8-K

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): October 28, 2003

Toll Brothers, Inc.

(Exact Name of Registrant as Specified in Charter)

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

3103 Philmont Avenue, Huntingdon Valley, PA	19006
(Address of Principal Executive Offices)	(Zip Code)

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

Item   5. OTHER EVENTS

     On October 28, 2003, Toll Brothers, Inc. issued a press release announcing the acquisition of, for an undisclosed amount of cash, substantially all of the assets of The Manhattan Building Company, a privately owned urban in-fill developer based in Northern New Jersey. A copy of the release is attached hereto as Exhibit 99.1 to this report.

Item   7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

(c)   Exhibits.

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

Exhibit No. Item

99.1 Press release of Toll Brothers, Inc. dated October 28, 2003 announcing the acquisition of substantially all of the assets of The Manhattan Building Company.

 

* 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: October 28, 2003	By: Joseph R. Sicree
	Joseph R. Sicree
	Vice President, Chief
	Accounting Officer

EX-99

EXHIBIT 99.1

FOR IMMEDIATE RELEASE                CONTACT: Frederick N. Cooper (215) 938-8312
October 28, 2003                                     fcooper@tollbrothersinc.com
                                                 Joseph R. Sicree (215) 938-8045
                                                     jsicree@tollbrothersinc.com


                TOLL BROTHERS ACQUIRES URBAN IN-FILL DEVELOPER -
          THE MANHATTAN BUILDING COMPANY - BASED IN NORTHERN NEW JERSEY

Huntingdon Valley, PA, October 28, 2003 -- Toll Brothers, Inc., (NYSE: TOL)
(www.tollbrothers.com), the nation's leading builder of luxury homes, today
announced the expansion of its urban development operations with the acquisition
of substantially all of the assets of The Manhattan Building Company ("MBC") and
its affiliated design operations. The purchase price was not disclosed. The
Manhattan Building Company has specialized in the development and redevelopment
of urban in-fill locations in Hoboken and Jersey City during the past two
decades. This acquisition will expand Toll Brothers' position in the New Jersey
luxury residential market by broadening its offerings to include mid- and
high-rise residences along northern New Jersey's affluent waterfront, known as
the Gold Coast, across from Manhattan.

Robert I. Toll, chairman and chief executive officer of Toll Brothers, Inc.
stated: "We are thrilled to have the Manhattan Building Company join the Toll
family. Sanford Weiss, Joe Caulfield, Dennis Devino and their associates provide
us with great expertise in urban mid- and high-rise projects in some of the
nation's most complex and lucrative markets."

"We see great demand from affluent buyers for dramatic residences in exciting
urban locations. The resurgence of American cities, fueled by population growth,
increasing affluence and the appeal of bright city lights, is a catalyst. Many
maturing baby boomers are also choosing city living rather than relocation to
Sun Belt regions as they enter a new stage in their lifestyles."

"Cities are where pro-growth sentiment, supportive government policies and
positive local efforts lead to the type of innovative development in which MBC
specializes. We view the urban development market as one with tremendous
opportunity in the 21st century."

Sanford Weiss, president of the Manhattan Building Company, stated "Toll
Brothers and MBC will make a powerful team. Toll's resources will enable us to
expand more rapidly than we otherwise could. Toll's strong brand name
reputation, which is very well-known in the New Jersey luxury single-family
market, will naturally spill over into the luxury mid- and high-rise urban
development niche."

Since its inception, MBC, which is headquartered in Hoboken, New Jersey, has
developed more than 800 residential units totaling over $180 million. MBC is
currently building in a joint venture, The Sky Club, a 326-unit, 17-story
two-tower structure under construction in Hoboken, New Jersey. Toll Brothers
expects to account for its results from the Sky Club under the equity method.

                                     *more*




MBC also is in the planning stages on several additional high-rise and mid-rise
opportunities including The Cliffs, a 124-unit, 5-story historic rehabilitation
condominium project in Jersey City on the Hoboken border and The Grove, a
230-unit, 12-story condominium also in Jersey City on the Hoboken border. Toll
Brothers and MBC are actively pursuing other development opportunities in the
market.

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 and the Pacific 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, Illinois, Massachusetts, Maryland, Michigan,
Nevada, New Hampshire, New Jersey, New York, North Carolina, Ohio, Pennsylvania,
Rhode Island, South Carolina, Texas, and Virginia.

Toll Brothers builds luxury single-family and attached home communities and
master-planned luxury multi-product residential golf course 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, home security, landscape, cable T.V. and
broadband Internet delivery subsidiaries. The Company also operates its own
lumber distribution, and house component assembly and manufacturing operations.

Toll Brothers 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. For more information visit www.tollbrothers.com.

        Certain information included herein and in other Company reports, SEC
        filings, statements and presentations is forward-looking within the
        meaning of the Private Securities Litigation Reform Act of 1995,
        including, but not limited to, statements concerning anticipated
        operating results, financial resources, changes in revenues, changes in
        profitability, interest expense, growth and expansion, anticipated
        income from joint ventures and the Toll Brothers Realty Trusts Group,
        the ability to acquire land, the ability to secure governmental
        approvals and the ability to open new communities, the ability to sell
        homes and properties, the ability to deliver homes from backlog, the
        average delivered price of homes, the ability to secure materials and
        subcontractors, the ability to maintain the liquidity and capital
        necessary to expand and take advantage of future opportunities, 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 and
        national economic conditions, the demand for homes, domestic and
        international political events, uncertainties created by terrorist
        attacks, the effects of governmental regulation, the competitive
        environment in which the Company operates, fluctuations in interest
        rates, changes in home prices, the availability and cost of land for
        future growth, the availability of capital, uncertainties and
        fluctuations in capital and securities markets, changes in tax laws and
        their interpretation, legal proceedings, construction defect and home
        warranty claims and the availability of adequate insurance at reasonable
        cost, the ability of customers to finance the purchase of homes, the
        availability and cost of labor and materials, and weather conditions.

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