8-K

UNITED STATES
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): April 29, 2011

D.R. Horton, Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-14122	75-2386963
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

301 Commerce Street, Suite 500, Fort Worth, Texas 76102
(Address of principal executive offices)

Registrant’s telephone number, including area code: (817) 390-8200

Not Applicable
(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 April 29, 2011, D.R. Horton, Inc. issued a press release announcing its results and related information for its second quarter ended March 31, 2011 and declaring its quarterly dividend. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference in its entirety into this Item 2.02.

     The information furnished in this Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibit

99.1 Press Release dated April 29, 2011 related to the Company’s results and related information for the second quarter ended March 31, 2011 and declaring its quarterly dividend.

2

SIGNATURE

     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.

	D. R. Horton, Inc.
Date: April 29, 2011	By:	/s/ Bill W. Wheat
		Bill W. Wheat
		Executive Vice President and Chief Financial Officer

3

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press Release dated April 29, 2011

EX-99.1

Exhibit 99.1

Jessica Hansen, Director of IR
301 Commerce Street, Ste. 500, Fort Worth, Texas 76102

817-390-8200
April 29, 2011

D.R. HORTON, INC., AMERICA’S BUILDER, REPORTS FISCAL 2011 SECOND QUARTER RESULTS AND DECLARES QUARTERLY DIVIDEND

     FORT WORTH, TEXAS — D.R. Horton, Inc. (NYSE:DHI), America’s Builder, today reported net income for its second fiscal quarter ended March 31, 2011 of $27.8 million, or $0.09 per diluted share, which included a non-cash tax benefit of $59.2 million. The quarterly results also included $14.3 million in pre-tax charges to cost of sales for inventory impairments and land option cost write-offs. Net income for the same quarter of fiscal 2010 was $11.4 million, or $0.04 per diluted share. Homebuilding revenue for the second quarter of fiscal 2011 totaled $733.1 million, compared to $896.8 million in the same quarter of fiscal 2010. Homes closed in the quarter totaled 3,516 homes, compared to 4,260 homes in the same quarter of fiscal 2010.

     For the six months ended March 31, 2011, the Company reported net income of $7.4 million, or $0.02 per diluted share. The six-month results included $22.7 million in pre-tax charges to cost of sales for inventory impairments and land option cost write-offs. Net income for the same period of fiscal 2010 was $203.4 million, or $0.61 per diluted share, which included a tax benefit of $148.6 million. Homebuilding revenue for the six months ended March 31, 2011 totaled $1.5 billion, compared to $2.0 billion in the same period of fiscal 2010. Homes closed in the six-month period totaled 7,153 homes, compared to 9,789 homes in the same period of fiscal 2010.

     Net sales orders for the second quarter ended March 31, 2011 totaled 4,943 homes ($1.0 billion), compared to 6,438 homes ($1.3 billion) in the same quarter of fiscal 2010. The Company’s cancellation rate (cancelled sales orders divided by gross sales orders) for the second quarter of fiscal 2011 was 25%. Net sales orders for the first six months of fiscal 2011 totaled 8,306 homes ($1.7 billion), compared to 10,475 homes ($2.2 billion) in the same period of fiscal 2010. The Company’s sales order backlog of homes under contract at March 31, 2011 was 5,281 homes ($1.1 billion), compared to 6,314 homes ($1.3 billion) at March 31, 2010.

     The Company’s homebuilding cash and marketable securities at March 31, 2011 totaled $1.4 billion and homebuilding notes payable totaled $2.0 billion. In the second quarter, the Company repurchased a total of $64.7 million principal amount of its outstanding senior notes for a total purchase price of $67.2 million, plus accrued interest. Subsequent to quarter end, the Company repaid at maturity the remaining $70.1 million principal amount of its 6% senior notes. As previously announced, the Company redeemed the remaining $112.3 million principal amount of its 5.375% senior notes due 2012, which will result in a loss on early retirement of debt of $6.3 million in its third fiscal quarter.

     The Company has declared a quarterly cash dividend of $0.0375 per share. The dividend is payable on May 24, 2011 to stockholders of record on May 12, 2011.

     Donald R. Horton, Chairman of the Board, said, “Our sequential increases in net sales orders and backlog of 47% and 37%, respectively, reflect traditional seasonal demand. We increased our homes in inventory by 1,400 during the quarter to support the increased demand for new homes in the spring selling season. Our backlog of 5,281 homes at March 31^st is higher than our backlog at the beginning of the fiscal year, and we expect our closings and pre-tax profitability to be higher in the second half of fiscal 2011 than in the first half. Our balance sheet remains strong with homebuilding cash and marketable securities of $1.4 billion and net homebuilding leverage of 18.7%.

     “Market conditions in the homebuilding industry are still challenging, with high foreclosures, significant existing home inventory, high unemployment, tight mortgage lending standards and weak consumer confidence. However, housing affordability remains near record highs, interest rates are favorable and new home inventory is still very low. We continue to focus on providing affordable homes for the first-time buyer while having product available for move-up buyers, further adjusting our SG&A cost structure relative to our current sales pace, controlling our construction costs and contracting for new communities with attractively priced lots while maintaining our strong balance sheet.”

     The Company will host a conference call today (Friday, April 29th) at 10:00 a.m. Eastern time. The dial-in number is 877-407-8033, and the call will also be webcast from the Company’s website at www.drhorton.com on the “Investors” page.

     D.R. Horton, Inc., America’s Builder, is the largest homebuilder in the United States, based on its 18,239 homes closed in the twelve-month period ended March 31, 2011. Founded in 1978 in Fort Worth, Texas, D.R. Horton has operations in 72 markets in 26 states in the East, Midwest, Southeast, South Central, Southwest and West regions of the United States. The Company is engaged in the construction and sale of high quality homes with sales prices ranging from $90,000 to over $700,000. D.R. Horton also provides mortgage financing and title services for homebuyers through its mortgage and title subsidiaries.

     Portions of this document may constitute “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995. Although D.R. Horton believes any such statements are based on reasonable assumptions, there is no assurance that actual outcomes will not be materially different. All forward-looking statements are based upon information available to D.R. Horton on the date this release was issued. D.R. Horton does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Forward-looking statements in this release include our expectation that closings and pre-tax profitability will be higher in the second half of fiscal 2011 than in the first half. The forward-looking statements also include our continued focus on providing affordable homes for the first-time buyer, having product available for move-up buyers, further adjusting our SG&A cost structure relative to our current sales pace, controlling our construction costs, contracting for new communities with attractively priced lots and maintaining our strong balance sheet. Factors that may cause the actual results to be materially different from the future results expressed by the forward-looking statements include, but are not limited to: the continuing downturn in the homebuilding industry, including further deterioration in industry or broader economic conditions; the continuing constriction of the credit markets, which could limit our ability to access capital and increase our costs of capital; the reduction in availability of mortgage financing, increases in mortgage interest rates and the effects of government programs; the limited success of our strategies in responding to adverse conditions in the industry; the impact of an inflationary or deflationary environment; changes in general economic, real estate and other business conditions; the risks associated with our inventory ownership position in changing market conditions; supply risks for land, materials and labor; changes in the costs of owning a home; the effects of governmental regulations and environmental matters on our homebuilding operations; the effects of governmental regulation on our financial services operations; the uncertainties inherent in home warranty and construction

defect claims matters; our substantial debt and our ability to comply with related debt covenants, restrictions and limitations; competitive conditions within our industry; our ability to effect any future growth strategies successfully; our ability to realize our deferred income tax asset; and our ability to utilize our tax losses, which could be substantially limited if we experienced an ownership change as defined in the Internal Revenue Code. Additional information about issues that could lead to material changes in performance is contained in D.R. Horton’s annual report on Form 10-K, and our most recent quarterly report on Form 10-Q, both which are filed with the Securities and Exchange Commission.

WEBSITE ADDRESS: www.drhorton.com

D.R. HORTON, INC.
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)

	March 31,			September 30,
	2011			2010
	(In millions)
ASSETS
Homebuilding:
Cash and cash equivalents	$	1,064.8		$	1,282.6
Marketable securities, available-for-sale		292.1			297.7
Restricted cash		45.0			53.7
Inventories:
Construction in progress and finished homes		1,329.0			1,286.0
Residential land and lots — developed and under development		1,383.7			1,406.1
Land held for development		761.3			749.3
Land inventory not owned		—			7.6
		3,474.0			3,449.0
Income taxes receivable		14.0			16.0
Deferred income taxes, net of valuation allowance of $856.4 million and $902.6 million at March 31, 2011 and September 30, 2010, respectively		—			—
Property and equipment, net		59.2			60.5
Other assets		386.5			434.8
Goodwill		15.9			15.9
		5,351.5			5,610.2
Financial Services:
Cash and cash equivalents		16.3			26.7
Mortgage loans held for sale		206.5			253.8
Other assets		47.0			47.9
		269.8			328.4
	$	5,621.3		$	5,938.6
LIABILITIES
Homebuilding:
Accounts payable	$	154.1		$	135.1
Accrued expenses and other liabilities		820.6			957.2
Notes payable		1,959.4			2,085.3
		2,934.1			3,177.6
Financial Services:
Accounts payable and other liabilities		31.9			51.6
Mortgage repurchase facility		44.9			86.5
		76.8			138.1
		3,010.9			3,315.7
EQUITY
Common stock		3.2			3.2
Additional paid-in capital		1,906.9			1,894.8
Retained earnings		794.0			810.6
Treasury stock, at cost		(95.7	)		(95.7	)
Accumulated other comprehensive income		—			0.3
		2,608.4			2,613.2
Noncontrolling interests		2.0			9.7
		2,610.4			2,622.9
	$	5,621.3		$	5,938.6

D.R. HORTON, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)

	Three months ended						Six months ended
	March 31,						March 31,
	2011			2010			2011			2010
	(In millions, except per share data)
Homebuilding:
Revenues:
Home sales	$	733.0		$	894.8		$	1,494.1		$	2,003.0
Land/lot sales		0.1			2.0			6.0			2.7
		733.1			896.8			1,500.1			2,005.7
Cost of sales:
Home sales		613.9			733.7			1,256.4			1,652.5
Land/lot sales		0.1			1.5			6.0			2.1
Inventory impairments and land option cost write-offs		14.3			2.4			22.7			3.6
		628.3			737.6			1,285.1			1,658.2
Gross profit:
Home sales		119.1			161.1			237.7			350.5
Land/lot sales		—			0.5			—			0.6
Inventory impairments and land option cost write-offs		(14.3	)		(2.4	)		(22.7	)		(3.6	)
		104.8			159.2			215.0			347.5
Selling, general and administrative expense		123.2			129.0			242.0			257.7
Interest expense		14.7			22.7			31.0			49.6
Loss (gain) on early retirement of debt, net		2.7			—			4.2			(1.6	)
Other (income)		(3.4	)		(3.6	)		(5.6	)		(5.4	)
Operating income (loss) from Homebuilding		(32.4	)		11.1			(56.6	)		47.2
Financial Services:
Revenues, net of recourse and reinsurance expense		18.0			16.7			39.2			39.9
General and administrative expense		18.2			17.4			37.1			36.0
Interest expense		0.1			0.2			0.4			0.7
Interest and other (income)		(1.9	)		(1.9	)		(4.2	)		(4.4	)
Operating income from Financial Services		1.6			1.0			5.9			7.6
Income (loss) before income taxes		(30.8	)		12.1			(50.7	)		54.8
(Benefit from) provision for income taxes		(58.6	)		0.7			(58.1	)		(148.6	)
Net income	$	27.8		$	11.4		$	7.4		$	203.4
Basic:
Net income per share	$	0.09		$	0.04		$	0.02		$	0.64
Weighted average number of common shares		319.3			318.1			319.2			317.9
Diluted:
Net income per share	$	0.09		$	0.04		$	0.02		$	0.61
Numerator for diluted income per share after assumed conversions	$	27.8		$	11.4		$	7.4		$	218.2
Adjusted weighted average number of common shares		319.9			319.0			319.5			356.7
Other Consolidated Financial Data:
Interest amortized to home and land/lot cost of sales	$	19.5		$	25.7		$	40.4		$	57.4
Depreciation	$	5.0		$	4.1		$	9.9		$	9.3
Interest incurred	$	34.0		$	45.9		$	69.6		$	96.3

D.R. HORTON, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)

	Six Months Ended
	March 31, 2011
	(In millions)
Operating Activities
Net income	$	7.4
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation		9.9
Amortization of discounts and fees		18.1
Stock based compensation expense		6.6
Loss on early retirement of debt, net		4.2
Gain on sale of marketable securities		(0.1	)
Inventory impairments and land option cost write-offs		22.7
Changes in operating assets and liabilities:
Increase in construction in progress and finished homes		(48.3	)
Increase in residential land and lots — developed, under development, and held for development		(4.6	)
Decrease in other assets		47.0
Decrease in income taxes receivable		2.0
Decrease in mortgage loans held for sale		47.3
Decrease in accounts payable, accrued expenses and other liabilities		(133.3	)
Net cash used in operating activities		(21.1	)
Investing Activities
Purchases of property and equipment		(8.2	)
Purchases of marketable securities		(185.9	)
Proceeds from the sale or maturity of marketable securities		187.7
Decrease in restricted cash		8.7
Net cash provided by investing activities		2.3
Financing Activities
Repayment of notes payable		(186.6	)
Proceeds from stock associated with certain employee benefit plans		1.2
Cash dividends paid		(24.0	)
Net cash used in financing activities		(209.4	)
Decrease in Cash and Cash Equivalents		(228.2	)
Cash and cash equivalents at beginning of period		1,309.3
Cash and cash equivalents at end of period	$	1,081.1

D.R. HORTON, INC.

($’s in millions)

NET SALES ORDERS

	Three Months Ended March 31,								Six Months Ended March 31,
	2011				2010				2011				2010
	Homes		Value		Homes		Value		Homes		Value		Homes		Value
East		603	$	135.4		673	$	155.8		1,003	$	223.4		1,070	$	253.0
Midwest		269		68.0		336		96.2		455		119.2		571		161.9
Southeast		1,143		216.2		1,300		239.4		1,912		365.0		2,115		393.0
South Central		1,843		318.3		2,556		442.1		3,005		523.0		4,051		701.3
Southwest		349		64.3		579		100.8		604		111.7		985		172.8
West		736		224.7		994		283.3		1,327		390.3		1,683		485.7
		4,943	$	1,026.9		6,438	$	1,317.6		8,306	$	1,732.6		10,475	$	2,167.7

HOMES CLOSED

	Three Months Ended March 31,								Six Months Ended March 31,
	2011				2010				2011				2010
	Homes		Value		Homes		Value		Homes		Value		Homes		Value
East		428	$	93.5		422	$	103.9		867	$	194.3		978	$	231.1
Midwest		209		54.9		249		71.1		424		112.7		590		159.7
Southeast		714		141.7		791		144.0		1,461		285.5		1,811		325.9
South Central		1,323		228.1		1,668		287.0		2,626		457.0		3,808		648.6
Southwest		274		50.0		364		67.8		586		108.1		897		159.2
West		568		164.8		766		221.0		1,189		336.5		1,705		478.5
		3,516	$	733.0		4,260	$	894.8		7,153	$	1,494.1		9,789	$	2,003.0

SALES ORDER BACKLOG

	As of March 31,
	2011				2010
	Homes		Value		Homes		Value
East		608	$	132.6		651	$	148.5
Midwest		278		76.6		370		107.2
Southeast		1,263		242.0		1,273		246.2
South Central		2,070		363.2		2,605		455.2
Southwest		423		75.5		580		100.0
West		639		199.4		835		249.8
		5,281	$	1,089.3		6,314	$	1,306.9