SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

HOVNANIAN ARA K

(Last)

(First)

(Middle)

10 HIGHWAY 35

(Street)

RED BANK

07701

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
HOVNANIAN ENTERPRISES INC [ HOV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
05/28/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/19/2004		G	V	2,000,000	A	⁽¹⁾	2,000,000	I	Held as trustee of the KSH 2004 GRAT in which Reporting Person has a potential remainder interest.
Class A Common Stock	05/28/2004		J⁽²⁾		250,000	D	⁽¹⁾	1,066,766⁽³⁾	D
Class A Common Stock								33,060⁽⁴⁾	I	Held by estate of son Alton
Class A Common Stock								13,974⁽⁵⁾	I	Held by son Alexander
Class A Common Stock								6,700⁽⁶⁾	I	Held by daughter Serena
Class A Common Stock								16,700⁽⁷⁾	I	Held by wife

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	⁽⁸⁾	12/11/2003		G	V		600	⁽⁸⁾	⁽⁹⁾	Class A Common Stock	600	⁽¹⁾	1,914,150⁽¹⁰⁾	D
Class B Common Stock	⁽⁸⁾	05/28/2004		J⁽¹¹⁾			250,000	⁽⁸⁾	⁽⁹⁾	Class A Common Stock	250,000	⁽¹⁾	1,664,150	D
Class B Common Stock	⁽⁸⁾	12/11/2003		G	V	300		⁽⁸⁾	⁽⁹⁾	Class A Common Stock	300	⁽¹⁾	53,974⁽¹²⁾	I	Held by son Alexander
Class B Common Stock	⁽⁸⁾	12/11/2003		G	V	300		⁽⁸⁾	⁽⁹⁾	Class A Common Stock	300	⁽¹⁾	39,300⁽¹³⁾	I	Held by daughter Serena
Class B Common Stock	⁽⁸⁾							⁽⁸⁾	⁽⁹⁾	Class A Common Stock	20,300		20,300⁽¹⁴⁾	I	Held by wife
Class B Common Stock	⁽⁸⁾							⁽⁸⁾	⁽⁹⁾	Class A Common Stock	70,960		70,960⁽¹⁵⁾	I	Held by estate of son Alton
Class B Common Stock	⁽⁸⁾							⁽⁸⁾	⁽⁹⁾	Class A Common Stock	150,000		150,000⁽¹⁶⁾	I	Held by the Family Limited Partnership⁽¹⁷⁾
Class B Common Stock	⁽⁸⁾	01/14/2004		G	V	2,016.96		⁽⁸⁾	⁽⁹⁾	Class A Common Stock	2,016.96	⁽¹⁾	1,074,208.58⁽¹⁸⁾	I	Held by the Limited Partnership⁽¹⁹⁾
Class B Common Stock	⁽⁸⁾	01/14/2004		G	V	2,016.96		⁽⁸⁾	⁽⁹⁾	Class A Common Stock	2,016.96	⁽¹⁾	387,643.6⁽²⁰⁾	I	Held by the Limited Partnership⁽²¹⁾
Class B Common Stock	⁽⁸⁾	01/14/2004		G	V	2,521.2		⁽⁸⁾	⁽⁹⁾	Class A Common Stock	2,521.2	⁽¹⁾	484,554⁽²²⁾	I	Held by the Limited Partnership⁽²³⁾
Class B Common Stock	⁽⁸⁾	01/14/2004		G	V	3,025.44		⁽⁸⁾	⁽⁹⁾	Class A Common Stock	3,025.44	⁽¹⁾	581,464.42⁽²⁴⁾	I	Held by the Limited Partnership⁽²⁵⁾
Class B Common Stock	⁽⁸⁾	01/14/2004		G	V	2,016.96		⁽⁸⁾	⁽⁹⁾	Class A Common Stock	2,016.96	⁽¹⁾	265,693.8⁽²⁶⁾	I	Held by the Limited Partnership⁽²⁷⁾
Class B Common Stock	⁽⁸⁾							⁽⁸⁾	⁽⁹⁾	Class A Common Stock	4,000		4,000⁽²⁸⁾	I	Held by the Reporting Person as trustee⁽²⁹⁾
Class B Common Stock	⁽⁸⁾							⁽⁸⁾	⁽⁹⁾	Class A Common Stock	4,000		4,000⁽³⁰⁾	I	Held by the Reporting Person as trustee⁽³¹⁾

Explanation of Responses:

1. N/A

2. On May 28, 2004, the reporting person transferred 250,000 shares of Class A Common Stock to a grantor retained annuity trust of which the reporting person is the principal beneficiary.

3. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 658,383 additional shares of Class A Common Stock held directly by the reporting person.

4. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 16,530 additional shares of Class A Common Stock deemed indirectly held by the reporting person.

5. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 6,987 additional shares of Class A Common Stock deemed indirectly held by the reporting person.

6. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 3,350 additional shares of Class A Common Stock deemed indirectly held by the reporting person.

7. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 8,350 additional shares of Class A Common Stock deemed indirectly held by the reporting person.

8. The Class B Common Stock, par value $.01 per share, non-cumulative, is immediately convertible into an equal number of shares of Class A Common Stock, par value $.01 per share, non-cumulative.

9. No expiration date.

10. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 957,075 additional shares of Class B Common Stock held directly by the reporting person.

11. On May 28, 2004, the Reporting Person transferred 250,000 shares of Class B Common Stock to a grantor retained annuity trust of which the Reporting Person is the principal beneficiary.

12. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 26,987 additional shares of Class B Common Stock deemed indirectly held by the reporting person.

13. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 19,650 additional shares of Class B Common Stock deemed indirectly held by the reporting person.

14. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 10,150 additional shares of Class B Common Stock deemed indirectly held by the reporting person.

15. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 35,480 additional shares of Class B Common Stock deemed indirectly held by the reporting person.

16. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 75,000 additional shares of Class B Common Stock deemed indirectly held by the reporting person.

17. Held by the Kevork S. Hovnanian Family Limited Partnership (the "Limited Partnership")

18. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 537,104.29 additional shares of Class B Common Stock deemed indirectly held by the reporting person.

19. Held by the Limited Partnership through the partnership interest held by the Ara K. Hovnanian Family 1994 Long-Term Trust, of which the reporting person is trustee

20. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 193,821.80 additional shares of Class B Common Stock deemed indirectly held by the reporting person.

21. Held by the Limited Partnership through the partnership interest held by the Sossie K. Najarian Family 1994 Long-Term Trust, of which the reporting person is trustee

22. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 242,277.00 additional shares of Class B Common Stock deemed indirectly held by the reporting person.

23. Held by the Limited Partnership through the partnership interest held by the Esther K. Barry Family 1994 Long-Term Trust, of which the reporting person is trustee

24. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 290,732.21 additional shares of Class B Common Stock deemed indirectly held by the reporting person.

25. Held by the Limited Partnership through the partnership interest held by the Lucy K. Kalian Family 1994 Long-Term Trust, of which the reporting person is trustee

26. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 132,846.90 additional shares of Class B Common Stock deemed indirectly held by the reporting person.

27. Held by the Limited Partnership through the partnership interest held by the Nadia K. Rodriquez Family 1994 Long-Term Trust, of which the reporting person is trustee

28. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 2,000 additional shares of Class B Common Stock deemed indirectly held by the reporting person.

29. Held by reporting person as trustee of the Alton Hovnanian Trust

30. On March 19, 2004, the common stock of Hovnanian Enterprises, Inc. split 2-for-1, resulting in 2,000 additional shares of Class B Common Stock deemed indirectly held by the reporting person.

31. Held by reporting person as trustee of the Alexander Hovnanian Trust

Remarks:

	Nancy A. Marrazzo	06/25/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.