Form SC 13G FIRSTSERVICE CORP Filed by: SPRUCE HOUSE INVESTMENT MANAGEMENT LLC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.____________)*

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[_]� Rule 13d-1(b)

[X]� Rule 13d-1(c)

[_]� Rule 13d-1(d)

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*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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(b)

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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

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(c)

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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

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(d)

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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

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(e)

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An investment adviser in accordance with � 240.13d-1(b)(1)(ii)(E);

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(f)

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An employee benefit plan or endowment fund in accordance with � 240.13d-1(b)(1)(ii)(F);

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(g)

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A parent holding company or control person in accordance with �240.13d-1(b)(1)(ii)(G);

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(h)

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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813);

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(i)

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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

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(j)

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A non-U.S. institution in accordance with �240.13d-1(b)(1)(ii)(J);

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(k)

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Group, in accordance with �240.13d-1(b)(1)(ii)(K).� If filing as a non-U.S. institution in accordance with �240.13d-1(b)(1)(ii)(J), please specify the type of institution:

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Item 6.

Ownership of More Than Five Percent on Behalf of Another Person.

�	If a parent holding company or control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary.� If a parent holding company or control person has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
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Item 10.	Certification.
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�	By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative.� If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference.� The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

Note.� Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See s.240.13d-7 for other parties for whom copies are to be sent.

Attention.� Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).

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Exhibit 1

Joint Filing Statement

Statement Pursuant to Rule 13d-1(k)(1)

The undersigned hereby consent and agree to file a joint statement on Schedule 13G under the Securities Exchange Act of 1934, as amended, with respect to the subordinate voting shares of FirstService Corporation beneficially owned by them, together with any or all amendments thereto, when and if appropriate.� The parties hereto further consent and agree to file this Statement pursuant to Rule 13d-1(k)(1)(iii) as an exhibit to Schedule 13G, thereby incorporating the same into such Schedule 13G.

SK 25657 0002 6210503