UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form 13F

                               Form 13F COVER PAGE

Report for the Calendar Year or Quarter Ended:  June 30, 2005
                                                -------------
Check here if Amendment [  ]; Amendment Number: ______
      This Amendment (Check only one.):    [  ]    is a restatement.
                                           [  ]    adds new holdings entries.

Institutional Investment Manager Filing this Report:

Name:       Warren E. Buffett
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Address:    1440 Kiewit Plaza
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            Omaha, NE 68131
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Form 13F File Number:   28-   554
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The institutional investment manager filing this report and the person by whom
it is signed hereby represent that the person signing the report is authorized
to submit it, that all information contained herein is true, correct and
complete, and that it is understood that all required items, statements,
schedules, lists, and tables, are considered integral parts of this form.

Person Signing this Report on Behalf of Reporting Manager:

Name:       Warren E. Buffett
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Title:
            ------------------
Phone:      402-346-1400
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Signature, Place, and Date of Signing:

(s) Warren E. Buffett         Omaha, NE                          August 12, 2005
-------------------------     ------------------------------     ---------------
[Signature]                   [City, State]                      [Date]

Report Type (Check only one.):

[ ] 13F HOLDINGS REPORT.  (Check here if all holdings of this reporting manager
    are reported in this report.)

[ ] 13F NOTICE.  (Check here if no holdings reported are in this report, and all
    holdings are reported by other reporting manager(s).)

[x] 13F COMBINATION REPORT. (Check here if a portion of the holdings for
    this reporting manager are reported in this report and a portion are
    reported by other reporting manager(s).)

List of Other Managers Reporting for this Manager:

      Form 13F File Number          Name

      28-   4545                    Berkshire Hathaway Inc.
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                              Form 13F SUMMARY PAGE

Report Summary:


Number of Other Included Managers:                     0
                                                   ------------

Form 13F Information Table Entry Total:                0
                                                   ------------

Form 13F Information Table Value Total:         $      0
                                                  -------------
                                                      (thousands)

Confidential Information has been omitted from the public Form 13F and filed
separately with the Commission.

List of Other Included Managers:


Provide a numbered list of the name(s) and Form 13F file number(s) of all
institutional investment managers with respect to which this report is filed,
other than the manager filing this report.

[If there are no entries in this list, state "NONE" and omit the column headings
and list entries.]

                                      NONE