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

OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

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. Date of Earliest Transaction (Month/Day/Year) 01/31/2005 (Street) MIAMI BEACH, FL 33139 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               192 I By Savings Plan Common Stock 01/31/2005   M   22,285 A $ 24.8125 55,514 (1) D   Common Stock 01/31/2005   M   1,205 A $ 17.3125 56,719 (1) D   Common Stock 01/31/2005   S   23,490 D $ 63.0004 33,229 (1) D   Common Stock               2,500 (2) D   Common Stock               60,000 (3) 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 1474 (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 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

Common Stock Options

$ 24.8125

01/31/2005

X

22,285

10/31/1998(4)

10/30/2007

Common Stock

22,285

$ 0

15,215

D

Common Stock Options

$ 17.3125

01/31/2005

X

1,205

01/01/1999(5)

12/14/2007

Common Stock

1,205

$ 0

25,045

D

Common Stock Options

$ 18.1563

01/28/2001(6)

01/27/2010

Common Stock

10,000

10,000

D

Common Stock Options

$ 26.8438

01/17/2002(6)

01/16/2011

Common Stock

10,000

10,000

D

Common Stock Options

$ 31.3

01/02/2003(6)

01/01/2012

Common Stock

10,000

10,000

D

Common Stock Options

$ 34.8

04/09/2004(6)

04/08/2013

Common Stock

10,000

10,000

D

Common Stock Options

$ 49.325

01/15/2005(6)

01/14/2014

Common Stock

25,000

25,000

D

Stock Purchase Agreement

$ 35.14

04/01/2004(7)

04/01/2005

Common Stock

2,134

2,134

D

Stock Purchase Agreement

$ 51.79

04/01/2005(8)

03/31/2006

Common Stock

2,831

2,831

D

Common Stock (9)

$ 0

08/08/1988(10)

08/08/1988(10)

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		02/02/2005
**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)	Ms. Rubin directly owns 33,229 shares of LNR common stock without restrictions following the reported transactions. The SEC suggests keeping a tally if the securities involved in each transaction reported were owned in the same form.
(2)	Restricted shares held pursuant to the 2000 Stock Option and Restricted Stock Plan, with 2,500 shares vesting on 1/17/06.
(3)	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.
(4)	3,965 stock options are exercisable as of 1/31/2005. 3,750 stock options become exercisable on 10/31/2005. 7,500 stock options become exercisable on 10/31/2006.
(5)	17,170 stock options are exercisable as of 1/31/2005. 2,625 stock options become exercisable on 1/1/2006. 5,250 stock options become exercisable on 1/1/2007.
(6)	These stock options vest over five years at 20% per annum on each anniversary of the grant date.
(7)	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.
(8)	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.
(9)	Contractual right to receive shares in the future.
(10)	The SEC staff has designated 8/8/88 as a "dummy date."

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.