11-K

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

Form 11-K

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2001

Commission file number 1-8885

The Newhall Land and Farming Company
Employee Savings Plan

The Newhall Land and Farming Company
(A California Limited Partnership)
23823 Valencia Boulevard
Valencia, CA 91355

REQUIRED INFORMATION

Statements of Net Assets Available for Plan Benefits as of December 31, 2001 and 2000, Statements of Changes in Net Assets Available for Plan Benefits for each of the years in the two-year period ended December 31, 2001, Notes to Financial Statements, Schedule of Assets Held for Investment Purposes as of December 31, 2001, together with the Report and Consent of Independent Auditors, are attached and filed herewith.

SIGNATURES

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

	The Newhall Land and Farming Company Employee Savings Plan
	Newhall Management Corporation, Trustee
June 06, 2002	By:	/s/  DONALD L. KIMBALL Donald L. Kimball Vice President—Finance and Controller

The Newhall Land and
Farming Company
Employee Savings Plan

Financial Statements as of and for the
Years Ended December 31, 2001 and 2000,
Supplemental Schedule as of December 31, 2001 and
Independent Auditors' Report

THE NEWHALL LAND AND FARMING COMPANY
EMPLOYEE SAVINGS PLAN

TABLE OF CONTENTS

		Page
INDEPENDENT AUDITORS' REPORT		1
FINANCIAL STATEMENTS:
	Statements of Net Assets Available for Benefits—December 31, 2001 and 2000	2
	Statements of Changes in Net Assets Available for Benefits—Years Ended December 31, 2001 and 2000	3
	Notes to Financial Statements	4-6
SUPPLEMENTAL SCHEDULE—
	Form 5500, Schedule H, Part IV, Schedule of Assets Held for Investment Purposes at End of Year—December 31, 2001	7

INDEPENDENT AUDITORS' REPORT

The Compensation Committee of the
Board of Directors of Newhall Management Corporation:

We have audited the accompanying statements of net assets available for benefits of The Newhall Land and Farming Company Employee Savings Plan (the "Plan") as of December 31, 2001 and 2000, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2001 and 2000, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule listed in the table of contents is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This schedule is the responsibility of the Plan's management. Such schedule has been subjected to the auditing procedures applied in our audit of the basic 2001 financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.

/s/  DELOITTE & TOUCHE LLP

Los Angeles, California
March 29, 2002

THE NEWHALL LAND AND FARMING COMPANY
EMPLOYEE SAVINGS PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2001 AND 2000

		2001		2000
ASSETS:
	Cash	$	12,732	$	15,846
	Investments (Notes 2 and 4)		13,257,363		15,137,871
NET ASSETS AVAILABLE FOR BENEFITS		$	13,270,095	$	15,153,717

See notes to financial statements.

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THE NEWHALL LAND AND FARMING COMPANY
EMPLOYEE SAVINGS PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31, 2001 AND 2000

			2001			2000
ADDITIONS:
	Investment income:
	Dividend and interest income		$	119,765		$	233,618
	Net depreciation in fair value of investments (Note 4)			(634,091	)		(1,177,962	)
		Net investment loss		(514,326	)		(944,344	)
Contributions:
	Participant contributions			769,667			800,830
	Employer contributions			361,604			347,459
		Total contributions		1,131,271			1,148,289
		Total additions		616,945			203,945
DEDUCTIONS—
	Participant withdrawals			(2,500,567	)		(654,624	)
		Total deductions		(2,500,567	)		(654,624	)
DECREASE IN NET ASSETS				(1,883,622	)		(450,679	)
NET ASSETS AVAILABLE FOR BENEFITS:
	Beginning of year			15,153,717			15,604,396
	End of year		$	13,270,095		$	15,153,717

See notes to financial statements.

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THE NEWHALL LAND AND FARMING COMPANY
EMPLOYEE SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2001 AND 2000

1.    DESCRIPTION OF THE PLAN

The following description of The Newhall Land and Farming Company Employee Savings Plan (the "Plan") is provided for general information purposes only. Participants should refer to the plan document for more complete information.

The Plan is a defined contribution plan under the Internal Revenue Code of 1986 (the "Code") Section 401(k) and is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). The Plan permits eligible employees of The Newhall Land and Farming Company and subsidiaries (the "Company") to contribute up to $10,500 in 2001 and 2000. Employee contributions reduce an employee's currently taxable compensation and, therefore, are not subject to income taxes until the amounts are withdrawn from the Plan. An employee must complete one year of service as defined in the Plan and reach age 19 to become eligible to participate.

For employee contributions of up to 6% of compensation, the Company may contribute an amount ranging from 25% to 75% of the employee's contribution depending upon the employee's length of service with the Company. Company contributions are paid in cash. Company contributions may be suspended if it is deemed appropriate by the Company's Board of Directors.

Participants select the investment funds in which their contributions are to be invested from the available funds of the Plan. Company contributions, when made, are invested proportionately in the same funds as the employee contributions. Individual accounts are maintained for each Plan participant. Each participant's account is credited with the participant's contribution, the Company's matching contribution, and allocations of investment earnings or losses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account.

Participants are fully vested in the Plan upon enrollment; accordingly, there are no forfeitures resulting from participants' withdrawals.

Normal distributions are made in full upon (1) retirement, (2) total and permanent disability, (3) death, or (4) termination of employment. Participants showing hardship may withdraw part or all of their contributions and accumulated earnings or losses, limited to earnings and losses incurred prior to January 1, 1990, at the end of a calendar quarter. An employee who withdraws any amount of his or her contributions is not permitted to resume participation for 12 months. Employer contributions and the related accumulated earnings may be withdrawn only upon one of the four above-listed occurrences. Distributions and withdrawals are made in cash.

The Plan permits loans to Plan participants secured by the borrowing participant's interest in the Plan, on such nondiscriminatory terms and conditions as the Plan's administrative committee shall determine, provided, however, that such loans comply with applicable requirements of ERISA and the Code (including such restrictions as are necessary to prevent loans from being treated as distributions under Section 72(p) of the Code). Prior to October 1, 2000, the loans were treated as earmarked investments of the participants with interest repayments credited proportionately to the investment funds originally liquidated to provide the principal. Effective October 1, 2000, interest repayments are credited proportionately to investment funds based upon current contribution allocations.

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Contributions by employees are voluntary and are determined as a specified percentage of base compensation, overtime and incentive compensation, excluding that portion of compensation imputed for tax purposes as a result of fringe benefits and other similar forms of compensation.

The Plan permits eligible rollover contributions from other qualified plans.

In the event of the Plan's termination, all payments will be made as soon as practicable from the assets of the Plan based on the amount in each participant's individual and employer contribution accounts.

2.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting—The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.

Investments—All investment income is allocated to individual participant accounts. The Partnership Unit Fund is invested in partnership units in the Company. Collective investment funds and mutual funds are stated at fair value based on quoted market prices. The Plan shares in the investment gains and losses of the securities underlying the collective trust investments. Purchases and sales of securities are recorded on a trade-date basis.

Loans to participants are stated at their outstanding balances, which approximate fair value.

Plan Expenses—Expenses incurred in the administration of the Plan are borne by the Company.

Use of Estimates—The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of net assets available for benefits and changes therein. Actual results could differ from those estimates. The Plan utilizes various investment instruments. Investment securities, in general, are exposed to various risks, such as interest rate, credit and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the statements of net assets available for benefits.

Benefits Payable—As of December 31, 2001 and 2000, there were no benefits payable to persons who have requested withdrawal of their accounts from the Plan.

3.    INCOME TAXES

The Internal Revenue Service ("IRS") has issued a determination letter, dated September 22, 1995, stating that the Plan constituted a qualified plan under Sections 401(a) and 401(k) of the Internal Revenue Code and that it is exempt from federal income taxes under the provisions of Section 501(a) of the Code. The Plan has been amended since receiving the latest IRS determination letter. The Plan administrator believes that the Plan is being operated in compliance with the applicable requirements and continues to be exempt from federal income taxes.

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4.    INVESTMENTS

The fair value of individual investments representing 5% or more of the Plan's net assets available for benefits as of December 31, 2001 and 2000 is as follows:

	2001		2000
Wells Fargo Bank S&P 500 Index Fund	$	4,672,581	$	7,766,174
Norwest Bank Stable Value Fund G				3,931,424
Wells Fargo Bank Asset Allocation Fund		1,130,450		1,269,758
Wells Fargo Bank Stable Return Fund		4,339,382

During 2001 and 2000, the Plan's investments (depreciated) appreciated in value, which include gains and losses on investments bought and sold (realized) and held (unrealized) during the year as follows:

	2001			2000
Mutual Funds	$	(49,673	)	$	(59,143	)
Collective Investment Funds		(689,979	)		(1,113,900	)
Partnership Unit Fund		105,561			(4,919	)
	$	(634,091	)	$	(1,177,962	)

5.    RELATED-PARTY TRANSACTIONS

Certain Plan investments are shares of common/collective trust funds managed by Wells Fargo Bank and certain investments are partnership units of The Newhall Land and Farming Company. Wells Fargo Bank is the trustee and The Newhall Land and Farming Company is the Plan sponsor as defined by the Plan, and therefore, these transactions qualify as party-in-interest transactions.

6.    PLAN TERMINATION

Although it has not expressed any intention to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA.

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THE NEWHALL LAND AND FARMING COMPANY
EMPLOYEE SAVINGS PLAN

FORM 5500, SCHEDULE H, PART IV
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR
DECEMBER 31, 2001

	Identity of Issuer, Borrower, Lessor or Similar Party	Description of Investment	Current Value
*	Wells Fargo Bank	S&P 500 Index Fund—Collective Investment Fund	$	4,672,581
*	Wells Fargo Bank	Stable Return Fund—Collective Investment Fund		4,339,382
*	Wells Fargo Bank	Asset Allocation Fund—Collective Investment Fund		1,130,450
	Franklin	Balance Sheet Investment Fund—Mutual Fund		617,560
	Dreyfus	Intermediate Term Income Fund—Mutual Fund		611,571
*	Wells Fargo Bank	S&P MidCap Index Fund—Collective Investment Fund		267,483
*	Wells Fargo Bank	Outlook 2020 Fund—Mutual Fund		129,489
*	Wells Fargo Bank	Large Company Growth Fund—Mutual Fund		122,128
*	Wells Fargo Bank	Small Cap Growth Fund—Mutual Fund		103,912
	American Century Investments	Equity Growth Fund—Mutual Fund		76,613
*	Wells Fargo Bank	International Equity Fund—Collective Investment Fund		49,923
*	Wells Fargo Bank	Outlook 2010 Fund—Mutual Fund		39,395
*	Wells Fargo Bank	Outlook 2030 Fund—Mutual Fund		14,621
*	Wells Fargo Bank	Outlook 2040 Fund—Mutual Fund		30
*	The Newhall Land and Farming Company	Partnership Unit Fund		452,407
	Loans to plan participants	Notes secured by vested interest (maturing 2002 to 2006 at interest rates of 6.76% to 8.64%)		629,818
	Total		$	13,257,363

*

Party-in-interest

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THE NEWHALL LAND AND FARMING COMPANY

INDEX TO EXHIBITS

Exhibit Number	Description
23	Independent Auditors' Consent

EX-23

Exhibit 23

CONSENT OF INDEPENDENT AUDITORS

To The Newhall Land and Farming Company:

We hereby consent to the incorporation by reference in Registration Statement No. 33-53769 on Form S-8 of our report dated March 29, 2002 appearing in this Annual Report on Form 11-K of The Newhall Land and Farming Company Employee Savings Plan for the year ended December 31, 2001.

/s/  DELOITTE & TOUCHE LLP     
Los Angeles, California
June 4, 2002