8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): December 4, 2008

Toll Brothers, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-09186	23-2416878
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

250 Gibraltar Road, Horsham, PA	19044
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (215) 938-8000

(Former Name or Former Address, if Changed Since 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 (see General Instruction A.2. below):

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 December 4, 2008, Toll Brothers, Inc. issued a press release which contained Toll Brothers, Inc.’s results of operations for its twelve-month and three-month periods ended October 31, 2008, a copy of which release is attached hereto as Exhibit 99.1 to this report.

     The information hereunder shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(c). Exhibits.

     The following Exhibits are furnished as part of this Current Report on Form 8-K:

Exhibit
No.	Item
99.1*	Press release of Toll Brothers, Inc. dated December 4, 2008 announcing its financial results for the twelve-month and three- month periods ended October 31, 2008.

* Filed electronically herewith.

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.

	TOLL BROTHERS, INC.
Dated: December 4, 2008	By:	Joseph R. Sicree
	Joseph R. Sicree
	Senior Vice President, Chief Accounting Officer

EX-99.1

EXHIBIT 99.1

FOR IMMEDIATE RELEASE	CONTACT: Frederick N. Cooper (215) 938-8312
December 4, 2008	fcooper@tollbrothersinc.com
	Joseph R. Sicree (215) 938-8045
	jsicree@tollbrothersinc.com

TOLL BROTHERS REPORTS 4TH QTR AND FY 2008 RESULTS

Horsham, PA, December 4, 2008 — Toll Brothers, Inc. (NYSE:TOL) (www.tollbrothers.com), the nation’s leading builder of luxury homes, today reported a FY 2008 fourth quarter net loss of $78.8 million, or $0.49 per share diluted, which included pre-tax write-downs totaling $175.9 million. This compared to FY 2007’s fourth quarter net loss of $81.8 million, or $0.52 per share diluted, which included pre-tax write-downs totaling $314.9 million. The Company also reported, for its full-fiscal-year ended October 31, 2008, a net loss of $297.8 million, or $1.88 per share diluted, which included pre-tax write-downs totaling $848.9 million. This compared to FY 2007’s full-year net income of $35.7 million, or $0.22 per share diluted, which included pre-tax write-downs of $687.7 million.

Excluding write-downs, FY 2008’s fourth quarter earnings were $38.5 million, or $0.23 per share diluted, compared to FY 2007’s fourth quarter earnings of $118.2 million, or $0.72 per share diluted. Excluding write-downs, FY 2008’s twelve-month earnings were $232.0 million, or $1.41 per share diluted, compared to FY 2007’s twelve-month earnings of $464.6 million, or $2.83 per share diluted.

Robert I. Toll, chairman and chief executive officer, stated: “Obviously there are enormous challenges in our industry. But we believe the financial strength of our organization will put us in a good position to take advantage of opportunities — both in the near-term and when the economy recovers — that we expect will arise from the industry’s current distress. We will continue to persevere and do our best to navigate through these times, as we have through previous downturns, by focusing on our balance sheet and maintaining significant liquidity while searching for these opportunities.

“We are beginning to see some deals that are appealing in terms of quality but not price: We believe our strong capital position will give us an advantage in competing for them at the appropriate time. We ended FY 2008 with over $1.63 billion in cash and more than $1.32 billion available under our 32-bank credit facility, which matures in March 2011. And we have no public debt maturing until our second quarter of 2011. Our net debt-to-capital ratio ⁽¹⁾ at October 31, 2008 stood at 12.6%, our lowest level ever, compared to 26.8% at October 31, 2007. And our Stockholders’ Equity at FYE 2008 was $3.24 billion, compared to $3.53 billion at FYE 2007.”

*more*

Other key results, most of which were previously reported on November 11, 2008, include:

§	FY 2008’s fourth-quarter total revenues were $698.9 million, compared to FY 2007’s fourth-quarter total revenues of $1.17 billion.
§	FY 2008’s twelve-month total revenues were $3.16 billion, compared to FY 2007’s twelve-month total revenues of $4.65 billion.
§	FY 2008’s fourth-quarter net signed contracts were $266.7 million, compared to FY 2007’s fourth-quarter total of $365.3 million.
§	FY 2008’s twelve-month net signed contracts were $1.61 billion, compared to FY 2007’s twelve-month total of $3.01 billion.
§	FY 2008’s year-end backlog was $1.33 billion, compared to FY 2007’s year-end backlog of $2.85 billion.
§	The Company, which has continued to renegotiate as well as reduce its optioned land positions, ended FY 2008 with approximately 39,800 lots owned and optioned, compared to approximately 59,250 at FYE 2007.
§	The Company ended FY 2008 with 273 selling communities, compared to 315 at FYE 2007. The Company expects to be selling from approximately 255 communities by FYE 2009.

Robert I. Toll, chairman and chief executive officer, continued: “The most frustrating aspect of FY 2008 was that the longer it went, the worse it got — this, no doubt, was due largely to the financial crisis which deepened over the course of the year.

“On the national level, new single-family housing starts have sunk to the lowest level since October 1981. Although builders have essentially eliminated spec production, the supply of unsold inventory still stands near record levels as new and existing home sales remain mired near historic lows while foreclosures add to available inventory.

“Many experts have suggested that falling home prices are at the root of the current financial crisis and that stabilization of home prices will help stem foreclosures, shore up the value of mortgage-backed securities, and, ultimately, stabilize the balance sheets of the world’s financial institutions.

“Two days before Thanksgiving 2008, the U.S. Government announced a plan to aid the housing market by pumping hundreds of billions of dollars into the mortgage market, an action that significantly lowered mortgage rates immediately. Perhaps this initiative, which is a positive first step, combined with already dramatically improved affordability, will be a catalyst to stimulate customer demand, stop the decline in house prices and restore confidence in the new home market.”

Joel H. Rassman, chief financial officer, stated: “With FY 2008 contracts of $1.61 billion and a year-end backlog of $1.33 billion, down 47% and 54%, respectively from one year ago, we expect that revenues in FY 2009 will be significantly below those of FY 2008.

*more*

“Given the numerous uncertainties related to sales paces, sales prices, mortgage markets, cancellations, market direction and the potential for and size of future impairments, in the current climate it is particularly difficult to provide guidance for FY 2009. As a result, we will not provide earnings guidance at this time. However, subject to the caveats above and those contained in our statement on forward-looking information included in this release and in our other public filings, we offer the following limited guidance.

“We currently estimate that we will deliver between 2,000 and 3,000 homes in FY 2009 at an average delivered price of between $600,000 and $625,000 per home. We believe that, as a result of continuing incentives and slower sales paces per community, our cost of sales as a percent of revenues, before taking into account write-downs, will be higher in FY 2009 than in FY 2008. Additionally, based on FY 2009’s lower projected revenues, our SG&A expenses, which we expect to be lower in absolute terms in FY 2009 than in FY 2008, will be higher as a percentage of revenues.”

Robert Toll continued: “As we look to the future, we see reduced competition from the small and mid-sized private builders who are our primary competitors in the luxury market. Their access to capital already appears to be severely constrained. We envision that, in the future, there will be fewer and more selective lenders serving our industry. Those lenders likely will gravitate to the home building companies that offer them the greatest security, the strongest balance sheets and the broadest array of potential business opportunities. We believe a less crowded playing field, combined with attractive long-term demographics, will reward those well-capitalized builders who can persevere through the current challenging environment.”

Toll Brothers’ financial highlights for the fourth-quarter and fiscal year ended October 31, 2008 (unaudited): 

• FY 2008’s fourth-quarter net loss was $78.8 million, or $0.49 per share diluted, compared to FY 2007’s fourth-quarter net loss of $81.8 million, or $0.52 per share diluted. In FY 2008, the fourth-quarter net loss included write-downs and goodwill impairment charges which, combined, totaled $175.9 million pre-tax, ($117.3 million, or $0.73 per share diluted, after-tax). $106.2 million of the pre-tax write-downs was attributable to operating communities and owned land, $54.4 million was attributable to unconsolidated entities in which the Company had an investment, $12.1 million was attributable to optioned land and $3.2 million was attributable to goodwill impairments. In FY 2007, fourth-quarter pre-tax write-downs totaled $314.9 million ($200.0 million, or $1.22 per share diluted, after-tax), of which $242.9 million was attributable to operating communities and owned land, $59.2 million was attributable to unconsolidated entities in which the Company had an investment and $12.8 million was attributable to optioned land. Excluding write-downs, FY 2008 fourth-quarter earnings were $38.5 million, or $0.23 per share diluted, compared to FY 2007 earnings, excluding write-downs, of $118.2 million or $0.72 per share diluted.

*more*

•	FY 2008’s twelve-month net loss was $297.8 million, or $1.88 per share diluted, compared to FY 2007’s twelve-month net income of $35.7 million, or $0.22 per share diluted. FY 2008’s twelve-month results were reduced by pre-tax write-downs and goodwill impairment charges, which combined totaled $848.9 million pre-tax, ($529.8 million, or $3.28 per share diluted, after-tax). $543.5 million of the pre-tax write-downs was attributable to operating communities and owned land, $200.7 million was attributable to unconsolidated entities in which the Company has an investment, $101.5 million was attributable to optioned land and $3.2 million was attributable to goodwill impairments. FY 2007’s twelve-month results were reduced by pre-tax write-downs and a goodwill impairment charge totaling $687.7 million ($428.9 million, or $2.61 per share diluted, after-tax), $581.6 million of which was attributable to operating communities and owned land, $59.2 million was attributable to unconsolidated entities in which the Company had an investment, $37.9 million was attributable to optioned land and $9.0 million was attributable to a goodwill impairment. Excluding write-downs and the goodwill impairment charges, FY 2008 twelve-month earnings were $232.0 million, or $1.41 per share diluted, compared to FY 2007’s twelve-month earnings, excluding write-downs and a goodwill impairment charge, of $464.4 million, or $2.83 per share diluted.
•	The Company’s Shareholders’ Equity at FYE 2008 was $3.24 billion, compared to $3.53 billion at FYE 2007.
•	FY 2008’s fourth-quarter total revenues of $698.9 million decreased 40% from FY 2007’s fourth-quarter total revenues of $1.17 billion. FY 2008’s fourth-quarter home building revenues of $691.1 million decreased 41% from FY 2007’s fourth-quarter home building revenues of $1.17 billion. Revenues from land sales totaled $7.8 million in FY 2008’s fourth quarter, compared to $2.0 million in FY 2007’s fourth quarter.
•	FY 2008’s twelve-month total revenues of $3.16 billion decreased 32% from FY 2007’s twelve-month total revenues of $4.65 billion. FY 2007’s twelve-month home building revenues of $3.15 billion decreased 32% from FY 2007’s twelve-month home building revenues of $4.64 billion. Revenues from land sales totaled $10.0 million in FY 2008, compared to $11.9 million in FY 2007.
§	In addition, in the Company’s FY 2008 fourth-quarter and twelve-month periods, unconsolidated entities in which the Company had an interest delivered homes with a value of approximately $42.7 million and $104.7 million, respectively, compared to $9.1 million and $56.1 million, respectively, in the comparable periods of FY 2007. The Company’s share of profits from the delivery of these homes is included in ‘(Loss) from Unconsolidated Entities’ on the Company’s Statements of Operations.
§	In FY 2008, fourth-quarter-end backlog of approximately $1.33 billion (2,046 units) decreased 54% from FY 2007’s fourth-quarter-end backlog of $2.85 billion (3,950 units). In addition, at October 31, 2008, unconsolidated entities in which the Company had an interest had a backlog of approximately $27.2 million.

*more*

§	The Company signed 772 gross contracts totaling approximately $449.7 million in FY 2008’s fourth quarter, a decline of 28% and 35%, respectively, compared to the 1,073 gross contracts totaling $693.7 million signed in FY 2007’s fourth quarter.
§	In FY 2008, fourth quarter cancellations totaled 233, compared to 195, 308, 257, 417, 347, 384, 436, 585 and 317 in FY 2008’s third, second and first quarters, FY 2007’s fourth, third, second and first quarters and FY 2006’s fourth and third quarters, respectively. FY 2006’s third quarter was the first period in which cancellations reached elevated levels in the current housing downturn. FY 2008’s fourth quarter cancellation rate (current-quarter cancellations divided by current-quarter signed contracts) was 30.2%, versus 19.4%, 24.9%, 28.4%, 38.9%, 23.8%, 18.9%, 29.8%, respectively, in the preceding third, second and first quarters of 2008, fourth, third, second and first quarters of 2007, and 36.7% and 18.0%, respectively, in FY 2006’s fourth and third quarters. As a percentage of beginning-quarter backlog, FY 2008’s fourth quarter cancellation rate was 9.0%, compared to 6.4%, 9.2% and 6.5% in FY 2008’s third, second and first quarters, 8.3%, 6.0%, 6.5% and 6.7% in the fourth, third, second and first quarters of FY 2007, respectively, and 7.3% and 3.6% in the fourth and third quarters of FY 2006, respectively.
§	The average price of net signed contracts in FY 2008’s fourth quarter was approximately $495,000, compared to $579,000 in FY 2008’s third quarter. This decline was due to the higher average price of cancelled units in FY 2008’s fourth quarter than in FY 2008’s third quarter: The average price of cancelled units in FY 2008’s fourth quarter was approximately $785,000, compared to $606,000 in FY 2008’s third quarter.
§	The Company’s FY 2008 fourth-quarter net contracts of 539 units, or approximately $266.7 million, declined by 18% and 27%, respectively, compared to FY 2007’s fourth-quarter net contracts of 656 units, or $365.3 million. In addition, in FY 2008’s fourth quarter, unconsolidated entities in which the Company had an interest signed contracts of approximately $9.5 million.
§	FY 2008’s twelve-month net contracts of approximately $1.61 billion (2,927 units) declined by 47% from FY 2007’s twelve-month net contracts total of $3.01 billion (4,440 units). In addition, in FY 2008’s twelve-month period, unconsolidated entities in which the Company had an interest signed contracts of approximately $52.6 million.
§	The Company’s SG&A expenses for FY 2008 totaled $429.9 million, compared to $516.7 million in FY 2007 and its peak of $573.4 million in FY 2006. SG&A expenses in FY 2005 and FY 2004 were $482.8 million and $381.1 million, respectively.

⁽¹⁾ Net debt-to-capital is calculated as total debt minus mortgage warehouse loans minus cash, divided by total debt minus mortgage warehouse loans minus cash plus stockholders’ equity.

*more*

Toll Brothers will be broadcasting live via the Investor Relations section of its website, www.tollbrothers.com, a conference call hosted by chairman and chief executive officer Robert I. Toll at 2:00 p.m. (EST) today, December 4, 2008, to discuss these results and its outlook for FY 2009. To access the call, enter the Toll Brothers website, then click on the Investor Relations page, and select “Conference Calls”. Participants are encouraged to log on at least fifteen minutes prior to the start of the presentation to register and download any necessary software. The call can be heard live with an on-line replay which will follow and continue through January 31, 2009.

Toll Brothers, Inc. is the nation’s leading builder of luxury homes. The Company began business in 1967 and became a public company in 1986. Its common stock is listed on the New York Stock Exchange under the symbol “TOL”. The Company serves move-up, empty-nester, active-adult and second-home home buyers and operates in 21 states: Arizona, California, Colorado, Connecticut, Delaware, Florida, Georgia, Illinois, Maryland, Massachusetts, Michigan, Minnesota, Nevada, New Jersey, New York, North Carolina, Pennsylvania, South Carolina, Texas, Virginia and West Virginia.

Toll Brothers builds luxury single-family detached and attached home communities, master planned luxury residential resort-style golf communities and urban low-, mid- and high-rise communities, principally on land it develops and improves. The Company operates its own architectural, engineering, mortgage, title, land development and land sale, golf course development and management and landscape subsidiaries. The Company also operates its own lumber distribution, and house component assembly and manufacturing operations.

Toll Brothers, a FORTUNE 500 Company, is the only publicly traded national home building company to have won all three of the industry’s highest honors: America’s Best Builder from the National Association of Home Builders, the National Housing Quality Award, and Builder of the Year. Toll Brothers proudly supports the communities in which it builds; among other philanthropic pursuits, the Company sponsors the Toll Brothers — Metropolitan Opera International Radio Network, bringing opera to neighborhoods throughout the world. For more information, visit tollbrothers.com.

Certain information included herein and in other Company reports, SEC filings, verbal or written statements and presentations is forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to: information related to anticipated operating results; financial resources; changes in revenues; changes in profitability; changes in margins; changes in accounting treatment; interest expense; inventory write-downs; effects of home buyer cancellations; growth and expansion; anticipated income to be realized from our investments in unconsolidated entities; the ability to acquire land; the ability to gain approvals and to open new communities; the ability to sell homes and properties; the ability to deliver homes from backlog; the ability to secure materials and subcontractors; the ability to produce the liquidity and capital necessary to expand and take advantage of opportunities in the future; industry trends; and stock market valuations. Such forward-looking information involves important risks and uncertainties that could significantly affect actual results and cause them to differ materially from expectations expressed herein and in other Company reports, SEC filings, statements and presentations. These risks and uncertainties include: local, regional, national and international economic conditions, including the current economic turmoil and uncertainties in the U.S. and global credit and financial markets; demand for homes; domestic and international political events; uncertainties created by terrorist attacks; effects of governmental regulation, including effects from the Emergency Economic Stabilization Act; the competitive environment in which the Company operates; changes in consumer confidence; volatility and fluctuations in interest rates; unemployment rates; changes in home prices, foreclosure rates and sales activity in the markets where the Company builds homes; the availability and cost of land for future growth; excess inventory and adverse market conditions that could result in substantial inventory write-downs; the availability of capital; uncertainties, fluctuations and volatility in the capital and securities markets; liquidity in the credit markets; changes in tax laws and their interpretation; legal proceedings; the availability of adequate insurance at reasonable cost; the ability of customers to obtain adequate and affordable financing for the purchase of homes; the ability of home buyers to sell their existing homes; the ability of the participants in our various joint ventures to honor their commitments; the availability and cost of labor and building and construction materials; the cost of oil, gas and other raw materials; construction delays; and weather conditions.

*more*

TOLL BROTHERS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)

	October 31,			October 31,
	2008			2007
	(Unaudited)
ASSETS
Cash and cash equivalents	$	1,633,495		$	900,337
Inventory		4,127,475			5,572,655
Property, construction and office equipment, net		86,462			84,265
Receivables, prepaid expenses and other assets		113,762			135,910
Contracts receivable		—			46,525
Mortgage loans receivable		49,255			93,189
Customer deposits held in escrow		18,913			34,367
Investments in and advances to unconsolidated entities		151,771			183,171
Deferred tax assets, net		405,703			169,897
	$	6,586,836		$	7,220,316
LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:
Loans payable	$	613,594		$	696,814
Senior notes		1,143,445			1,142,306
Senior subordinated notes		343,000			350,000
Mortgage company warehouse loan		37,867			76,730
Customer deposits		135,591			260,155
Accounts payable		134,843			236,877
Accrued expenses		738,596			724,229
Income taxes payable		202,247			197,960
Total liabilities		3,349,183			3,685,071
Minority interest		—			8,011
Stockholders’ equity:
Preferred stock, none issued
Common stock		1,604			1,570
Additional paid-in capital		282,090			227,561
Retained earnings		2,953,655			3,298,925
Treasury stock		(21	)		(425	)
Accumulated other comprehensive income (loss)		325			(397	)
Total stockholders’ equity		3,237,653			3,527,234
	$	6,586,836		$	7,220,316

*more*

TOLL BROTHERS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Amount in thousands, except per share data)
(unaudited)

	Twelve Months Ended						Three Months Ended
	October 31,						October 31,
	2008			2007			2008			2007
Revenues:
Completed Contract	$	3,106,293		$	4,495,600		$	688,378		$	1,138,705
Percentage of completion		41,873			139,493			2,751			28,603
Land Sales		10,047			11,886			7,772			2,032
		3,158,213			4,646,979			698,901			1,169,340
Cost of revenues:
Completed contract		2,995,718			3,905,907			645,646			1,094,508
Percentage of completion		36,221			108,954			4,058			21,414
Land sales		4,818			8,069			2,908			1,628
Interest		88,861			102,447			21,567			26,189
		3,125,618			4,125,377			674,179			1,143,739
Selling, general and administrative		429,894			516,729			96,767			120,466
Goodwill impairment		3,233			8,973			3,233
(Loss) from operations		(400,532	)		(4,100	)		(75,278	)		(94,865	)
Other
(Loss) from unconsolidated entities		(186,393	)		(40,353	)		(50,637	)		(55,728	)
Interest and other		120,138			115,133			19,889			29,534
(Loss) income before income taxes		(466,787	)		70,680			(106,026	)		(121,059	)
Income tax (benefit) provision		(168,977	)		35,029			(27,205	)		(39,218	)
Net (loss) income	$	(297,810	)	$	35,651		$	(78,821	)	$	(81,841	)
(Loss) earnings per share:
Basic	$	(1.88	)	$	0.23		$	(0.49	)	$	(0.52	)
Diluted	$	(1.88	)	$	0.22		$	(0.49	)	$	(0.52	)
Weighted average number of shares:
Basic		158,730			155,318			159,725			156,787
Diluted		158,730			164,166			159,725			156,787

*more*

TOLL BROTHERS, INC. AND SUBSIDIARIES
SUPPLEMENTAL DATA
(Amounts in thousands)
(unaudited)

	Twelve Months Ended				Three Months Ended
	October 31,				October 31,
	2008		2007		2008		2007
Additional information:
Depreciation and amortization	$	29,002	$	31,849	$	6,650	$	7,603
Interest incurred	$	116,340	$	136,758	$	23,135	$	34,056
Interest expense by source of revenues:
Completed contract	$	86,466	$	97,246	$	20,370	$	25,527
Percentage of completion		1,400		4,797		329		540
Land sales		995		404		867		122
	$	88,861	$	102,447	$	21,566	$	26,189
Impairment Charges and write-offs:
Operating communities and land owned	$	543,525	$	581,596	$	106,170	$	242,856
Land options and predevelopment costs		101,466		37,920		12,092		12,755
Investments in unconsolidated entities		200,652		59,242		54,401		59,242
Goodwill		3,233		8,973		3,233		—
	$	848,876	$	687,731	$	175,896	$	314,853

*more*

Toll Brothers operates in four geographic segments:

North:	Connecticut, Illinois, Massachusetts, Michigan, Minnesota, New Jersey, New York and Rhode Island
Mid-Atlantic:	Delaware, Maryland, Pennsylvania, Virginia and West Virginia
South:	Florida, Georgia (2008 only), North Carolina, South Carolina and Texas
West:	Arizona, California, Colorado and Nevada

	Three Months Ended					Three Months Ended
	October 31,					October 31,
	Units					$ (Millions)
	2008		2007			2008		2007
HOME BUILDING REVENUES
COMPLETED CONTRACT COMMUNITIES (1)
North		359		432		$	235.9	$	313.4
Mid-Atlantic		349		516			210.3		325.5
South		227		345			122.0		187.2
West		144		357			120.2		312.6
Total		1,079		1,650		$	688.4	$	1,138.7
PERCENTAGE OF COMPLETION(2)
North						$	2.6	$	18.7
South							0.1		9.9
Total		—		—		$	2.7	$	28.6
TOTAL
North		359		432		$	238.5	$	332.1
Mid-Atlantic		349		516			210.3		325.5
South		227		345			122.1		197.1
West		144		357			120.2		312.6
Total consolidated		1,079		1,650		$	691.1	$	1,167.3
CONTRACTS
COMPLETED CONTRACT COMMUNITIES (1)
North		159		249		$	64.1	$	159.2
Mid-Atlantic		183		291			95.7		174.2
South		110		113			50.4		55.7
West		87		17			56.5		(15.5	)
Total		539		670		$	266.7	$	373.6
PERCENTAGE OF COMPLETION
North		—		(13	)	$	—	$	(7.4	)
South				(1	)				(0.9	)
Total		—		(14	)	$	—	$	(8.3	)
TOTAL
North		159		236		$	64.1	$	151.8
Mid-Atlantic		183		291			95.7		174.2
South		110		112			50.4		54.8
West		87		17			56.5		(15.5	)
Total consolidated		539		656		$	266.7	$	365.3

*more*

	At October 31,				At October 31
	Units				$ (Millions)
	2008		2007		2008		2007
BACKLOG
COMPLETED CONTRACT COMMUNITIES(1)
North		870		1,431	$	562.5	$	1,051.0
Mid-Atlantic		558		973		362.3		676.7
South		354		789		205.1		428.9
West		264		674		195.6		667.6
Total		2,046		3,867	$	1,325.5	$	2,824.2
PERCENTAGE OF COMPLETION
North				66			$	38.7
South				17				46.7
Less revenue recognized on units remaining in backlog								(55.2	)
Total				83			$	30.2
TOTAL
North		870		1,497	$	562.5	$	1,089.7
Mid-Atlantic		558		973		362.3		676.7
South		354		806		205.1		475.6
West		264		674		195.6		667.6
Less revenue recognized on units remaining in backlog						—		(55.2	)
Total consolidated		2,046		3,950	$	1,325.5	$	2,854.4

*more*

	Twelve Months Ended					Twelve Months Ended
	October 31,					October 31,
	Units					$ (Millions)
	2008			2007		2008			2007
HOME BUILDING REVENUES
COMPLETED CONTRACT COMMUNITIES (1)
North		1,300			1,467	$	894.4		$	993.1
Mid-Atlantic		1,443			2,137		878.6			1,338.4
South		1,095			1,631		556.2			922.3
West		905			1,452		777.1			1,241.8
Total		4,743			6,687	$	3,106.3		$	4,495.6
PERCENTAGE OF COMPLETION(2)
North						$	37.5		$	91.0
South							4.4			48.5
Total		—			—	$	41.9		$	139.5
TOTAL
North		1,300			1,467	$	931.9		$	1,084.1
Mid-Atlantic		1,443			2,137		878.6			1,338.4
South		1,095			1,631		560.6			970.8
West		905			1,452		777.1			1,241.8
Total consolidated		4,743			6,687	$	3,148.2		$	4,635.1
CONTRACTS
COMPLETED CONTRACT COMMUNITIES(1)
North		739			1,458	$	406.0		$	1,007.4
Mid-Atlantic		1,028			1,505		564.2			950.4
South		660			829		332.3			454.9
West		495			621		305.1			573.0
Total		2,922			4,413	$	1,607.6		$	2,985.7
PERCENTAGE OF COMPLETION
North		8			27	$	6.8		$	22.0
South		(3	)				(6.2	)		2.4
Total		5			27	$	0.6		$	24.4
TOTAL
North		747			1,485	$	412.8		$	1,029.4
Mid-Atlantic		1,028			1,505		564.2			950.4
South		657			829		326.1			457.3
West		495			621		305.1			573.0
Total consolidated		2,927			4,440	$	1,608.2		$	3,010.1

*more*

⁽¹⁾ Completed contract communities’ revenues, contracts and backlog include certain projects that have extended sales and construction cycles. Information related to these projects’ revenues recognized and contracts signed in the three-month and twelve-month periods ended October 31, 2008 and 2007, and the backlog of undelivered homes at October 31, 2008 and 2007 are provided below:

Contracts — Three Months Ended October 31,

	2008			2007			2008			2007
	Units			Units			$(Mill)			$(Mill)
North		(39	)		28		$	(39.7	)	$	25.9
Mid-Atlantic		(1	)		2			(0.4	)		1.3
West		(1	)		(6	)		(1.2	)		(4.4	)
Total		(41	)		24		$	(41.3	)	$	22.8

Contracts – Twelve Months Ended October 31,

	2008			2007			2008			2007
	Units			Units			$(Mill)			$(Mill)
North		(8	)		329		$	(1.8	)	$	325.4
Mid-Atlantic		(1	)		14			0.1			6.4
West		(36	)		(6	)		(21.2	)		(4.0	)
Total		(45	)		337		$	(22.9	)	$	327.8

Revenues – Three Months Ended October 31,

	2008		2007		2008		2007
	Units		Units		$(Mill)		$(Mill)
North		89		52	$	80.4	$	70.3
Mid-Atlantic		8				3.3
West		1				2.3
Total		98		52	$	86.0	$	70.3

Revenues — Twelve Months Ended October 31,

	2008		2007		2008		2007
	Units		Units		$(Mill)		$(Mill)
North		311		52	$	288.3	$	70.3
Mid-Atlantic		62				25.9
West		13				9.3
Total		386		52	$	323.5	$	70.3

*more*

Backlog at October 31,

	2008		2007		2008		2007
	Units		Units		$(Mill)		$(Mill)
North		214		533	$	208.8	$	499.0
Mid-Atlantic		9		72		4.2		30.0
West				20				14.2
Total		223		625	$	213.0		543.2

⁽²⁾ Percentage of Completion deliveries in the three-month and twelve-month periods ended October 31, 2008 and 2007 are provided below:

Deliveries for the three-month period ended October 31,

	2008		2007		2008		2007
	Units		Units		$(MILL)		$(MILL)
North		5		53	$	4.6	$	30.2
South		1				2.8
Total		6		53	$	7.4	$	30.2

Deliveries for the twelve-month period ended October 31,

	2008		2007		2008		2007
	Units		Units		$(MILL)		$(MILL)
North		74		277	$	45.6	$	193.7
South		14		59		40.5		69.6
Total		88		336	$	86.1	$	263.3

Unconsolidated entities:

The Company has investments and advances to several entities that are accounted for using the equity method of accounting. Information on revenues, contracts signed and backlog are provided below:

	2008		2007		2008		2007
	Units		Units		$(Mill)		$(Mill)
Three months ended October 31,
Contracts		13		28	$	9.5	$	20.0
Revenue		55		10	$	42.7	$	9.1
Twelve months ended October 31,
Contracts		69		159	$	52.6	$	117.4
Revenue		142		76	$	104.7	$	56.1
Backlog at October 31,		35		108	$	27.2	$	79.3