Exhibit 3.144

Second Amended and
Restated Operating Agreement

of

TERRAMINA, LLCa Delaware limited liability company.

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|              |  |                                                          |  |                                                                                              |  | Page
|------------- |  | -------------------------------------------------------- |  | -------------------------------------------------------------------------------------------- |  | ----
|RECITALS      |  | 1                                                       
|Section I.    |  | Defined Terms                                            |  | 1                                                                                           
|Section II.   |  | Formation and Name: Office; Purpose; Term                |  | 4                                                                                           
|              |  | 2.1.                                                     |  | Organization                                                                                 |  | 4   
|              |  | 2.2.                                                     |  | Name of the Company                                                                          |  | 4   
|              |  | 2.3.                                                     |  | Purpose                                                                                      |  | 4   
|              |  | 2.4.                                                     |  | Term                                                                                         |  | 4   
|              |  | 2.5.                                                     |  | Registered Office; Principal Place of Business                                               |  | 4   
|              |  | 2.6.                                                     |  | Registered Agent                                                                             |  | 4   
|              |  | 2.7.                                                     |  | Member                                                                                       |  | 4   
|Section III.  |  | Member; Capital; Capital Accounts                        |  | 5                                                                                           
|              |  | 3.1.                                                     |  | Initial Capital Contributions                                                                |  | 5   
|              |  | 3.2.                                                     |  | Additional Capital Contributions                                                             |  | 5   
|              |  | 3.3.                                                     |  | No Interest on Capital Contributions                                                         |  | 5   
|              |  | 3.4.                                                     |  | Capital Accounts                                                                             |  | 5   
|              |  | 3.5.                                                     |  | Loans                                                                                        |  | 5   
|Section IV.   |  | Profit, Loss, and Distributions                          |  | 5                                                                                           
|              |  | 4.1.                                                     |  | Distributions of Cash Flow and Allocations of Profit or Loss Other Than Capital Transactions |  | 5   
|              |  | 4.2.                                                     |  | Distributions of Capital Proceeds and Allocation of Profit or Loss from Capital Transactions |  | 5   
|              |  | 4.3.                                                     |  | Regulatory Allocations                                                                       |  | 6   
|              |  | 4.4.                                                     |  | Liquidation and Dissolution                                                                  |  | 7   
|              |  | 4.5.                                                     |  | General                                                                                      |  | 7   
|Section V.    |  | Management: Rights, Powers, and Duties                   |  | 8                                                                                           
|              |  | 5.1.                                                     |  | Manager                                                                                      |  | 8   
|              |  | 5.2.                                                     |  | Management Committee                                                                         |  | 8   
|              |  | 5.3.                                                     |  | Officers of the Company                                                                      |  | 9   
|              |  | 5.4.                                                     |  | Authority of Officers and Managers                                                           |  | 10  
|              |  | 5.5.                                                     |  | Action by Member                                                                             |  | 11  
|              |  | 5.6.                                                     |  | Personal Services                                                                            |  | 11  
|              |  | 5.7.                                                     |  | Duties of Member                                                                             |  | 11  
|              |  | 5.8.                                                     |  | Liability and Indemnification                                                                |  | 11  
|Section VI.   |  | Transfer of Interests and Withdrawals of Members         |  | 12                                                                                          
|              |  | 6.1.                                                     |  | Transfers                                                                                    |  | 12  
|Section VII.  |  | Dissolution, Liquidation, and Termination of the Company |  | 13                                                                                          
|              |  | 7.1.                                                     |  | Events of Dissolution                                                                        |  | 13  
|              |  | 7.2.                                                     |  | Procedure for Winding Up and Dissolution                                                     |  | 13  
|              |  | 7.3.                                                     |  | Filing of Articles of Cancellation                                                           |  | 13  
|Section VIII. |  | Books, Records, Accounting, and Tax Elections            |  | 13                                                                                          
|              |  | 8.1.                                                     |  | Bank Accounts                                                                                |  | 13  
|              |  | 8.2.                                                     |  | Books and Records                                                                            |  | 13  
|              |  | 8.3.                                                     |  | Annual Accounting Period                                                                     |  | 13  
|              |  | 8.4.                                                     |  | Reports                                                                                      |  | 13  
|              |  | 8.5.                                                     |  | Tax Matters Person                                                                           |  | 13  
|              |  | 8.6.                                                     |  | Tax Elections                                                                                |  | 13  
|              |  | 8.7.                                                     |  | Title to Company Property                                                                    |  | 13  
|Section IX.   |  | General Provisions                                       |  | 14                                                                                          
|              |  | 9.1.                                                     |  | Assurances                                                                                   |  | 14  
|              |  | 9.2.                                                     |  | Notifications                                                                                |  | 14  
|              |  | 9.3.                                                     |  | Specific Performance                                                                         |  | 14  
|              |  | 9.4.                                                     |  | Complete Agreement                                                                           |  | 14  
|              |  | 9.5.                                                     |  | Applicable Law                                                                               |  | 14  
|              |  | 9.6.                                                     |  | Section Titles                                                                               |  | 14  

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| |  | 9.7.  |  | Binding Provisions         |  | 14
| |  | ----- |  | -------------------------- |  | --
| |  | 9.8.  |  | Jurisdiction and Venue     |  | 14
| |  | 9.9.  |  | Terms                      |  | 14
| |  | 9.10. |  | Separability of Provisions |  | 14
| |  | 9.11. |  | Estoppel Certificate       |  | 14
| |  | 9.12. |  | Recitals                   |  | 15

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TERRAMINA, L.L.C.  Second Amended and Restated Operating Agreement

This Second Amended and Restated Operating Agreement (the "Agreement") is established as of this 1st day of October, 2007 by Kimball Hill
Homes Nevada, Inc., a Nevada corporation ("KHH Nevada"), as the sole Member of Terramina, LLC (the "Company")..

R E C I T A L S

A.    KHH
Nevada, through its authorized organizer and agent, has caused to be prepared and filed with the Secretary of State of the State of Delaware, effective as of
April 21, 2004, Articles of Organization creating Terramina, LLC as a limited liability company.

B.    On
or about May 14, 2004, KHH Nevada entered into the certain Amended and Restated Limited Liability Company Agreement of Terramina, LLC, by which
Residential Funding Corporation, a Delaware corporation ("RFC"), became a Member of the Company.

C.    On
or about August 9, 2007, RFC executed the certain Resignation Agreement, by which it resigned its status as a Member of the Company and relinquished for
cancellation, good and marketable title to its membership interests in the Company, free and clear of all mortgages, liens, options, claims, encumbrances and other security arrangements or
restrictions of any kind.

KHH
Nevada, as the sole Member of the Company, desires to operate Terramina, LLC in accordance with the terms and conditions set forth in this Second Amended and Restated
Operating Agreement.

NOW,
THEREFORE, KHH Nevada hereby establishes regulations for Terramina, LLC as follows:

Section I  Defined Terms

The following capitalized terms shall have the meanings specified in this Section I. Other terms are defined in the text of this Agreement; and, throughout
this Agreement, those terms shall have the meanings respectively ascribed to them.

"Act"means the Delaware Limited Liability Company Act, 6 Del.C. §18-101, et. seq., as amended from time to time.

"Adjusted Capital Account Deficit"means, with respect to the Member, the deficit balance, if any, in the Member's Capital Account as of
the end of the relevant taxable year, after giving effect to the following adjustments:



"Adjusted Capital Balance"means, as of any day, a Member's total Capital Contributions less all amounts actually distributed to the
Member pursuant to Sections 4.2.3.4.1 and 4.4 hereof. If any Interest is transferred in accordance with the terms of this Agreement, the transferee shall succeed to the Adjusted Capital Balance
of the transferor to the extent the Adjusted Capital Balance relates to the Interest transferred.

"Agreement"means this Agreement, as amended from time to time.

"Capital Account"means the account maintained by the Company for each Member in accordance with the following provisions:



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If
any Interest is transferred pursuant to the terms of this Agreement, the transferee shall succeed to the Capital Account of the transferor to the extent the Capital Account is
attributable to the transferred Interest. If the book value of Company property is adjusted pursuant to Section 4.3.3, the Capital Account of the Member shall be adjusted to reflect the
aggregate adjustment in the same manner as if the Company had recognized gain or loss equal to the amount of such aggregate adjustment. It is intended that the Capital Accounts of the Member shall be
maintained in compliance with the provisions of Regulation Section 1.704-1(b), and all provisions of this Agreement relating to the maintenance of Capital Accounts shall be
interpreted and applied in a manner consistent with that Regulation.

"Capital Contribution"means the total amount of cash and the fair market value of any other assets contributed (or deemed contributed
under Regulation Section 1.704-1(b)(2)(iv)(d)) to the Company by a Member, net of liabilities assumed or to which the assets are subject.

"Capital Proceeds"means the gross receipts received by the Company from a Capital Transaction.

"Capital Transaction"means any transaction not in the ordinary course of business which results in the Company's receipt of cash or other
consideration other than Capital Contributions, including, without limitation, proceeds of sales or exchanges or other dispositions of property not in the ordinary course of business, financings,
refinancings, condemnations, recoveries of damage awards, and insurance proceeds.

"Cash Flow"means all cash funds derived from operations of the Company (including interest received on reserves), without reduction for
any non-cash charges, but less cash funds used to pay current operating expenses and to pay or establish reasonable reserves for future expenses, debt payments, capital improvements and
replacements as determined by the Member. Cash Flow shall not include Capital Proceeds but shall be increased by the reduction of any reserve previously established.

"Code"means the Internal Revenue Code of 1986, as amended, or any corresponding provision of any succeeding law.

"Company"means Terramina, LLC, a Delaware limited liability company.

"Interest"means the Member's Profits and Losses of, and the right to receive distributions from, the Company.

"Involuntary Withdrawal"means, with respect to the Member, the occurrence of any of the following events:



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"Management Committee"is the management committee consisting of individuals appointed by the Member and which acts pursuant to authority
given under this Agreement.

"Member"means KHH Nevada.

"Member Minimum Gain"has the meaning set forth in Regulation Section 1.704-(2)(d)(i) for "partner nonrecourse minimum
gain."

"Member Loan Nonrecourse Deductions"means any Company deductions that would be Nonrecourse Deductions if they were not attributable to a
loan made or guaranteed by a Member within the meaning of Regulation Section 1.704-2(i).

"Membership Rights"means all of the rights of a Member in the Company, including a Member's: (i) Interest; (ii) right to
inspect the Company's books and records; (iii) right to participate in the management of and vote on matters coming before the Company; and (iv) unless this Agreement or the Articles of
Organization provide to the contrary, right to act as an agent of the Company.

"Minimum Gain"has the meaning set forth in Regulation Section 1.704-2(d). Minimum Gain shall be computed separately
for each Member in a manner consistent with the Regulations under Code Section 704(b).

"Negative Capital Account"means a Capital Account with a balance of less than zero.

"Nonrecourse Deductions"has the meaning set forth in Regulation Section 1.704-2(b)(1). The amount of Nonrecourse
Deductions for a taxable year of the Company equals the net increase, if any, in the amount of Minimum Gain during that taxable year, determined according to the provisions of Regulation
Section 1.704-2(c).

"Nonrecourse Liability"has the meaning set forth in Regulation Section 1.704-2(b)(3).

"Percentage"means the percentage set forth after the Member's name on Exhibit A.

"Positive Capital Account"means a Capital Account with a balance greater than zero.

"Profit"and"Loss"means, for each taxable year of the Company (or other period for which
Profit or Loss must be computed) the Company's taxable income or loss determined in accordance with Code Section 703(a), with the following adjustments:



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"Regulation"means the income tax regulations, including any temporary regulations, from time to time promulgated under the Code.

"Secretary"means the Secretary of State of the State of Delaware.

Section II  Formation and Name: Office; Purpose; Term

2.1.Organization.    KHH Nevada, through its authorized organizer and agent, organized the Company as a limited
liability company through the filing with the Secretary effective on April 21, 2004 of Articles of Organization, pursuant to the Act, as described in the Recitals to this Agreement.

2.2.Name of the Company.    The name of the Company is "Terramina, LLC". The Company may do business under
that name and under any other name or names which the Member selects. If the Company does business under a name other than that set forth in its Articles of Organization, then the Company shall comply
with applicable provisions of the Act.

2.3.Purpose.    The Company is organized to purchase, acquire, buy, sell, own, finance, trade in, hold, develop,
obtain entitlements for, improve, lease, manage, subdivide, and otherwise deal in and with, directly and/or in or through partnerships, joint ventures, corporations and other limited liability
companies, residential and other real estate projects of any type and at any and all locations. To carry out such general purposes, which shall in all cases be liberally construed, the Company may
transact any and all lawful businesses for which limited liability companies may be organized under the Act.

2.4.Term.    The term of the Company began upon the filing of the Articles of Organization of the Company with the
Secretary and shall continue in existence perpetually, unless its existence is sooner terminated pursuant to Section VII of this Agreement.

2.5.Registered Office; Principal Place of Business.    The registered office of the Company in the State of
Delaware shall be located at 1209 Orange Street, Wilmington, DE 19801 or at any other place within the State of Delaware which the Member selects. The principal office of the Company in the State of
Nevada shall be located at 8965 South Eastern Avenue, Suite 200, Las Vegas, NV 89183.

2.6.Registered Agent.    The name and address of the Company's resident agent in the State of Delaware shall be CT
Corporation, 1209 Orange Street, Wilmington, DE 19801; the name and address of the Company's resident agent in the State of Nevada shall be CT Corporation, 6100 Neil Road, Suite 500,
Reno, NV 89511.

2.7.Member.    The name, present mailing address, taxpayer identification number, and Percentage of the Member are
set forth on Exhibit A.

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Section III
Member; Capital; Capital Accounts

3.1.Initial Capital Contributions.The Member has contributed cash to the Company, as set forth on
Exhibit A as its initial Capital Contribution.

3.2.Additional Capital Contributions.



3.3.No Interest on Capital Contributions.The Member shall not be paid interest on its Capital Contributions.

3.4.Capital Accounts.A Capital Account shall be maintained for the Member.

3.5.Loans.The Member may, at any time, make or cause a loan to be made to the Company in any amount and on
those terms upon which the Member determines.

Section IV
Profit, Loss, and Distributions

4.1.Distributions of Cash Flow and Allocations of Profit or Loss Other Than Capital Transactions.



4.2.Distributions of Capital Proceeds and Allocation of Profit or Loss from Capital Transactions.



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4.3.Regulatory Allocations.



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4.4.Liquidation and Dissolution.



4.5.General.



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Section V  Management: Rights, Powers, and Duties

5.1.Manager.



5.2.Management Committee.



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5.3.Officers of the Company.    The officers of the Company shall be an Executive Chairman, one or more Vice
Chairmen, a President, one or more Vice Presidents, a Chief Financial Officer, a Treasurer, a Secretary, one or more Assistant Treasurers and Assistant Secretaries, and such other officers as may be
elected or appointed from time to time by the Management Committee. Any two or more offices may be held by the same person. Each officer shall hold office until his or her successor shall have been
duly elected or until his or her death or until he or she shall resign or shall have been removed by the Management Committee. Election of an officer shall not, of itself, create contract rights.



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5.4.Authority of Officers and Managers.    In addition to the powers and authorities granted to officers as
provided in Section 5.3 above, the Member or the Management Committee from time to time may grant additional powers and authorities to the officers of the Company. The Management Committee may
authorize any officer or employee of the Company to enter into any contract, including without limitation contracts to borrow money, and to execute and deliver any instrument, including without
limitation contracts to borrow money, and to execute and deliver any instrument, including without limitation promissory notes and other evidences of indebtedness, in the name of and on behalf of the
Company, and such authority may be general or confined to

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specific
instances. The officers of the Company shall have the authority to delegate any or all of their respective powers and authorities to subordinate employees of the Company.

5.5.Action by Member.    Since there is only one Member, any action of the Member can be taken unilaterally by
written consent or by any other means deemed appropriate by the Member.

5.6.Personal Services.



5.7.Duties of Member.



5.8.Liability and Indemnification.



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Section VI  Transfer of Interests and Withdrawals of Members

6.1.Transfers.    Since the Member is the only Member of the Company, it may at any time transfer any part or all
of its Membership Rights or Interest to anyone it designates on such terms and conditions as it may determine in its sole discretion. In such event, the Member shall make appropriate modifications to
this Agreement.

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Section VII  Dissolution, Liquidation, and Termination of the Company

7.1.Events of Dissolution.The Company shall be dissolved upon the happening of any of the following events:



7.2.Procedure for Winding Up and Dissolution.If the Company is dissolved, the Member shall wind up its
affairs. On winding up of the Company, the assets of the Company shall be distributed, first, to creditors of the Company, including the Member if it is a creditor, in satisfaction of the liabilities
of the Company, and then to the Member.

7.3.Filing of Articles of Cancellation.If the Company is dissolved, the Member shall promptly file Articles of
Cancellation with the Secretary. If there is no Member, then the Articles of Cancellation shall be filed by the legal or personal representatives of the former Member.

Section VIII  Books, Records, Accounting, and Tax Elections

8.1.Bank Accounts.The Member shall determine the institution or institutions at which the accounts will be
opened and maintained, the types of accounts, and the persons who will have authority with respect to the accounts and the funds therein.

8.2.Books and Records.



8.3.Annual Accounting Period.The annual accounting period of the Company and its taxable year shall be
selected by the Member, subject to the requirements and limitations of the Code.

8.4.Reports.Within seventy-five (75) days after the end of each taxable year of the
Company, the Member shall cause to be prepared that tax information concerning the Company which is necessary for preparing the Member's income tax returns for that year.

8.5.Tax Matters Person.The Member shall be the Company's "tax matters person" ("Tax Matters Person") and shall
have all powers and responsibilities provided in Code Section 6221,et seq. or such other provisions as may become applicable to limited
liability companies. The Company shall pay and be responsible for all reasonable third-party costs and expenses incurred by the Tax Matters Person in performing those duties. A Member shall be
responsible for any costs incurred by the Member with respect to any tax audit or tax-related administrative or judicial proceeding against the Member, even though it relates to the
Company.

8.6.Tax Elections.The Member shall have the authority to make all Company elections permitted under the Code,
including, without limitation, elections of methods of depreciation and elections under Code Section 754. The decision to make or not make an election shall be at the Member's sole and absolute
discretion.

8.7.Title to Company Property.



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Section IX  General Provisions

9.1.Assurances.The Member shall execute all such certificates and other documents and shall do all such
filing, recording, publishing and other acts as the Member deems appropriate to comply with the requirements of law for the formation and operation of the Company and to comply with any laws, rules,
and regulations relating to the acquisition, operation, or holding of the property of the Company.

9.2.Notifications.Any notice, demand, consent, election, offer, approval, request, or other communication
(collectively, a "notice") required or permitted under this Agreement must be in writing and either delivered personally sent by certified or registered mail, postage prepaid, return receipt requested
sent by recognized overnight delivery service or by facsimile transmittal. A notice must be addressed to Member at the Member's last known address on the records of the Company. A notice to the
Company must be addressed to the Company's principal office. A notice delivered personally will be deemed given only when acknowledged in writing by the person to whom it is delivered. A notice that
is sent by mail will be deemed given three (3) business days after it is mailed. A notice sent by recognized overnight delivery service will be deemed given when received or refused. A notice
sent by facsimile shall be deemed given when sent provided notice by personal delivery or overnight delivery service is effective the day following such facsimile transmission. Any party may
designate, by notice to all of the others, substitute addresses or addressees for notices; and, thereafter, notices are to be directed to those substitute addresses or addressees.

9.3.Specific Performance.The parties recognize that irreparable injury will result from a breach of any
provision of this Agreement and that money damages will be inadequate to fully remedy the injury. Accordingly, in the event of a breach or threatened breach of one or more of the provisions of this
Agreement, any party who may be injured (in addition to any other remedies which may be available to that party) shall be entitled to one or more preliminary or permanent orders (i) restraining
and enjoining any act which would constitute a breach or (ii) compelling the performance of any obligation which, if not performed, would constitute a breach.

9.4.Complete Agreement.This Agreement constitutes the complete and exclusive statement of the agreement of the
Member. It supersedes all prior written and oral statements, including any prior representation, statement, condition, or warranty. Except as expressly provided otherwise herein, this Agreement may
not be amended without the written consent of the Member.

9.5.Applicable Law.All questions concerning the construction, validity, and interpretation of this Agreement
and the performance of the obligations imposed by this Agreement shall be governed by the internal law, not the law of conflicts, of the State of Illinois.

9.6.Section Titles.The headings herein are inserted as a matter of convenience only, and do not define, limit,
or describe the scope of this Agreement or the intent of the provisions hereof.

9.7.Binding Provisions.This Agreement is binding upon, and inures to the benefit of, the parties hereto and
their respective heirs, executors, administrators, personal and legal representatives, successors, and permitted assigns.

9.8.Jurisdiction and Venue.Any suit involving any dispute or matter arising under this Agreement may only be
brought in the United States District Court in Chicago, Illinois. The Member hereby consents to the exercise of personal jurisdiction by any such court with respect to any such proceeding.

9.9.Terms.Common nouns and pronouns shall be deemed to refer to the masculine, feminine, neuter, singular and
plural, as the identity of the Person may in the context require.

9.10.Separability of Provisions.Each provision of this Agreement shall be considered separable; and if, for
any reason, any provision or provisions herein are determined to be invalid and contrary to any existing or future law, such invalidity shall not impair the operation of or affect those portions of
this Agreement which are valid.

9.11.Estoppel Certificate.The Member may at any time, deliver to any appropriate third party a certificate
stating, to the Member's knowledge, that: (a) this Agreement is in full force and effect; (b) this Agreement has

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not
been modified except by any instrument or instruments identified in the certificate; and (c) there is no default hereunder, or if there is a default, the nature and extent thereof.

9.12.Recitals.The Recitals at the beginning of this Agreement are incorporated into and are an integral part
of this Agreement.

IN
WITNESS WHEREOF, KHH NEVADA has executed this Agreement as of the date set forth hereinabove.

|MEMBER: |  | KIMBALL HILL HOMES NEVADA, INC.,
    a Nevada corporation
|------- |  | ---------------------------------------------------------
|        |  | By:                                                      

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Exhibit A  To  Second Amended and Restated Operating Agreement  of  Terramina, LLC

|Name, Address, and Taxpayer Identification No. of Member                                                       |  | Initial
Capital
Contribution |              | Percentage
Interest |    
|-------------------------------------------------------------------------------------------------------------- |  | ---------------------------- | ------------ | ------------------- | ---
|Kimball Hill Homes Nevada, Inc.
8965 South Eastern Avenue, Suite 200
Las Vegas, Nevada, 89183
FEIN: 88-0347282 |  | $                            | 2,803,580.00 |                     | 100

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