Annual Report 2003 2002

CORPORATE PROFILE Annual Report

COLORFUL Founded more than 30 years ago,

Bluegreen Corporation (NYSE: BXG)

is one of the leading providers of

vacation ownership resorts and

residential communities in the

United States. Bluegreen’s Resort

Division develops, markets and

operates vacation ownership resorts PLACES in seven states and Aruba. These

vacation ownership opportunities are

offered primarily through the Bluegreen

Vacation Club,® a points-based system

that provides its 80,000+ members

with the flexibility they desire to

enjoy resort vacations, cruises and

TO LIVE other travel benefits. Bluegreen

Communities develops and markets

planned residential communities

predominately in the Southeastern

and Southwestern United States.

Headquartered in Boca Raton, Florida,

Bluegreen Corporation employs

more than 2,600 people. AND PLAY LETTER TO THE SHAREHOLDERS

Dear Fellow Shareholder:

Bluegreen’s results for the nine-month creative sales and marketing strategies,

period that comprised Fiscal 2002 quality products and a sound fiscal

were among the best in our history, foundation, allowed Bluegreen

highlighted by increased sales in to prosper despite the economic and

Bluegreen Resorts and Bluegreen global uncertainties that marked

Communities. We arranged more Fiscal 2002. The results of this

than 100,000 vacations, a record approach are also illustrated in the

SOLARA SURFSIDE, SURFSIDE FLORIDA for any year, but especially meaningful testimonials contained in this Report, Grand Opening January 2003 in light of a weak economy. At the each of which is a matter of much

same time, we decreased our cost corporate and personal pride.

of doing business.

We recognize that owning a home and

Our success was no accident. Every enjoying time away with friends and

day, we draw upon a rich tradition of loved ones are part of the American

providing superior customer experiences fabric; these threads have been woven

that are rooted in a 30-year history of even tighter over the last couple of

® “We had high expectations for our honeymoon, and Bluegreen developing Bluegreen Communities years. We believe that the Colorful exceeded them. The staff at Solara SurfsideTM went out of their and has been honed by nearly a decade Places to Live and Play® offered by way to make sure that everything was perfect. Because of them, of owning and managing timeshare Bluegreen Communities and Bluegreen and everyone we dealt with at Bluegreen, we’ll always have properties across the country and in Resorts provide a quality experience to special memories of our honeymoon. It was a great way to start the Caribbean. Our deep respect for the consumer because it is an experience our new life together.” the consumer, combined with that is tailored to fit their lifestyle.

Kedra & Greg Bodnar • Avon Lake, Ohio SOLARA SURFSIDE

The 32 properties within the Bluegreen During Fiscal 2002, our resorts and

Vacation Club® and Aruba are located communities businesses produced in some of the most beautiful and an increased rate of repeat purchases exciting vacation destinations. Except and new business generated via for Aruba, each is within driving referral from existing owners. We distance of most major U.S. population believe that this speaks to the high centers. The points-based Bluegreen quality experience that Bluegreen

Vacation Club provides the flexibility provides to its customers. It also had a necessary for our customers to take positive impact on marketing costs. several getaways at different resorts throughout the year or to enjoy an We consistently invest in new and extended vacation at one resort. innovative technologies that allow

Bluegreen Communities offer diverse us to better understand our markets and rewarding lifestyles for families and ensure the high standards of of all ages. Customers can settle quality and customer service that help down in planned communities that define who we are as a company. blend with the area’s natural beauty Life and leisure preferences must be or live a country club lifestyle in a catered to, and even anticipated, in a VACATIONS Bluegreen Golf Community and live time when there is no shortage of MAKE just steps away from award-winning options for the consumer. Offering MEMORIES FOR A golf courses and other amenities. high-quality products and service LIFETIME is not enough; understanding the needs

of our customers – and then using

that understanding as the basis for

how we conduct our business – has

become as important as the products

and services we provide. Golf at Top of the Rock

The Bluegreen Vacation Club’s points-based system allows owners to create unique vacation experiences, tailored to their WHAT IS YOUR IDEA OF A GREAT VACATION? WHAT IS YOUR IDEA OF A GREAT VACATION? WHAT IS YOUR IDEA OF A GREAT VACATION? own needs. And this flexibility is In October we acquired substantially all The importance of technology has

TM Fishing on Table Rock Lake one of the key components to the of the assets of TakeMeOnVacation, LLC not overshadowed our belief that continued growth and success and affiliates, which generates qualified relationships are key to attracting and of the Bluegreen Vacation Club. sales leads for our resorts business. retaining customers. This is one reason This acquisition marks the beginning why we believe that our 10-year

of an aggressive implementation of agreement to market the Bluegreen

permission marketing strategies, Vacation Club in Bass Pro Shops®

where potential customers agree in locations across the country, as well

advance to be contacted by a as to its catalog subscribers, produced

Bluegreen representative. We believe such encouraging results in Fiscal 2002.

that the proprietary software we Through our association, we hope to

acquired as part of this acquisition will engender the same type of brand and WHAT IS YOUR IDEA OF A GREAT VACATION? WHAT IS YOUR IDEA OF A GREAT VACATION? WHAT IS YOUR IDEA OF A GREAT VACATION? improve the way we target prospective customer loyalty for our resorts that

resort buyers and improve operating have made Bass Pro Shops such a Dogwood Canyon Nature Park efficiencies. We also upgraded our successful and enduring enterprise.

interactive capabilities so that consumers We look forward to continuing to

can better customize their vacation expand our presence in existing and

and lifestyle experiences, and expect to future Bass Pro Shops locations.

make additional upgrades in 2003. EXPANSION, ACQUISITION AND DEVELOPMENT

In Fiscal 2002 we strengthened our

presence in the Midwest by introducing

the Bluegreen Vacation Club® to Locating and developing Resorts Boyne Mountain, Michigan. Boyne and Communities to broaden our Mountain is part of Boyne USA portfolio and provide exciting new Resorts, one of the largest privately-held experiences for our customers is a resort companies in North America. primary part of our growth strategy. We also expanded westward with

the acquisition of unsold timeshare

intervals from existing inventory at

Big Sky, Montana. Each of these

properties carries strong regional brand

recognition. We also opened Solara

SurfsideTM near Miami Beach, Florida

to meet our need for non-seasonal,

upscale beachfront property that can

be easily integrated into the Bluegreen

Vacation Club. These new locations

are consistent with Bluegreen’s overall

expansion strategy, as each is rich in

amenities and is within easy driving

distance from major metropolitan areas. BLUEGREEN COMMUNITIES

THE GOLF CLUB AT BRICKSHIRE • New Kent, Virginia BRICKSHIRETM New Kent, Virginia BLUEGREEN COMMUNITIES BLUEGREEN COMMUNITIES BLUEGREEN COMMUNITIES BLUEGREEN COMMUNITIES

“The staff at Brickshire bend over backwards to make you feel welcome. It has been an exceptionally pleasant experience, and we can’t wait to move in.”

Dr. Moorad Mooradian Springfield, Virginia

MYSTIC SHORES • Canyon Lake, Texas

BLUEGREEN COMMUNITIES BLUEGREEN COMMUNITIES BLUEGREEN COMMUNITIES BLUEGREEN COMMUNITIES

Bluegreen Communties is also developing Silver Lakes RanchTM expands Bluegreen’s

new properties in areas of the country presence in the state of Texas, joining

where we have achieved success. existing Bluegreen Communities like

Catawba Falls PreserveTM will join two Mystic Shores,TM WaterStone,TM

other successful Bluegreen Communities Lake Ridge,TM Mountain Lakes Ranch,TM

currently operating in the state of Ridge Lake Shores,TM Riverwood ForestTM

North Carolina – The Preserve at Jordan and Fairway Crossing.TM In 2003,

LakeTM and Winding River Plantation,TM we also expect to acquire and develop

both of which are substantially sold out. The Traditions of Braselton,TM a

LAKE RIDGE • Cedar Hill, Texas Sales at Catawba Falls Preserve are Bluegreen Golf Community near

expected to commence in 2003. Atlanta, Georgia. FISCAL 2002 FINANCIAL HIGHLIGHTS

BRUSHY CREEK POINT, OWNER’S LOUNGE Big Cedar Wilderness Club • Ridgedale, Missouri

Outstanding customer experiences •Bluegreen Resorts sales rose 30% •Selling, general & administrative do far more than burnish corporate to $144.0 million; (“S, G &A”) expenses declined as

image. We believe that it had a a percentage of total operating significant effect on our operating •Bluegreen Communities sales revenues, despite $1.8 million in results in Fiscal 2002. As previously were up 6% to $78.6 million from higher S, G &A expenses incurred

announced, Bluegreen changed its last year. With the exception of during the period as a result of a

fiscal year during 2002. Therefore, one new project, no new projects change in accounting principle;

our discussion of results for Fiscal 2002 were introduced during the year, will refer to the period beginning meaning that the sales increase •Net income was $9.8 million, April 1st and ending December 31st; and profitability achieved by this or $.39 per share, versus net

the discussion of results for Fiscal 2001 segment of our business was almost income of $10.7 million, or

will refer to the comparable prior entirely “same-store” driven; $.41 per share, last year. Results for

year period. Fiscal 2002 were impacted by a •Total operating revenues cumulative effect of a change in increased 24% to $272.0 million. accounting principle that reduced

This included a 41% increase in net income by $5.9 million (net of

other resort and golf operations tax), or $.19 per share;

revenue and a 138% rise in gain on sale of notes receivable; •Income before cumulative effect of change in accounting principle •Total cost of sales remained increased 44% to $15.4 million, stable at 35%, despite a 21% or $.58 per share, versus income

increase in total sales; of $10.7 million, or $.41 per share,

last year.

“We’ve had wonderful vacations at Big Cedar® that we’ve shared with our whole family. Our grandchildren love the clubhouse so much, we never even have to leave the resort. And after experiencing the same level of service during our visit to Christmas Mountain, we can’t wait to stay at the other resorts in the Club.”

Bill Fry, Kansas City, Missouri BIG CEDAR WILDERNESS CLUBTM Owner, Big Cedar Wilderness Club

Brushy Creek Clubhouse • Indoor Pool Bluegreen’s financial position improved development and construction and training programs, such as the

significantly during Fiscal 2002. revolving credit facility with Residential Bluegreen Institute; and enhancing the

The Company’s balance sheet at Funding Corporation (GMAC-RFC value of our shareholders’ investment in

December 31, 2002 was highlighted by Resort Finance). We believe that the Company. Each of these initiatives

a book value of $6.44 per share and a the capital structure we now have in will be driven by, and supportive of,

debt-to-equity ratio of 1.16:1. place is sufficient to fund our growth enhancing the vacation and lifestyle

plans for 2003. experiences of our customers.

During Fiscal 2002, we strengthened

our balance sheet through the As previously reported, BankAtlantic On behalf of the Company, its Board

repayment of all $6.0 million of Bancorp, Inc. (NYSE: BBX) and of Directors, officers and employees,

Bluegreen’s 8% convertible subordinated its subsidiary, Levitt Companies, LLC, I thank you for your continued support.

THE PRESERVE AT JORDAN LAKE THE PRESERVE AT JORDAN LAKE notes, signed a $50 million acquisition & now own approximately 40% of

development revolving credit facility Bluegreen’s outstanding stock. Sincerely,

with Residential Funding Corporation This relationship remains strong

(dba GMAC Residential Construction), and we appreciate their confidence

which we expect will be utilized by and support. George F. Donovan Bluegreen Communities, and completed President & Chief Executive Officer

a $170.2 million private offering of Our objectives for 2003 include:

timeshare loan-backed securities with increasing sales at Bluegreen Resorts MOUNTAINLOFT ING Financial Markets, representing and Bluegreen Communities; capturing

the largest such offering in the potential owners as effectively and

Company’s history. In February 2003, efficiently as possible by utilizing

we signed a $50 million revolving technology to its fullest extent and

timeshare receivables credit facility and broadening our sales and marketing

a $15 million timeshare acquisition, programs; promoting internal education BOARD OF DIRECTORS CORPORATE OFFICERS CORPORATE DATA

Alan B. Levan, Chairman George F. Donovan Legal Counsel President and Chief Executive Officer President and Chief Executive Officer Stearns, Weaver, Miller, Weissler, BankAtlantic Bancorp, Inc. Alhadeff & Sitterson, P.A. John F. Chiste Miami, Florida John E. Abdo, Vice Chairman Senior Vice President, Treasurer and Vice Chairman Chief Financial Officer Independent Certified BankAtlantic Bancorp, Inc. Public Accountants Daniel C. Koscher Ernst & Young, LLP Norman H. Becker Senior Vice President, West Palm Beach, Florida Certified Public Accountant President, Bluegreen Communities Registrar and Transfer Agent George F. Donovan John M. Maloney, Jr. Mellon Investor Services President and Chief Executive Officer Senior Vice President, P.O. Box 3315 Bluegreen Corporation President, Bluegreen Resorts So. Hackensack, New Jersey 07606 800.522.6645 John Laguardia Mark T. Ryall www.melloninvestor.com President and Chief Operating Officer Senior Vice President and ALH II, Inc. Chief Information Officer Investor Relations The Equity Group, Inc. J. Larry Rutherford Allan J. Herz New York, New York President and Chief Executive Officer Vice President and 212.371.8660 South Star Development Partners, Inc. Director of Mortgage Operations Request for Corporate Information Arnold Sevell Susan J. Milanese The Company’s annual and President Vice President and Director of quarterly reports filed with the Sevell Realty Partners, Inc. Human Resources and Administration Securities and Exchange Commission along with other corporate information Anthony M. Puleo will be furnished upon written Vice President and request to Investor Relations at the DIRECTOR EMERITUS Chief Accounting Officer Corporate Headquarters.

Joseph C. Abeles Randi S. Tompkins Corporate Headquarters Private Investor Vice President, and Director of 4960 Conference Way North, Ste. 100 Corporate Legal Affairs and Clerk Boca Raton, Florida 33431 Telephone: 561.912.8000 Fax: 561.912.8100 www.bluegreenonline.com

Annual Meeting The Annual Meeting of Shareholders will begin at 3 p.m., May 29, 2003 at the Boca Raton Marriott Royal Palm Parlors 1 & 2 5150 Town Center Circle Boca Raton, Florida 33431

© 2003 Bluegreen Corporation. All rights reserved.