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): July 28, 2011

D.R. Horton, Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-14122	75-2386963
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer 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 July 28, 2011, D.R. Horton, Inc. issued a press release announcing its results and related information for its third quarter ended June 30, 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 July 28, 2011 related to the Company’s results and related information for the third quarter ended June 30, 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: July 28, 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 July 28, 2011

EX-99.1

Exhibit 99.1

          Jessica Hansen, Director of Investor Relations

301 Commerce Street, Ste. 500, Fort Worth, Texas 76102
817-390-8200
July 28, 2011

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

     FORT WORTH, TEXAS — D.R. Horton, Inc. (NYSE:DHI), America’s Builder, today reported net income for its third fiscal quarter ended June 30, 2011 of $28.7 million, or $0.09 per diluted share. The quarterly results included $9.9 million in pre-tax charges to cost of sales for inventory impairments and land option cost write-offs and a $6.5 million loss on early retirement of debt. Net income for the same quarter of fiscal 2010 was $50.5 million, or $0.16 per diluted share. Homebuilding revenue for the third quarter of fiscal 2011 totaled $975.4 million, compared to $1.4 billion in the same quarter of fiscal 2010. Homes closed in the quarter totaled 4,555 homes, compared to 6,805 homes in the same quarter of fiscal 2010.

     For the nine months ended June 30, 2011, the Company reported net income of $36.0 million, or $0.11 per diluted share, which included a tax benefit of $57.8 million. The nine-month results also included $32.6 million in pre-tax charges to cost of sales for inventory impairments and land option cost write-offs and a $10.7 million loss on early retirement of debt. Net income for the same period of fiscal 2010 was $253.9 million, or $0.78 per diluted share, which included a tax benefit of $152.7 million. Homebuilding revenue for the nine months ended June 30, 2011 totaled $2.5 billion, compared to $3.4 billion in the same period of fiscal 2010. Homes closed in the nine-month period totaled 11,708, compared to 16,594 homes in the same period of fiscal 2010.

     Net sales orders for the third quarter ended June 30, 2011 totaled 4,874 homes ($1.1 billion), compared to 4,921 homes ($1.0 billion) in the same quarter of fiscal 2010. The Company’s cancellation rate (cancelled sales orders divided by gross sales orders) for the third quarter of fiscal 2011 was 27%. Net sales orders for the first nine months of fiscal 2011 totaled 13,180 homes ($2.8 billion), compared to 15,396 homes ($3.2 billion) in the same period of fiscal 2010. The Company’s sales order backlog of homes under contract at June 30, 2011 was 5,600 homes ($1.2 billion), compared to 4,430 homes ($1.0 billion) at June 30, 2010.

     In the third quarter, the Company repaid at maturity the remaining $70.1 million principal amount of its 6% senior notes and redeemed the remaining $112.3 million principal amount of its 5.375% senior notes due 2012. The Company also repurchased 3,544,838 shares of its common stock during the quarter at a total cost of $38.6 million. The Company ended the quarter with $1.1 billion of homebuilding unrestricted cash and marketable securities and net homebuilding debt to total capital of 19.9%. Net homebuilding debt to total capital consists of homebuilding notes payable net of cash and marketable securities divided by total equity plus homebuilding notes payable net of cash and marketable securities.

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

     Donald R. Horton, Chairman of the Board, said, “We are proud of the results our team achieved this quarter. Sequentially, our homebuilding revenues grew $242 million, home sales gross margins improved by 30 basis points and homebuilding SG&A decreased by approximately $10 million. Additionally, our net sales orders in the June quarter were about flat with the March quarter, reflecting a traditional seasonal demand pattern. Our results for the first nine months of the fiscal year, combined with our backlog of 5,600 homes and our inventory of homes available for sale, have positioned us to be profitable for the full fiscal year.

     “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, which are all contributing to weak housing demand. 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 new homes and communities for both first-time and move-up buyers, controlling our construction costs, SG&A and inventory levels and maintaining our strong balance sheet and liquidity.”

     The Company will host a conference call today (Thursday, July 28th) at 10:00 a.m. Eastern time. The dial-in number is 877-407-8033, and the call will also be webcast from 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 15,989 homes closed in the twelve-month period ended June 30, 2011. Founded in 1978 in Fort Worth, Texas, D.R. Horton has operations in 71 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 our results for the first nine months of the fiscal year, combined with our backlog of 5,600 homes and our inventory of homes available for sale, have positioned us to be profitable for the full fiscal year. The forward-looking statements also include our continued focus on providing new homes and communities for both first-time and move-up buyers, controlling our construction costs, SG&A and inventory levels and maintaining our strong balance sheet and liquidity. 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)

	June 30,			September 30,
	2011			2010
	(In millions)
ASSETS
Homebuilding:
Cash and cash equivalents	$	824.2		$	1,282.6
Marketable securities, available-for-sale		297.1			297.7
Restricted cash		50.4			53.7
Inventories:
Construction in progress and finished homes		1,427.6			1,286.0
Residential land and lots — developed and under development		1,336.3			1,406.1
Land held for development		736.9			749.3
Land inventory not owned		—			7.6
		3,500.8			3,449.0
Income taxes receivable		14.0			16.0
Deferred income taxes, net of valuation allowance of $849.0 million and $902.6 million at June 30, 2011 and September 30, 2010, respectively		—			—
Property and equipment, net		58.9			60.5
Other assets		391.2			434.8
Goodwill		15.9			15.9
		5,152.5			5,610.2
Financial Services:
Cash and cash equivalents		16.8			26.7
Mortgage loans held for sale		286.2			253.8
Other assets		49.3			47.9
		352.3			328.4
	$	5,504.8		$	5,938.6
LIABILITIES
Homebuilding:
Accounts payable	$	181.7		$	135.1
Accrued expenses and other liabilities		812.4			957.2
Notes payable		1,764.1			2,085.3
		2,758.2			3,177.6
Financial Services:
Accounts payable and other liabilities		36.7			51.6
Mortgage repurchase facility		116.3			86.5
		153.0			138.1
		2,911.2			3,315.7
EQUITY
Common stock		3.2			3.2
Additional paid-in capital		1,911.6			1,894.8
Retained earnings		810.7			810.6
Treasury stock, at cost		(134.3	)		(95.7	)
Accumulated other comprehensive income		0.3			0.3
		2,591.5			2,613.2
Noncontrolling interests		2.1			9.7
		2,593.6			2,622.9
	$	5,504.8		$	5,938.6

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

	Three months ended						Nine months ended
	June 30,						June 30,
	2011			2010			2011			2010
	(In millions, except per share data)
Homebuilding:
Revenues:
Home sales	$	974.5		$	1,378.2		$	2,468.6		$	3,381.1
Land/lot sales		0.9			0.1			6.9			2.9
		975.4			1,378.3			2,475.5			3,384.0
Cost of sales:
Home sales		813.5			1,141.1			2,069.9			2,793.5
Land/lot sales		0.7			0.1			6.7			2.2
Inventory impairments and land option cost write-offs		9.9			30.3			32.6			33.9
		824.1			1,171.5			2,109.2			2,829.6
Gross profit:
Home sales		161.0			237.1			398.7			587.6
Land/lot sales		0.2			—			0.2			0.7
Inventory impairments and land option cost write-offs		(9.9	)		(30.3	)		(32.6	)		(33.9	)
		151.3			206.8			366.3			554.4
Selling, general and administrative expense		113.7			143.5			355.8			401.2
Interest expense		10.1			19.6			41.0			69.3
Loss on early retirement of debt, net		6.5			8.3			10.7			6.7
Other (income)		(1.2	)		(2.0	)		(6.8	)		(7.4	)
Operating income (loss) from Homebuilding		22.2			37.4			(34.4	)		84.6
Financial Services:
Revenues, net of recourse and reinsurance expense		23.8			27.8			63.0			67.7
General and administrative expense		19.3			21.2			56.4			57.2
Interest expense		0.3			0.7			0.7			1.4
Interest and other (income)		(2.5	)		(3.0	)		(6.7	)		(7.5	)
Operating income from Financial Services		6.7			8.9			12.6			16.6
Income (loss) before income taxes		28.9			46.3			(21.8	)		101.2
Provision for (benefit from) income taxes		0.2			(4.2	)		(57.8	)		(152.7	)
Net income	$	28.7		$	50.5		$	36.0		$	253.9
Basic:
Net income per share	$	0.09		$	0.16		$	0.11		$	0.80
Weighted average number of common shares		318.7			318.2			319.0			318.0
Diluted:
Net income per share	$	0.09		$	0.16		$	0.11		$	0.78
Numerator for diluted income per share after assumed conversions	$	28.7		$	50.5		$	36.0		$	277.0
Adjusted weighted average number of common shares		319.0			319.1			319.3			356.9
Other Consolidated Financial Data:
Interest amortized to home and land/lot cost of sales	$	25.3		$	38.3		$	65.7		$	95.6
Depreciation	$	5.0		$	4.3		$	14.9		$	13.6
Interest incurred	$	31.7		$	42.0		$	101.3		$	138.3

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

	Nine Months Ended
	June 30, 2011
	(In millions)
Operating Activities
Net income	$	36.0
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation		14.9
Amortization of discounts and fees		27.6
Stock based compensation expense		9.9
Loss on early retirement of debt, net		10.7
Gain on sale of marketable securities		(0.1	)
Inventory impairments and land option cost write-offs		32.6
Changes in operating assets and liabilities:
Increase in construction in progress and finished homes		(148.2	)
Decrease in residential land and lots — developed, under development, and held for development		34.7
Decrease in other assets		39.3
Decrease in income taxes receivable		2.0
Increase in mortgage loans held for sale		(32.4	)
Decrease in accounts payable, accrued expenses and other liabilities		(102.3	)
Net cash used in operating activities		(75.3	)
Investing Activities
Purchases of property and equipment		(12.8	)
Purchases of marketable securities		(259.7	)
Proceeds from the sale or maturity of marketable securities		254.7
Decrease in restricted cash		3.3
Net cash used in investing activities		(14.5	)
Financing Activities
Proceeds from notes payable		29.8
Repayment of notes payable		(336.5	)
Proceeds from stock associated with certain employee benefit plans		2.7
Cash dividends paid		(35.9	)
Purchase of treasury stock		(38.6	)
Net cash used in financing activities		(378.5	)
Decrease in Cash and Cash Equivalents		(468.3	)
Cash and cash equivalents at beginning of period		1,309.3
Cash and cash equivalents at end of period	$	841.0

D.R. HORTON, INC.

($’s in millions)

NET SALES ORDERS

	Three Months Ended June 30,								Nine Months Ended June 30,
	2011				2010				2011				2010
	Homes		Value		Homes		Value		Homes		Value		Homes		Value
East		554	$	133.0		512	$	114.5		1,557	$	356.4		1,582	$	367.5
Midwest		303		83.0		250		71.5		758		202.2		821		233.4
Southeast		1,109		215.9		1,044		196.6		3,021		580.9		3,159		589.6
South Central		1,666		298.8		1,778		310.4		4,671		821.7		5,829		1,011.7
Southwest		328		61.7		402		69.9		932		173.5		1,387		242.7
West		914		275.0		935		262.8		2,241		665.3		2,618		748.6
		4,874	$	1,067.4		4,921	$	1,025.7		13,180	$	2,800.0		15,396	$	3,193.5

HOMES CLOSED

	Three Months Ended June 30,								Nine Months Ended June 30,
	2011				2010				2011				2010
	Homes		Value		Homes		Value		Homes		Value		Homes		Value
East		508	$	114.7		652	$	150.6		1,375	$	308.9		1,630	$	381.7
Midwest		276		74.0		350		99.3		700		186.7		940		259.1
Southeast		996		194.2		1,337		247.8		2,457		479.8		3,148		573.6
South Central		1,662		294.5		2,704		462.8		4,288		751.5		6,512		1,111.4
Southwest		311		56.0		659		112.5		897		164.1		1,556		271.6
West		802		241.1		1,103		305.2		1,991		577.6		2,808		783.7
		4,555	$	974.5		6,805	$	1,378.2		11,708	$	2,468.6		16,594	$	3,381.1

SALES ORDER BACKLOG

	As of June 30,
	2011				2010
	Homes		Value		Homes		Value
East		654	$	150.9		511	$	112.4
Midwest		305		85.7		270		79.3
Southeast		1,376		263.6		980		195.0
South Central		2,074		367.5		1,679		302.8
Southwest		440		81.2		323		57.5
West		751		233.3		667		207.4
		5,600	$	1,182.2		4,430	$	954.4