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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
STEINBERG JOSEPH S
  2. Issuer Name and Ticker or Trading Symbol
HOMEFED CORP [HFDC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O LEUCADIA NATIONAL CORPORATION, 315 PARK AVENUE SOUTH
3. Date of Earliest Transaction (Month/Day/Year)
04/16/2004
(Street)

NEW YORK, NY 10010
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(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 Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01 per share 04/16/2004   J(1)   61,793 A $ 0 (2) 2,539,945 I _ (3) (4)
Common Stock, par value $0.01 per share               716,151 D  

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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 Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
STEINBERG JOSEPH S
C/O LEUCADIA NATIONAL CORPORATION
315 PARK AVENUE SOUTH
NEW YORK, NY 10010
  X      

Signatures

 /s/ Joseph S. Steinberg   05/12/2005
**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) On April 16, 2004, in connection with the Reporting Person's family financial planning, the trustees of an existing family trust created a new trust for the benefit of the Reporting Person's children (the "2004 Trust") with the corpus of the existing family trust. The Reporting Person was neither a trustee nor a beneficiary of the existing family trust and did not have beneficial ownership of the shares held in the existing family trust. The Reporting Person is a trustee of the 2004 Trust and has sole power to vote and sell the 61,793 shares held by the 2004 Trust.
(2) The zero ("0") in this column is a "dummy" amount, solely for the purpose of permitting the use of a descriptive footnote stating that the price is not applicable.
(3) Includes 3,676 shares of HomeFed common stock beneficially owned by the Reporting Person's wife and daughter and 61,793 shares held in the 2004 Trust, in each case as to which the Reporting Person may be deemed the beneficial owner.
(4) On October 21, 2002, Leucadia National Corporation ("Leucadia"), a public company, acquired 2,474,226 shares of HomeFed common stock (the "Acquired HomeFed Stock"). The Reporting Person is a significant shareholder, President and director of Leucadia. The Reporting Person disclaims beneficial ownership of the Acquired HomeFed Stock, except to the extent of his pecuniary interest, if any.

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