8-K/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
May 4, 2007

Centex Corporation

(Exact name of registrant as specified in its charter)

Nevada
(State or other jurisdiction
of incorporation) 1-6776
(Commission File Number) 75-0778259
(IRS Employer
Identification No.)

2728 N. Harwood Street, Dallas, Texas
(Address of principal executive offices) 75201
(Zip code)

Registrant’s telephone number including area code: (214) 981-5000

Not Applicable
(Former name or former address if changed from last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

On April 30, 2007, Centex Corporation, a Nevada corporation (the “Corporation”), filed a Current Report on Form 8-K announcing its results of operations for the quarter and fiscal year ended March 31, 2007 and furnished a press release (the “Press Release”) and financial attachments (the “Attachments”). As described in Item 8.01 below, the Press Release and Attachment 1 incorrectly reported earnings per diluted share for the quarter and year ended March 31, 2007 based on an incorrect average diluted share count. The Corporation reported earnings per diluted share for the quarter and year ended March 31, 2007 of $1.60 and $2.16, respectively, based on 124,068,032 and 124,410,244 average daily shares outstanding, respectively. The Corporation hereby amends the Current Report on Form 8-K to note that the correct earnings per diluted share for the quarter and year ended March 31, 2007 are $1.65 and $2.23, respectively, based on 120,627,559 and 120,537,235 average daily shares outstanding, respectively. Also, the reported loss per diluted share from continuing operations for the year was $0.09, but the correct reported loss per diluted share from continuing operations for the year is $0.10. There were no other changes to the Press Release or the Attachments. A corrected copy of the Press Release and the Attachments has been posted on the Corporation’s web site at www.centex.com.

The information furnished in this Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 8.01. Other Events

On April 30, 2007, Centex Corporation, a Nevada corporation (the “Corporation”), filed a Current Report on Form 8-K announcing its results of operations for the quarter and fiscal year ended March 31, 2007 and filed pursuant to Item 8.01 Attachments 1 through 8 to the Press Release. Attachment 1 incorrectly reported earnings per diluted share for the quarter and year ended March 31, 2007 based on an incorrect average diluted share count. The Corporation reported earnings per diluted share for the quarter and year ended March 31, 2007 of $1.60 and $2.16, respectively, based on 124,068,032 and 124,410,244 average daily shares outstanding, respectively. The Corporation hereby amends the Current Report on Form 8-K to note that the correct earnings per diluted share for the quarter and year ended March 31, 2007 are $1.65 and $2.23, respectively, based on 120,627,559 and 120,537,235 average daily shares outstanding, respectively. Also, the reported loss per diluted share from continuing operations for the year was $0.09, but the correct reported loss per diluted share from continuing operations for the year is $0.10. There were no other changes to the Attachments. A copy of Attachments 1-8 to the Press Release, including a revised earnings and revenues statement on Attachment 1, is being filed pursuant to, and incorporated in, this Item 8.01 in its entirety by reference. No other information from the Attachments is being filed pursuant to, or incorporated in, this Item 8.01.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

     The following exhibits are filed with this report.

Exhibit
Number	Description
99.1	Attachments to Press Release dated April 30, 2007

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

By:	/s/ Mark D. Kemp
	Name:	Mark D. Kemp
	Title:	Senior Vice President and Controller

Date: May 4, 2007

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Attachments to Press Release dated April 30, 2007

EX-99.1

Exhibit 99.1

Attachment 1

Centex Corporation and Subsidiaries
Revenues and Earnings by Lines of Business
(Dollars in thousands, except per share data)

	Quarter Ended									Fiscal Year Ended
	March 31,									March 31,
	(unaudited)									(unaudited)
	2007			2006 (B)			Change			2007			2006 (B)			Change
Revenues
Home Building	$	3,519,692		$	3,980,967			(12	%)	$	11,414,827		$	12,272,203			(7	%)
Financial Services (A)		117,105			118,498			(1	%)		468,001			462,223			1	%
Other		32,066			30,664			5	%		131,739			117,438			12	%
Total	$	3,668,863		$	4,130,129			(11	%)	$	12,014,567		$	12,851,864			(7	%)
Operating Earnings
Home Building (C)	$	(16,843	)	$	601,349			(103	%)	$	96,821		$	1,905,812			(95	%)
Financial Services (A)		18,783			20,922			(10	%)		84,530			84,465			—	%
Other		267			1,029			(74	%)		(1,525	)		(5,779	)		74	%
Total Operating Earnings		2,207			623,300			(100	%)		179,826			1,984,498			(91	%)
Corporate General Expenses (C)		(9,498	)		(29,220	)					(77,053	)		(100,155	)
Interest Expense		—			(3,362	)					—			(12,067	)
Earnings (Loss) from Continuing Operations Before Income Taxes		(7,291	)		590,718			(101	%)		102,773			1,872,276			(95	%)
Income Taxes		(14,994	)		(221,758	)					(114,553	)		(665,187	)
Earnings (Loss) from Continuing Operations		(22,285	)		368,960			(106	%)		(11,780	)		1,207,089			(101	%)
Earnings from Discontinued Operations, net (A)		221,140			22,809						280,146			82,224
Net Earnings	$	198,855		$	391,769			(49	%)	$	268,366		$	1,289,313			(79	%)
Earnings Per Share — Basic
Earnings (Loss) per Share — Continuing Operations	$	(0.18	)	$	2.99			(106	%)	$	(0.10	)	$	9.51			(101	%)
Earnings per Share — Discontinued Operations		1.83			0.18						2.33			0.65
Earnings Per Share — Basic	$	1.65		$	3.17			(48	%)	$	2.23		$	10.16			(78	%)
Earnings Per Share — Diluted
Earnings (Loss) per Share — Continuing Operations	$	(0.18	)	$	2.86			(106	%)	$	(0.10	)	$	9.09			(101	%)
Earnings per Share — Discontinued Operations		1.83			0.18						2.33			0.62
Earnings Per Share — Diluted	$	1.65		$	3.04			(46	%)	$	2.23		$	9.71			(77	%)
Average Shares Outstanding:
Basic		120,627,559			123,622,796			(2	%)		120,537,235			126,870,887			(5	%)
Diluted		120,627,559			128,732,705			(6	%)		120,537,235			132,749,797			(9	%)

(A)	Financial Services excludes the Centex Home Equity operations which were sold in July 2006 and are reflected in discontinued operations. In addition, Construction Services, which was sold in March 2007, is also reflected in discontinued operations.
(B)	Certain prior year items have been reclassified to conform to current period classifications.
(C)	Centex is reorganizing its reporting segments which will be disclosed in its fiscal 2007 Form 10-K. As part of the reorganization of reporting segments, a portion of its Home Building SG&A costs will be reported as Corporate General Expenses, which will more appropriately reflect the alignment of its operations.

Attachment 2

Centex Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
(Dollars in millions)
(unaudited)

	Centex Corporation and Subsidiaries				Centex Corporation (A)				Financial Services
	March 31,		March 31,		March 31,		March 31,		March 31,		March 31,
	2007		2006		2007		2006		2007		2006
Assets
Cash -
Unrestricted	$	883	$	43	$	871	$	33	$	12	$	10
Restricted		146		133		57		69		89		64
Receivables -
Mortgage Loans Receivable		1,694		2,130		—		—		1,694		2,130
Other Receivables		228		326		176		283		52		43
Inventories -
Homebuilding		8,654		8,832		8,654		8,832		—		—
Land Held Under Option Agreements not Owned		282		818		282		818		—		—
Other		15		12		6		5		9		7
Investments		282		308		419		963		—		—
Property and Equipment, net		136		178		119		156		17		22
Goodwill		219		218		210		206		9		12
Deferred Charges and Other Assets		667		468		629		429		38		39
Assets of Discontinued Operations (B)		—		7,899		—		389		—		7,510
	$	13,206	$	21,365	$	11,423	$	12,183	$	1,920	$	9,837
Liabilities and Stockholders’ Equity
Accounts Payable and Accrued Liabilities	$	2,350	$	2,182	$	2,231	$	2,080	$	95	$	93
Debt -
Non-Financial Services		3,904		3,982		3,904		3,982		—		—
Financial Services		1,663		2,077		—		—		1,663		2,077
Liabilities of Discontinued Operations (B)		—		7,581		—		579		—		7,002
Minority Interests		177		531		176		530		1		1
Stockholders’ Equity		5,112		5,012		5,112		5,012		161		664
	$	13,206	$	21,365	$	11,423	$	12,183	$	1,920	$	9,837

(A)

In the supplemental data presented above, “Centex Corporation” represents the consolidation of all subsidiaries other than those included in Financial Services. Transactions between Centex Corporation and Financial Services have been eliminated from the Centex Corporation and Subsidiaries balance sheets. We present the consolidating information shown above and believe that it is useful to investors because it enables them to compare our homebuilding operations more readily to the businesses of other homebuilding companies that do not have significant financial services operations. We also believe that separate disclosure of the consolidating information is appropriate because: the Financial Services subsidiaries operate in a distinctly different financial environment that generally requires significantly less equity to support their higher debt levels compared to the operations of our other subsidiaries; the Financial Services subsidiaries have structured their financing programs substantially on a stand-alone basis; and Centex Corporation has limited obligations with respect to the indebtedness of its Financial Services subsidiaries. Management uses this information in its financial and strategic planning.

(B)

The assets and liabilities of discontinued operations at March 31, 2006 include the Centex Home Equity operations, sold in July 2006 and the Construction Services operations, sold in March 2007.

Attachment 3

Centex Corporation and Subsidiaries
Condensed Consolidated Cash Flows
(Dollars in millions)
(unaudited)

	Centex Corporation and Subsidiaries (A)						Centex Corporation (A)(B)						Financial Services (A)
	For the Fiscal Year Ended March 31,						For the Fiscal Year Ended March 31,						For the Fiscal Year Ended March 31,
	2007			2006			2007			2006			2007			2006
Cash Flows — Operating Activities
Net Earnings	$	268		$	1,289		$	268		$	1,289		$	102		$	119
Adjustments -
Depreciation and Amortization		60			63			52			48			8			15
Other Noncash Adjustments		285			82			812			14			(32	)		22
Decrease (Increase) in Loans Held for Sale		519			(200	)		—			—			519			(200	)
Increase in Inventories		(481	)		(2,484	)		(479	)		(2,484	)		(2	)		—
Other Operating Activities		298			487			277			466			(16	)		57
		949			(763	)		930			(667	)		579			13
Cash Flows — Investing Activities
(Increase) Decrease in Loans Held for Investment		(292	)		952			—			—			(292	)		952
Other Investing Activities		381			(52	)		46			77			370			(165	)
		89			900			46			77			78			787
Cash Flows — Financing Activities
(Decrease) Increase in Short-Term Debt, net		(347	)		765			(125	)		119			(222	)		646
Issuance of Long-Term Debt, net		422			(729	)		207			629			215			(1,358	)
Other Financing Activities		(278	)		(626	)		(224	)		(610	)		(649	)		(89	)
		(203	)		(590	)		(142	)		138			(656	)		(801	)
Effect of Exchange Rate on Cash		—			(1	)		—			(1	)		—			—
Net Increase (Decrease) in Cash and Cash Equivalents		835			(454	)		834			(453	)		1			(1	)
Cash and Cash Equivalents at Beginning of Period		48			502			37			490			11			12
Cash and Cash Equivalents at End of Period	$	883		$	48		$	871		$	37		$	12		$	11

(A)

Beginning cash balances include cash from the discontinued operations of Centex Construction and Financial Services’ Home Equity operations — approximately $5 million as of March 31, 2006 and $6 million at March 31, 2005.

(B)

In the supplemental data presented above, “Centex Corporation” represents the consolidation of all subsidiaries other than those included in Financial Services. Transactions between Centex Corporation and Financial Services have been eliminated from the Centex Corporation and Subsidiaries cash flows. We present the consolidating information shown above and believe that it is useful to investors because it enables them to compare our homebuilding operations more readily to the businesses of other homebuilding companies that do not have significant financial services operations. We also believe that separate disclosure of the consolidating information is appropriate because: the Financial Services subsidiaries operate in a distinctly different financial environment that generally requires significantly less equity to support their higher debt levels compared to the operations of our other subsidiaries; the Financial Services subsidiaries have structured their financing programs substantially on a stand-alone basis; and Centex Corporation has limited obligations with respect to the indebtedness of its Financial Services subsidiaries. Management uses this information in its financial and strategic planning.

Attachment 4

Centex Corporation and Subsidiaries
Supplemental Home Building Data
(Dollars in thousands, except per unit data)
(unaudited)

	Quarter Ended March 31,										Fiscal Year Ended March 31,
	2007					2006					2007					2006
HOME BUILDING
Revenues — Housing	$	3,334,989		100.0	%	$	3,890,256		100.0	%	$	11,014,975		100.0	%	$	11,920,634		100.0	%
Cost of Sales — Housing		(2,745,162	)	(82.3	%)		(2,782,087	)	(71.5	%)		(8,599,465	)	(78.1	%)		(8,458,995	)	(71.0	%)
Gross Margin — Housing		589,827		17.7	%		1,108,169		28.5	%		2,415,510		21.9	%		3,461,639		29.0	%
Revenues — Land Sales & Other		184,703					90,711					399,852					351,569
Cost of Sales — Land Sales & Other		(381,850	)				(100,823	)				(1,044,455	)				(296,938	)
Gross Margin — Land Sales & Other		(197,147	)				(10,112	)				(644,603	)				54,631
Total Gross Margin		392,680		11.2	%		1,098,057		27.6	%		1,770,907		15.5	%		3,516,270		28.7	%
Selling, General & Administrative		(403,446	)	(11.5	%)		(515,432	)	(12.9	%)		(1,631,533	)	(14.3	%)		(1,696,456	)	(13.8	%)
Other Income (Expense) (A)		(6,077	)	(0.2	%)		18,724		0.4	%		(42,553	)	(0.4	%)		85,998		0.6	%
Operating Earnings (Loss)	$	(16,843	)	(0.5	%)	$	601,349		15.1	%	$	96,821		0.8	%	$	1,905,812		15.5	%
Units Closed		10,582					12,336					35,785					39,232
Average Unit Sales Price	$	315,157				$	315,358				$	307,810				$	303,850
% Change		(0.1	%)				9.8	%				1.3	%				12.6	%
Average Neighborhoods		694					646					687					626
% Change		7.4	%				5.4	%				9.7	%				6.3	%

(A) Other Income (Expense) includes earnings (loss) from unconsolidated entities.

LOT POSITION

	As of March 31,
	2007		2006		Change
Lots Owned and Controlled:
Lots Owned		98,311		108,828		(10	%)
Lots Controlled		61,709		186,893		(67	%)
Total		160,020		295,721		(46	%)

Attachment 5

Centex Corporation and Subsidiaries
Supplemental Home Building Data
Housing Activity (Units) by Geographic Area
(Unaudited)

	Closings
	Quarter Ended March 31,							Fiscal Year Ended March 31,
	2007		2006		Change			2007		2006		Change
Mid-Atlantic		1,738		2,079		(16	%)		6,720		7,182		(6	%)
Southeast		1,875		2,510		(25	%)		5,883		7,235		(19	%)
Midwest		1,370		2,159		(37	%)		5,587		7,153		(22	%)
Southwest		3,176		3,354		(5	%)		10,401		10,720		(3	%)
West Coast		2,423		2,234		8	%		7,194		6,942		4	%
		10,582		12,336		(14	%)		35,785		39,232		(9	%)

	Sales (Orders) Backlog
	As of March 31,
	2007		2006		Change
Mid-Atlantic		1,848		3,073		(40	%)
Southeast		1,672		4,116		(59	%)
Midwest		1,938		2,755		(30	%)
Southwest		3,125		4,094		(24	%)
West Coast		2,068		3,349		(38	%)
		10,651		17,387		(39	%)

	Sales (Orders)
	Quarter Ended March 31,							Fiscal Year Ended March 31,
	2007		2006		Change			2007		2006		Change
Mid-Atlantic		1,520		1,785		(15	%)		5,495		6,833		(20	%)
Southeast		986		1,470		(33	%)		3,439		6,345		(46	%)
Midwest		1,256		1,840		(32	%)		4,770		6,596		(28	%)
Southwest		2,513		2,765		(9	%)		9,432		11,126		(15	%)
West Coast		1,557		2,068		(25	%)		5,913		7,130		(17	%)
		7,832		9,928		(21	%)		29,049		38,030		(24	%)

Attachment 6

Centex Corporation and Subsidiaries
Supplemental Home Building Data
Housing Activity (Values) by Geographic Area
(Unaudited)

	Housing Revenues - Closings
	(Dollars in thousands)
	Quarter Ended March 31,							Fiscal Year Ended March 31,
	2007		2006		Change			2007		2006		Change
Mid-Atlantic	$	548,167	$	708,838		(23	%)	$	2,179,199	$	2,422,302		(10	%)
Southeast		594,771		752,802		(21	%)		1,782,449		2,089,115		(15	%)
Midwest		347,750		485,262		(28	%)		1,304,583		1,583,002		(18	%)
Southwest		652,193		748,355		(13	%)		2,158,665		2,119,540		2	%
West Coast		1,192,108		1,194,999		—	%		3,590,079		3,706,675		(3	%)
	$	3,334,989	$	3,890,256		(14	%)	$	11,014,975	$	11,920,634		(8	%)

	Sales (Orders) Backlog Value
	(Dollars in thousands)
	As of March 31,
	2007		2006		Change
Mid-Atlantic	$	611,057	$	1,044,086		(41	%)
Southeast		517,343		1,350,484		(62	%)
Midwest		422,313		644,140		(34	%)
Southwest		661,405		968,250		(32	%)
West Coast		963,841		1,766,748		(45	%)
	$	3,175,959	$	5,773,708		(45	%)

Attachment 7

Centex Corporation and Subsidiaries
Supplemental Financial Services Data
(Unaudited)

CTX Mortgage Company

	Quarter Ended March 31,							Fiscal Year Ended March 31,
	2007		2006		Change			2007		2006		Change
Originations
Builder		8,254		8,884		(7	%)		27,141		27,364		(1	%)
Retail		6,770		8,291		(18	%)		30,638		43,319		(29	%)
Total		15,024		17,175		(13	%)		57,779		70,683		(18	%)
Loan Volume (in billions)	$	3.69	$	3.99		(8	%)	$	13.83	$	15.83		(13	%)
Average Loan Size	$	245,500	$	232,300		6	%	$	239,300	$	223,900		7	%
Operating Profit per Loan	$	1,250	$	1,218		3	%	$	1,463		1,195		22	%

Attachment 8

Centex Corporation and Subsidiaries
Supplemental Financial Data — Debt-to-Capitalization Ratio
(Dollars in millions)
(Unaudited)

	As of March 31, 2007			As of March 31, 2006			As of March 31, 2005
Consolidated Debt/Capitalization (A)
Debt	$	5,567		$	6,059		$	4,804
Minority Interests		177			531			457
Less Minority Interests on Lot Options (C)		(153	)		(492	)		(416	)
Stockholders’ Equity		5,112			5,012			4,281
Capitalization		10,703			11,110			9,126
Less Unrestricted Cash		(883	)		(43	)		(496	)
Net Capitalization	$	9,820		$	11,067		$	8,630
Consolidated Debt-to-Capitalization Ratio		52.0	%		54.5	%		52.6	%
Consolidated Net Debt-to-Capitalization Ratio (D)		47.7	%		54.4	%		49.9	%
Debt/Capitalization, Excluding Financial Services (B)
Debt	$	3,904		$	3,982		$	3,108
Minority Interests		176			530			456
Less Minority Interests on Lot Options (C)		(153	)		(492	)		(416	)
Stockholders’ Equity		5,112			5,012			4,281
Capitalization		9,039			9,032			7,429
Less Unrestricted Cash		(871	)		(33	)		(485	)
Net Capitalization	$	8,168		$	8,999		$	6,944
Debt-to-Capitalization Ratio		43.2	%		44.1	%		41.8	%
Net Debt-to-Capitalization Ratio (D)		37.1	%		43.9	%		37.8	%

(A)	Consolidated capitalization includes debt, minority interest (excluding lot options), and stockholders’ equity, including Financial Services.
(B)	Capitalization includes debt, minority interest (excluding lot options), and stockholders’ equity. Capitalization presented above reflects Financial Services on an equity basis and does not includ debt or minority interests attributable to Financial Services.
(C)	Pursuant to the provisions of Financial Accounting Standards Board (“FASB”) Interpretation No. 46, “Consolidation of Variable Interest Entities,” as revised (“FIN 46”), the Company consolidates certain lot option agreements and records the deposit and remaining purchase price related to these options as land held under option agreements not owned with a corresponding increase in minority interests. These minority interests are excluded from the debt-to-capitalization ratio as the Company is not obligated to purchase the properties and pay these amounts.
(D)	Net debt-to-capitalization ratios are provided reflecting net capitalization, including net debt (debt less unrestricted cash), minority interest (excluding lot options), and stockholders’ equity. We believe this ratio reflects the debt/capitalization structure in a more inclusive manner as unrestricted cash could be applied to reduce debt at quarter end. See Attachment 2 for more information.

Debt-to-capitalization is a common financial ratio used in the homebuilding industry to evaluate debt capacity and leverage.

Attachment 9

Centex Corporation and Subsidiaries
Reconciliation of Housing/Home Building Operating Earnings
(Dollars in thousands)
(unaudited)

	Quarter Ended March 31,										Fiscal Year Ended March 31,
	2007					2006					2007					2006
HOME BUILDING
Revenues — Housing	$	3,334,989		100.0	%	$	3,890,256		100.0	%	$	11,014,975		100.0	%	$	11,920,634		100.0	%
Cost of Sales — Housing		(2,745,162	)	(82.3	%)		(2,782,087	)	(71.5	%)		(8,599,465	)	(78.1	%)		(8,458,995	)	(71.0	%)
Gross Margin — Housing		589,827		17.7	%		1,108,169		28.5	%		2,415,510		21.9	%		3,461,639		29.0	%
Selling, General & Administrative		(403,446	)	(12.1	%)		(515,432	)	(13.3	%)		(1,631,533	)	(14.8	%)		(1,696,456	)	(14.2	%)
Housing Operating Earnings (A)		186,381		5.6	%		592,737		15.2	%		783,977		7.1	%		1,765,183		14.8	%
Revenues — Land Sales & Other		184,703					90,711					399,852					351,569
Cost of Sales — Land Sales & Other		(381,850	)				(100,823	)				(1,044,455	)				(296,938	)
Gross Margin — Land Sales & Other		(197,147	)				(10,112	)				(644,603	)				54,631
Other Income (Expense)		(6,077	)				18,724					(42,553	)				85,998
Operating Earnings (Loss)	$	(16,843	)	(0.5	%)	$	601,349		15.1	%	$	96,821		0.8	%	$	1,905,812		15.5	%

(A) Housing Operating Earnings is defined as housing revenues less housing cost of sales less selling, general & administrative expenses. Housing Operating Margin is defined as housing operating earnings divided by total housing revenues.