Statement of Eligibility under the Trust Indenture Act of 1939 on Form T-1

Exhibit 25.1

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM T-1

STATEMENT OF ELIGIBILITY

UNDER THE TRUST INDENTURE ACT OF 1939 OF A

CORPORATION DESIGNATED TO ACT AS TRUSTEE

¨	CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b) (2)

WELLS FARGO BANK, NATIONAL ASSOCIATION

(Exact name of trustee as specified in its charter)


A National Banking Association		94-1347393
(Jurisdiction of incorporation or organization if not a U.S. national bank)		(I.R.S. Employer Identification No.)

101 North Phillips Avenue Sioux Falls, South Dakota		57104
(Address of principal executive offices)		(Zip code)

Wells Fargo & Company

Law Department, Trust Section

MAC N9305-175

Sixth Street and Marquette Avenue, 17^th Floor

Minneapolis, Minnesota 55479

(612) 667-4608

(Name, address and telephone number of agent for service)

Meritage Homes Corporation

ADDITIONAL REGISTRANTS LISTED BELOW

(Exact name of obligor as specified in its charter)


Maryland		86-0611231
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

17851 North 85^th Street, Suite 300, Scottsdale, Arizona		85255
(Address of principal executive offices)		(Zip code)


Name of Each Co-Registrant	State or Other Jurisdiction of Incorporation or Organization	I.R.S. Employer Identification No.	Principal Executive Offices
California Urban Homes, LLC	California	20-2707345	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Holdings, L.L.C.	Texas	42-1732552	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Homes Construction, Inc.	Arizona	86-1028847	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Homes of Arizona, Inc.	Arizona	86-1028848	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Homes of California, Inc.	California	86-0917765	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Homes of Colorado, Inc.	Arizona	20-1091787	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Homes of Florida, Inc.	Florida	59-1107583	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Homes of Nevada, Inc.	Arizona	43-1976353	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Homes of Texas Holding, Inc.	Arizona	86-0875147	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Homes of Texas Joint Venture Holding Company, LLC	Texas	75-2771799	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Homes of Texas, LLC	Arizona	65-1308131	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Homes Operating Company, LLC	Arizona	65-1308133	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Paseo Crossing, LLC	Arizona	86-1006497	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Paseo Construction, LLC	Arizona	86-0863537	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

MTH-Cavalier, LLC	Arizona	86-1028847	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

MTH Golf, LLC	Arizona	56-2379206	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

WW Project Seller, LLC	Arizona	86-1006497	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Meritage Homes of North Carolina, Inc.	Arizona	27-5411983	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Carefree Title Agency, Inc.	Texas	45-3742536	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

M&M Fort Myers Holdings, LLC	Delaware	26-3996740	17851 N. 85^th Street, Suite 300 Scottsdale, AZ 85255

Debt Securities

(Title of the indenture securities)

Item 1. General Information. Furnish the following information as to the trustee:

(a)

Name and address of each examining or supervising authority to which it is subject.

Comptroller of the Currency

Treasury Department

Washington, D.C.

Federal Deposit Insurance Corporation

Washington, D.C.

Federal Reserve Bank of San Francisco

San Francisco, California 94120

(b)

Whether it is authorized to exercise corporate trust powers.

The trustee is authorized to exercise corporate trust powers.

Item 2. Affiliations with Obligor. If the obligor is an affiliate of the trustee, describe each such affiliation.

None with respect to the trustee.

No responses are included for Items 3-14 of this Form T-1 because the obligor is not in default as provided under Item 13.

Item 15. Foreign Trustee. Not applicable.

Item 16. List of Exhibits. List below all exhibits filed as a part of this Statement of Eligibility.



Exhibit 1.		A copy of the Articles of Association of the trustee now in effect.*

Exhibit 2.		A copy of the Comptroller of the Currency Certificate of Corporate Existence and Fiduciary Powers for Wells Fargo Bank, National Association, dated February 4, 2004.**

Exhibit 3.		See Exhibit 2

Exhibit 4.		Copy of By-laws of the trustee as now in effect.***

Exhibit 5.		Not applicable.

Exhibit 6.		The consent of the trustee required by Section 321(b) of the Act.

Exhibit 7.		A copy of the latest report of condition of the trustee published pursuant to law or the requirements of its supervising or examining authority.

Exhibit 8.		Not applicable.

Exhibit 9.		Not applicable.

*	Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form S-4 dated December 30, 2005 of file number 333-130784-06.

**	Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004 of file number 022-28721.

***	Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form S-4 dated May 26, 2005 of file number 333-125274.

SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Los Angeles and State of California on the 12th day of April, 2012.

WELLS FARGO BANK, NATIONAL ASSOCIATION

/s/ MADDY HALL

Maddy Hall

Vice President

EXHIBIT 6

April 12, 2012

Securities and Exchange Commission

Washington, D.C. 20549

Gentlemen:

In accordance with Section 321(b) of the Trust Indenture Act of 1939, as amended, the undersigned hereby consents that reports of examination of the undersigned made by Federal, State, Territorial, or District authorities authorized to make such examination may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.

Very truly yours,

WELLS FARGO BANK, NATIONAL ASSOCIATION

/s/ MADDY HALL

Maddy Hall

Vice President

EXHIBIT 7

Consolidated Report of Condition of

Wells Fargo Bank National Association

of 101 North Phillips Avenue, Sioux Falls, SD 57104

And Foreign and Domestic Subsidiaries,

at the close of business December 31, 2011, filed in accordance with 12 U.S.C. §161 for National Banks.


		Dollar Amounts In Millions
ASSETS
Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin		$	19,751
Interest-bearing balances			23,384
Securities:
Held-to-maturity securities			0
Available-for-sale securities			195,800
Federal funds sold and securities purchased under agreements to resell:
Federal funds sold in domestic offices			4,151
Securities purchased under agreements to resell			23,225
Loans and lease financing receivables:
Loans and leases held for sale			28,417
Loans and leases, net of unearned income	711,276
LESS: Allowance for loan and lease losses	16,360
Loans and leases, net of unearned income and allowance			694,916
Trading Assets			56,692
Premises and fixed assets (including capitalized leases)			7,977
Other real estate owned			4,485
Investments in unconsolidated subsidiaries and associated companies			607
Direct and indirect investments in real estate ventures			99
Intangible assets
Goodwill			21,252
Other intangible assets			22,891
Other assets			57,843

Total assets		$	1,161,490

LIABILITIES
Deposits:
In domestic offices		$	832,749
Noninterest-bearing	234,375
Interest-bearing	598,374
In foreign offices, Edge and Agreement subsidiaries, and IBFs			72,904
Noninterest-bearing	2,140
Interest-bearing	70,764
Federal funds purchased and securities sold under agreements to repurchase:
Federal funds purchased in domestic offices			2,591
Securities sold under agreements to repurchase			13,050


	Dollar Amounts In Millions
Trading liabilities		23,460
Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases)		39,703
Subordinated notes and debentures		18,609
Other liabilities		33,933

Total liabilities	$	1,036,999

EQUITY CAPITAL
Perpetual preferred stock and related surplus		0
Common stock		519
Surplus (exclude all surplus related to preferred stock)		99,326
Retained earnings		18,744
Accumulated other comprehensive income		4,769
Other equity capital components		0

Total bank equity capital		123,358
Noncontrolling (minority) interests in consolidated subsidiaries		1,133

Total equity capital		124,491

Total liabilities, and equity capital	$	1,161,490

I, Timothy J. Sloan, EVP & CFO of the above-named bank do hereby declare that this Report of Condition has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true to the best of my knowledge and belief.

Timothy J. Sloan

EVP & CFO

We, the undersigned directors, attest to the correctness of this Report of Condition and declare that it has been examined by us and to the best of our knowledge and belief has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true and correct.


John Stumpf		Directors
Carrie Tolstedt
Michael Loughlin