UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. 1)

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Meritage Homes Corporation

(Name of Registrant as Specified In Its Charter)

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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     The following information amends the definitive proxy statement of Meritage Homes Corporation for the 2010 Annual Meeting of Stockholders (the “2010 Proxy Statement”), which was filed with the Securities and Exchange Commission on March 31, 2010 and is first being sent to stockholders on or about April 9, 2010. Capitalized terms used herein shall have the meanings given to such terms in the definitive proxy statement.

     In the Summary Compensation Table in the 2010 Proxy Statement, the 2007 stock awards compensation for Steven J. Hilton and Larry W. Seay was incorrectly reported. For Mr. Hilton, the stock awards compensation expense was originally reported as $262,260. The correct amount is $770,760. For Mr. Seay, the stock awards compensation expense was originally reported as $106,842 and the correct amount is $313,999. In addition, the 2007 amounts reported as stock awards compensation and options awards compensation for C. Timothy White were inadvertently transposed.

     No compensation information in the Summary Compensation Table relating to fiscal 2009 or 2008 is affected.

     A revised Summary Compensation Table reflecting these corrections is set forth below.

Summary Compensation Table

																										Changes in
																										Pension
																						Non-Equity				Value and
																						Incentive				Nonqualified				All
														Stock				Option				Plan				Deferred				Other
Name and Principal						Salary				Bonus				Awards				Awards				Compensation				Compensation				Compensation
Position		Year				($)				($)(2)				($)(3)				$ (4)				($)				Earnings($)				($)(6)				Total($)
Steven J Hilton,			2009				800,000				—				1,605,375				—				—				—				54,044				2,459,419
Chairman and CEO(1)			2008				1,017,500				—				—				2,029,294				—				—				48,382				3,095,176
			2007				1,017,500				—				770,760				1,468,777				—				—				206,116				3,463,153
Larry W. Seay,			2009				450,000				250,000				1,070,250				—				—				—				48,934				1,819,184
EVP and CFO			2008				450,000				—				—				239,010				—				—				40,701				729,711
			2007				450,000				—				313,999				1,128,975				—				2,210	(5)			110,935				2,006,119
C. Timothy White,			2009				525,000				250,000				1,070,250				—				—				—				45,689				1,890,939
EVP, General Counsel			2008				525,000				—				—				—				—				—				52,052				577,052
and Secretary			2007				525,000				450,000				321,150				675,140				—				—				92,420				2,063,710
Steven M. Davis,			2009				400,000				375,000				1,070,250				—				—				—				32,174				1,877,424
EVP and COO			2008				400,000				—				—				—				—				—				28,713				428,713
			2007				400,000				250,000				—				598,738				—				—				218,985				1,467,723

All Other Compensation Table
Year Ended December 31, 2009

						Health and
						Insurance								Car				Plane								Total All Other
						Premiums				401(k)				Allowance				Travel				Other				Compensation
Name and Principal Position						($)(1)				Match ($)				($)				($)(2)				($)(3)(4)(5)				($)
Steven J Hilton,			2009				31,921				5,880				—				—				16,243				54,044
Chairman and CEO			2008				33,230				5,520				—				—				9,632				48,382
			2007				29,557				5,400				—				3,855				167,304				206,116
Larry W. Seay,			2009				23,578				5,880				14,400				—				5,076				48,934
EVP and CFO			2008				17,452				5,520				14,400				—				3,329				40,701
			2007				16,840				5,400				14,400				—				74,295				110,935
C. Timothy White,			2009				26,667				—				14,400				—				4,622				45,689
EVP, General Counsel			2008				31,267				—				14,400				—				6,385				52,052
and Secretary			2007				21,338				—				14,400				—				56,682				92,420
Steven M. Davis,			2009				17,174				—				15,000				—				—				32,174
EVP and COO			2008				13,713				—				15,000				—				—				28,713
			2007				13,408				—				15,000				—				190,577				218,985