Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
RUBIN SHELLY
2. Issuer Name and Ticker or Trading Symbol
LNR PROPERTY CORP [LNR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
V.P. and C.F.O.
(Last)
(First)
(Middle)

1601 WASHINGTON AVENUE, 8TH FLOOR
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
11/30/2004
(Street)


MIAMI BEACH, FL 33139
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Reporting
(check applicable line)

_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock 11/30/2004 11/30/2004 A 1 A $ (1) 192 I By Savings Plan
Common Stock             25,729 D  
Common Stock             5,000 (2) D  
Common Stock             5,000 (3) D  
Common Stock             60,000 (4) D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Options $ 24.8125           10/31/1998(5) 10/30/2007 Common Stock
37,500
  37,500
D
 
Common Stock Options $ 17.3125           01/01/1999(6) 12/14/2007 Common Stock
26,250
  26,250
D
 
Common Stock Options $ 18.1563           01/28/2001(7) 01/27/2010 Common Stock
10,000
  10,000
D
 
Common Stock Options $ 26.8438           01/17/2002(7) 01/16/2011 Common Stock
10,000
  10,000
D
 
Common Stock Options $ 31.3           01/02/2003(7) 01/01/2012 Common Stock
10,000
  10,000
D
 
Common Stock Options $ 34.8           04/09/2004(7) 04/08/2013 Common Stock
10,000
  10,000
D
 
Common Stock Options $ 49.325           01/15/2005(7) 01/14/2014 Common Stock
25,000
  25,000
D
 
Stock Purchase Agreement $ 35.14           04/01/2004(8) 04/01/2005 Common Stock
2,134
  2,134
D
 
Stock Purchase Agreement $ 51.79           04/01/2005(9) 03/31/2006 Common Stock
2,831
  2,831
D
 
Common Stock (10) $ 0           08/08/1988(11) 08/08/1988(11) Common Stock
22,500
  22,500
D
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
RUBIN SHELLY
1601 WASHINGTON AVENUE, 8TH FLOOR
MIAMI BEACH, FL 33139
      V.P. and C.F.O.  

Signatures

Steve Bjerke as Attorney-In-Fact 01/12/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The share was acquired through dividend reinvestments in the LNR Property Corporation Savings Plan during the fiscal year ended 11/30/2004. The share was purchased at an average price of $54.34.
(2) Restricted shares held pursuant to the 2000 Stock Option and Restricted Stock Plan, with 5,000 shares vesting on 1/19/05.
(3) Restricted shares held pursuant to the 2000 Stock Option and Restricted Stock Plan, with 2,500 shares vesting on each of 1/17/05 and 1/17/06.
(4) Restricted shares held pursuant to the 2000 Stock Option and Restricted Stock Plan, with 15,000 shares vesting on each of 4/8/05, 4/8/06, 4/8/07 and 4/8/08.
(5) 26,250 stock options are exercisable as of 11/30/2004. 3,750 stock options become exercisable on 10/31/2005. 7,500 stock options become exercisable on 10/31/2006.
(6) 15,750 stock options are exercisable as of 11/30/2004. 2,625 stock options become exercisable on each of 1/1/2005 and 1/1/2006. 5,250 stock options become exercisable on 1/1/2007.
(7) These stock options vest over five years at 20% per annum on each anniversary of the grant date.
(8) Represents a signed purchase agreement under the 2001 Senior Officer Stock Purchase Plan. On April 1, 2005, Ms. Rubin will purchase shares of LNR common stock. This purchase will total 2,134 shares.
(9) Represents a signed purchase agreement under the 2001 Senior Officer Stock Purchase Plan. On April 01, 2005 and March 31, 2006, Ms. Rubin will make purchases of LNR common stock. These purchases will total 2,831 shares.
(10) Contractual right to receive shares in the future.
(11) The SEC staff has designated 8/8/88 as a "dummy date."

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