBRUARY 28,          MARCH 31,
             (IN THOUSANDS)                                                 1998                1997
            -------------------------------------------------------------------------------------------------
<S>                                                                 <C>                         <C>    
            REVENUES:
            Homebuilding                                            $      408,538              304,822
            Financial services                                              31,097               11,746
            Limited-purpose finance subsidiaries                             1,077                1,320
            -------------------------------------------------------------------------------------------------
                Total revenues                                      $      440,712              317,888
            -------------------------------------------------------------------------------------------------

            OPERATING EARNINGS:
            Homebuilding                                            $       39,554               24,404
            Financial services                                               4,357                3,314
            Limited-purpose finance subsidiaries                                 -                    6
            -------------------------------------------------------------------------------------------------
                Total operating earnings                                    43,911               27,724

            Corporate general and
              administrative expenses                                        6,289                5,222
            Interest expense                                                10,617                4,692
            -------------------------------------------------------------------------------------------------
            EARNINGS BEFORE INCOME TAXES                                    27,005               17,810
            Income taxes                                                    10,802                7,350
            -------------------------------------------------------------------------------------------------
            NET EARNINGS                                            $       16,203               10,460
            -------------------------------------------------------------------------------------------------
</TABLE>

HOMEBUILDING
Homebuilding revenues increased in the first quarter of 1998 to $408.5 million
from $304.8 million (pro forma) in 1997. Revenues were higher due to a greater
number of home deliveries and an increase in the average sales price. New home
deliveries increased to 2,044 homes in the current quarter from 1,705 homes (pro
forma) for the same period in the prior year. The greatest increases in
deliveries were generated from growth in the California and Florida homebuilding
markets. The average sales price on homes delivered increased to $193,000 in
1998 from $175,000 (pro forma) in 1997. The higher average sales price was
primarily due to a greater percentage of deliveries in the California market,
which has higher average priced homes. The Company recorded land sales totaling
$8.1 million and $1.8 million (pro forma) in 1998 and 1997, respectively.

Gross margin percentages on home sales increased in the first quarter of 1998 to
20.2% from 18.8% (pro forma) in 1997. This increase was primarily attributable
to increased margins in the Company's California market. Gross margins from land
sales totaled $1.4 million, or 17%, and $0.8 million, or 46% (pro forma), in
1998 and 1997, respectively. Margins achieved on sales of land may vary
significantly from period to period.

Selling, general and administrative expenses as a percentage of homebuilding
revenues decreased in the quarter to 11.2% in 1998 from 11.6% (pro forma) in
1997. This improvement was primarily attributable to the increase in revenues in
1998.

FINANCIAL SERVICES
Operating earnings for the Financial Services Division increased in the quarter
to $4.4 million in 1998 from $3.3 million (pro forma) in 1997. Mortgage loan
originations increased to $174 million in the first quarter of 1998 from $68
million in the same quarter of 1997. This increase 


                                       14
<PAGE>

was attributable to a combination of: (1) a greater capture rate of Lennar
homebuyers, (2) a higher volume of homebuilding deliveries, and (3) a higher
average sales price of homes delivered.

The title insurance business also added to the Division's overall performance,
as contributions from Regency Title Company in Houston began to take effect.
North American Title is expected to make a greater impact in subsequent quarters
as its volume increases throughout the year.

CORPORATE GENERAL AND ADMINISTRATIVE EXPENSES
Corporate general and administrative expenses as a percentage of total revenues
decreased in the quarter to 1.4% in 1998 from 1.6% (pro forma) in 1997. The
reduction in expenses as a percentage of revenues was largely attributable to
the increased revenues in 1998.

INTEREST EXPENSE
During the first quarter of 1998, interest incurred was $11.0 million and
interest expense was $10.6 million. This compares to interest incurred of $7.9
million (pro forma) and interest expense of $4.7 million (pro forma) in the
first quarter of 1997. The increase in interest expense was primarily the result
of higher debt levels due to the Company's expansion and an increase in the
amount of previously capitalized interest charged to expense due to a greater
number of homes delivered and land sales in the quarter.

(3) LIQUIDITY AND FINANCIAL RESOURCES

In the first quarter of 1998, $60.4 million in cash was used in the Company's
operating activities compared to $64.3 million in the corresponding period in
1997. In the first quarter of 1998, $64.7 million of cash was used to increase
inventories through land purchases, land development and construction, $15.4
million was used to reduce accounts payable and other liabilities, and $14.9
million was used to reduce current income taxes payable. These uses of cash were
partially offset by $15.9 million in cash collected from receivables during the
quarter. In the 1997 first quarter, cash flow used in operating activities
related primarily to $43.2 million of cash used to increase inventories through
land purchases, land development and construction, $16.0 million used to reduce
accounts payable and other liabilities, and $7.4 million used to reduce current
income taxes payable.

Cash used in investing activities totaled $69.8 million in the first quarter of
1998, compared to $24.5 million in the corresponding period in 1997. In the 1998
first quarter, $48.9 million of cash was used in the acquisitions of businesses
and $18.6 million was used to increase the Company's investments in
partnerships. In the first quarter of 1997, $47.5 million of cash was used to
purchase investment securities by both the discontinued Investment Division and
the Financial Services Division and $11.0 million was used to purchase operating
properties and equipment, primarily by the discontinued Investment Division.
These purchases were partially offset by $9.7 million of sales and principal
payments provided by the Company's portfolio of investment securities and $21.2
million of cash provided by the Company's investments in partnerships.

The Company meets the majority of its short-term financing needs with cash
generated from operations and funds available under its unsecured revolving
credit agreement. At February 28, 1998, the Company had unsecured revolving
credit facilities in the aggregate amount of $600.0 million, which may be used
to refinance existing indebtedness, for working capital, for acquisitions and
for general corporate purposes. At February 28, 1998, $518.7 million was
outstanding under the Company's revolving credit facilities, compared to $376.5
million outstanding at November 30, 1997. The increase was a result of the
Company's continued 


                                       15
<PAGE>

growth, including acquisitions. In March 1998, the Company amended the unsecured
revolving credit facilities, increasing the amount to $650.0 million.

In February 1998, the Company filed a shelf registration statement and
prospectus with the Securities and Exchange Commission to offer, from time to
time, its common stock, preferred stock, depositary shares, debt securities or
warrants at an aggregate initial offering price not to exceed $500 million.
Proceeds are expected to be used for general corporate purposes, which may
include the repayment of debts, acquisitions and other general corporate
purposes.

In March 1998, the Company entered into an equity draw-down agreement with a
major international banking firm (the "Firm")under which the Company will have
the option to sell common stock, up to a value of $120 million, to the Firm in
increments of up to $15 million per month. Proceeds are expected to be used in
conjunction with potential acquisitions of assets and businesses. The Company
has filed a prospectus supplement to the shelf registration statement regarding
this agreement. No other securities have been offered for sale under the shelf
registration statement as of March 31, 1998.

Based on the Company's current financial condition and financial market
resources, Lennar believes that its operations and capital resources will
provide for its current and long-term capital requirements at the Company's
anticipated levels of growth.


                                       16
<PAGE>


PART II. OTHER INFORMATION

ITEMS 1-3. NOT APPLICABLE.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

         The following matters were resolved by vote at the April 7, 1998 annual
         meeting of stockholders of Lennar Corporation:

         (1) The following members of the Board of Directors were re-elected to
             hold office until 2001:
 
             Irving Bolotin 
             Leonard Miller

         Other directors whose term of office continued after the meeting:

             Jonathan M. Jaffe 
             Sidney Lapidus 
             Reuben S. Leibowitz 
             Stuart A. Miller 
             Arnold P. Rosen 
             Steven J. Saiontz

         (2) The Company's stockholders approved the Lennar Corporation 1997
             Stock Option Plan with 116,974,155 votes cast in favor, 6,115,323 
             votes cast against and 215,664 shares present but abstaining.

         (3) The Company's stockholders approved the Lennar Corporation 1998
             Incentive Compensation Plan with 127,650,483 votes cast in favor,
             1,047,063 votes cast against and 66,882 shares present but
             abstaining.

         (4) The Company's stockholders approved an amendment to the Company's
             Certificate of Incorporation which requires that a merger,
             consolidation or business combination in which holders of Common
             Stock and holders of Class B Common Stock receive different
             consideration be approved by holders of a majority of the
             outstanding shares of Common stock with 122,173,108 votes cast in 
             favor, 1,070,777 votes cast against and 82,757 shares present but
             abstaining.

ITEM 5. NOT APPLICABLE.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

         (a) Exhibits:

            (27) Financial Data Schedule.

         (b) Reports on Form 8-K: A report on Form 8-K dated December 18, 1997
             was filed by the Registrant providing pro forma financial 
             information


                                       17
<PAGE>


              reflecting the merger of Lennar Corporation with Pacific
              Greystone Corporation, the spin-off of LNR Property
              Corporation and the transfer of assets to Lennar Land
              Partners, a general partnership formed between Lennar
              Corporation and LNR Property Corporation.


                                       18
<PAGE>


                                   SIGNATURES

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 thereunto duly authorized.

                                                       LENNAR CORPORATION
                                                 -------------------------------
                                                          (Registrant)

Date:  APRIL 14, 1998                            /S/       BRUCE GROSS
                                                 -------------------------------
                                                           Bruce Gross
                                                     Chief Financial Officer




Date:  APRIL 14, 1998                            /S/    DIANE J. BESSETTE
                                                 -------------------------------
                                                        Diane J. Bessette
                                                            Controller


                                       19
<PAGE>             

                                  EXHIBIT INDEX


     EXHIBIT                      DESCRIPTION


         27            FINANCIAL DATA SCHEDULE