U S HOME CORP /DE/
10-Q, 1995-05-02
OPERATIVE BUILDERS
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<PAGE> 1

               UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   Form 10-Q

(Mark One)
(X)   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934

      For the quarterly period ended March 31, 1995

                                      OR

(  )   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

       For the transition period from _______________ to ________________.

                          Commission File Number 1-5899

                               U.S. HOME CORPORATION
               (Exact name of registrant as specified in its charter)

          Delaware                                      21-0718930
(State or other jurisdiction of                      (I.R.S. Employer
incorporation or organization)                      Identification No.)

                   1800 West Loop South, Houston, Texas 77027
              (Address of principal executive offices) (Zip Code)

    Registrant's telephone number, including area code:  (713) 877-2311

                              Not Applicable
              (Former name, former address and former fiscal year, 
                         if changed since last report.)

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that
the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days.             YES   X  NO 

Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court.                                    YES   X  NO 

Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.

          Class                              Outstanding at April 30, 1995
Common stock, $.01 par value                    11,230,923 shares













<PAGE> 2
                            U.S. HOME CORPORATION
                            _____________________

                                   INDEX
                                   _____

                                                                   Page
                                                                  Number
Part I.     Financial Information

            Item 1.    Financial Statements
                       Consolidated Condensed Balance
                       Sheets--March 31, 1995 and
                       December 31, 1994                              3

                       Consolidated Condensed Statements
                       of Operations--Three Months Ended
                       March 31, 1995 and 1994                        5

                       Consolidated Condensed Statements
                       of Cash Flows --Three Months Ended
                       March 31, 1995 and 1994                        7

                       Notes to Consolidated Condensed
                       Financial Statements                           8

                       Review by Independent Public Accountants      11

                       Report of Independent Public Accountants      12
            Item 2.    Management's Discussion and Analysis of
                       Financial Condition and Results of
                       Operations                                    13

Part II.    Other Information
            Item 5.    Other Information                             18

            Item 6.    Exhibits and Reports on Form 8-K              18




























<PAGE> 3
PART I.     FINANCIAL INFORMATION

Item 1.     Financial Statements
                      U.S. HOME CORPORATION AND SUBSIDIARIES
                       CONSOLIDATED CONDENSED BALANCE SHEETS
                               (Dollars in Thousands)
                                     ASSETS
                                     ______
                                                March 31,    December 31,
                                                  1995          1994
                                                -----------  -----------
                                                (Unaudited)
HOUSING:  
  Cash (including restricted funds)             $     899      $  1,148
  Receivables, net                                 36,428        22,219
  Single-family housing inventories               583,533       576,779  
  Option deposits on real estate                   55,045        53,621  
  Deferred tax asset                                9,285        13,727
  Other assets                                     43,497        41,869
                                                _________      ________      
                                                  728,687       709,363
                                                _________      ________
FINANCIAL SERVICES:  
  Cash (including restricted funds)                 5,447         5,567  
  Residential mortgage loans                       21,443        24,672  
  Other assets                                      7,842         8,349  
                                                _________      ________      
                                                   34,732        38,588       
                                                _________      ________       
                                                $ 763,419      $747,951       
                                                =========      ========
  The accompanying notes are an integral part of these balance sheets.

































<PAGE> 4
                              U.S. HOME CORPORATION AND SUBSIDIARIES        
                               CONSOLIDATED CONDENSED BALANCE SHEETS          
                                     (Dollars in Thousands)                 
                               LIABILITIES AND STOCKHOLDERS' EQUITY          
                               ____________________________________           
                                                  March 31,     December 31,  
                                                    1995            1994   
                                                 ____________    ___________
                                                 (Unaudited)

HOUSING:  
  Current Liabilities -     
    Short-term debt                                 $ 28,078        $  8,642
    Current maturities of long-term debt               9,863          10,572  
    Accounts payable                                  80,339          85,581   
    Accrued expenses and other
     current liabilities                              42,360          40,497
                                                    ________        ________
                                                     160,640         145,292  
  Long-Term Debt                                     289,691         292,666
                                                    ________        ________
                                                     450,331         437,958
                                                    ________        ________
FINANCIAL SERVICES:  
  Current Liabilities -    
    Short-term debt                                    4,505          10,014 
    Accrued expenses and other       
      current liabilities                              7,650           7,481 
                                                    ________        ________  
                                                      12,155          17,495
  Long-Term Debt                                         990           1,034  
                                                    ________        ________  
                                                      13,145          18,529  
                                                    ________        ________
   Total Liabilities                                 463,476         456,487   
                                                    ________        ________
                                                     
STOCKHOLDERS' EQUITY:   
  Convertible Preferred Stock, $25 per
    share redemption value, authorized
    452,948 and 602,133 shares at
    March 31, 1995 and December 31, 1994,
    outstanding 369,587 and 518,772
    shares at March 31, 1995 and
    December 31, 1994                                  9,240          12,969   
  Common Stock, $.01 par value, authorized     
     50,000,000 shares, outstanding     
     11,218,395 and 10,909,860 shares at      
     March 31, 1995 and December 31, 1994                112             109   
   Capital In Excess of Par Value                    347,266         340,673   
   Unearned Compensation on Restricted Stock          (2,528)             -    
   Retained Earnings (Deficit)                       (54,147)        (62,287)   
                                                    ________        ________
     Total Stockholders' Equity                      299,943         291,464 
                                                    ________        ________ 
                                                    $763,419        $747,951 
                                                    ========        ========
    The accompanying notes are an integral part of these balance sheets.




<PAGE> 5


                      U.S. HOME CORPORATION AND SUBSIDIARIES                   
                   CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS            
                             (Dollars in Thousands)                    
                                   (Unaudited)                                 
                                                     Three Months Ended
                                                         March 31,             
                                                   _______________________    
                                                       1995           1994     
                                                   _________      ________
HOUSING:  
  Operating Revenues                                $260,127      $222,000  
                                                    ________      ________
  Operating Costs and Expenses -
    Cost of products sold                            218,346       185,804    
    Selling, general and administrative               29,142        25,047     
                                                    ________      ________     
                                                     247,488       210,851    
                                                    ________      ________  
  Housing Operating Income                            12,639        11,149     
                                                    ________      ________
FINANCIAL SERVICES:  
  Operating Revenues                                   3,075         3,300  
                                                    ________      ________
  Operating Costs and Expenses -    
    General and administrative                         2,624         2,666   
    Interest                                              66           207
                                                    ________      ________      
                                                       2,690         2,873      
                                                    ________      ________  
  Financial Services Operating    
    Income                                               385           427      
                                                    ________      ________

INCOME BEFORE INCOME TAXES                            13,024        11,576
PROVISION FOR INCOME TAXES                             4,884         4,515     
                                                    ________      ________

NET INCOME                                          $  8,140      $  7,061     
                                                    ========      ========
INCOME PER COMMON AND COMMON  
  EQUIVALENT SHARE:    
      Primary                                       $    .70      $    .60      
                                                    ========      ========

      Fully diluted                                 $    .62      $    .52     
                                                    ========      ========
  The accompanying notes are an integral part of these statement.

















<PAGE> 6
                      U.S. HOME CORPORATION AND SUBSIDIARIES
                  CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                              (Dollars in Thousands)
                                    (Unaudited)



                                                         Three Months Ended
                                                               March 31,       
                                                       ______________________  
                                                       1995             1994   
                                                      _________     ________
Net Cash Provided (Used) by Operating Activities      $  (9,689)    $ 11,768   
                                                      _________     ________

Net Cash Flows From Investing Activities:
  Purchase of property, plant and equipment,
    net of disposal                                        (719)        (456)  
  Proceeds from investments in mortgages,    
    net of purchases                                         68          747  
  Decrease (increase) in restricted cash                   (124)         493  
  Other                                                    (227)         (81)  
                                                      _________     ________
  Net cash provided (used) by investing activities       (1,002)         703    
                                                      _________     ________

Net Cash Flows From Financing Activities:  
  Proceeds from short-term debt, net of
    repayment                                            13,926      (12,723)
  Repayment long-term debt                               (3,728)      (2,792)  
                                                      ---------     --------
  Net cash provided (used) by financing activities       10,198      (15,515)
                                                      _________     ________
  Net Decrease in Cash                                     (493)      (3,044)
  Cash At Beginning of Period                             2,050       15,829
                                                      _________     ________
  Cash At End of Period                                $  1,557     $ 12,785
                                                      =========     ========
Supplemental Disclosure:  
  Interest paid, before amount capitalized -     
    Housing                                            $  1,991     $  1,540    
    Financial Services                                       87          220   
                                                      _________     ________

                                                       $  2,078     $  1,760   
                                                      =========     ========
  The accompanying notes are an integral part of these statements.



















<PAGE> 7
                      U.S. HOME CORPORATION AND SUBSIDIARIES
                    CONSOLIDATED CONDENSED FINANCIAL  STATEMENTS
                                  March 31, 1995
                                    (Unaudited)

(1)   PRINCIPLES OF CONSOLIDATION AND BASIS OF PRESENTATION

  The  accompanying  consolidated   condensed   balance   sheet  as  of
  December  31, 1994, which has been  derived  from  audited  financial
  statements, and  the  accompanying  unaudited consolidated  condensed
  financial  statements  have been prepared  pursuant  to the rules and
  regulations   of the  Securities  and  Exchange  Commission.  Certain
  information and note disclosures normally included in annual financial
  statements prepared in accordance  with generally accepted accounting
  principles have  been condensed or omitted pursuant to those rules and
  regulations.  Although the Company believes that the disclosures made
  are adequate to ensure that the information presented is not misleading,
  it is suggested that these condensed financial statements should be read
  in conjunction with the financial statements and notes thereto included
  in the Company's latest Annual Report on Form 10-K.

  In  the  opinion  of  the  Company, the  accompanying  consolidated
  condensed financial statements  contain  all adjustments necessary to
  present  fairly the Company's financial position as of March 31, 1995
  and December 31, 1994 and its results of operations and cash flows for
  the three month periods ended March 31, 1995 and 1994.

  Because  of  the  seasonal  nature  of  the Company's business, the
  results of operations for the three month periods ended March 31, 1995
  and 1994 are not necessarily indicative of the results for the full year.

(2)   INVENTORIES

  The components of single-family housing inventories are as follows:

                                              March 31,    December 31,
                                                1995          1994    
                                              _________    ____________
                                               (Dollars in Thousands)
  Housing completed and under construction     $212,017       $224,870
  Models                                         51,374         47,914
  Finished lots                                 119,418        118,508
  Land under development                         68,348         60,809
  Raw land held for development or sale         132,376        124,678       
                                               ________       ________          
                                               $583,533       $576,779         
                                               ========       ========


















<PAGE> 8
(3)   SHORT-TERM DEBT  
  
  Short-term debt consists of the following:                                   
                                                March 31,     December 31,     
                                                  1995            1994         
                                               ___________    ____________     
                                               (Dollars in thousands)  
  Housing -    
    Revolving working capital facility             $27,252         $ 7,553    
    Other short-term debt                              826           1,089     
                                                   _______         _______     
                                                    28,078           8,642  
  Financial Services                                 4,505          10,014     
                                                   _______         _______    
    Total short-term debt                          $32,583         $18,656     
                                                   =======         =======  
                                                   
  The  revolving  working  capital  agreement, as  amended  (the "Working
  Capital Facility"), consists of a $95,000,000 secured financing agreement
  with General Electric Capital Corporation ("GECC") of which $25,000,000
  may  be  used  for  letter  of credit obligations.  The Working Capital
  Facility bears interest at a premium over the GECC composite commercial
  paper rate and matures on June 20, 1997.  In  accordance with the Working  
  Capital  Facility, the  Company has provided GECC liens on its cash, 
  personal property and certain finished lots and single-family housing 
  units, including models, with a cost of approximately  $164,954,000  
  at March 31, 1995.  This collateral has provided the Company with an  
  available borrowing base capacity of $95,000,000 at March 31, 1995, of
  which $33,270,000 was outstanding, including $6,018,000 of letter of 
  credit obligations.  The Working Capital Facility contains numerous real 
  estate and financial covenants, including an inventory-to-backlog ratio  
  and restrictions on the incurring of additional debt, creation of liens 
  and the purchase of land.


  Financial  services  short-term  debt  consists  of an agreement with a
  financial institution which, as amended, provides the Company's mortgage
  banking subsidiary, U.S. Home Mortgage Corporation ("Mortgage"), with a
  $25,000,000  secured  revolving  line  of credit  (the "Mortgage Credit
  Facility").  The  Mortgage  Credit Facility, which is not guaranteed by
  the Company, matures on August 31, 1995 and bears interest at the greater
  of a premium over the London Interbank Offered Rate or a premium over a
  composite  rate  for  dealer-placed  30-day  commercial paper.  Certain
  residential  mortgage  loans  have been pledged as collateral to secure
  Mortgage's obligations under the Mortgage Credit Facility.  The Company
  expects  the  Mortgage  Credit Facility to be extended or replaced by a
  credit  facility  similar  to  the  terms and conditions of its present
  credit facility.

















<PAGE> 9
(4)   LONG-TERM DEBT

  Long-term debt consists of the following:
                                               March 31,      December 31,
                                                   1995            1994    
                                               ___________   _____________
                                                (Dollars in Thousands)  
  Housing -    
    Notes and mortgage notes payable            $ 19,554        $ 23,238    
    9.75% Senior notes due 2003                  200,000         200,000    
    4.875% Convertible subordinated
     debentures due 2005                          80,000          80,000       
                                                ________        ________       
                                                 299,554         303,238    
    Less - Current maturities                     (9,863)        (10,572)      
                                                ________        ________       
                                                 289,691         292,666  
  Financial Services                                 990           1,034       
                                                ________        ________    
    Total long-term debt                        $290,681        $293,700      
                                                ========        ========
                                                
(5)   HOUSING INTEREST  
  
  A summary of housing interest for the three month periods ended March 31,
  1995 and 1994 follows (dollars in thousands):                                
                                                 1995             1994         
                                                ________        ________  
  Capitalized at beginning of period            $ 56,082        $ 55,580       
                                                ________        ________
  Paid and accrued                                 7,839           7,599  
  Expensed                                           -                -        
                                                ________        ________
  Capitalized                                      7,839           7,599  
  Included in cost of sales                       (7,022)         (6,859)  
  Included in other                                 (150)         (1,436)      
                                                ________        ________
  Capitalized at end of period                  $ 56,749        $ 54,884       
                                                ========        ========
                                                  
(6)   RESTRICTED STOCK PLAN  
  
  Effective January 1, 1995, the Company issued 144,547 restricted shares
  of the Company's common stock under its Corporate Officers and Presidents
  of Operations Restricted Stock Plan (the "Restricted Stock Plan").  The
  value  of  the  issued  shares ($2,600,000 based on the average closing
  price of the Company's common stock for the ten consecutive trading day
  period   ended   February 23, 1995)  has  been  recorded  as  "unearned
  compensation  on  restricted  stock" in  the  accompanying consolidated
  condensed  balance  sheets.  The  shares  vest, subject to acceleration
  based upon improvements in the Company's  return  on assets (as defined
  in  the  Restricted  Stock Plan) over the base year, over  a  five-year
  period  ending  December 31, 2004.  The   Company   is   amortizing the
  $2,600,000 to expense over the term of the Restricted Stock Plan.












<PAGE> 10
(7)   INCOME PER SHARE

  The following weighted average  number  of common and common equivalent
  shares  were  used to compute income per  share  for  the  three  month
  periods ended March 31, 1995 and 1994:

                                                     1995          1994        
                                                 ___________   __________      
      Primary                                     11,580,628   11,843,707      
      Fully diluted                               13,834,149   14,097,228  
  
  The  weighted  average  number  of  common and common equivalent shares
  outstanding for 1994 primary income  per  share  includes  the dilutive
  effect  of  the  convertible  redeemable  preferred  stock  and Class B
  warrants  and  the  assumed  exercise  of stock options.  No effect was
  given to the shares that  would be issuable on exercise of the warrants
  and stock options in 1995  since  they  would  be  antidilutive or were
  immaterial.  Fully  diluted  income  per  share  includes  the  assumed
  conversion of the convertible subordinated debentures.

















































<PAGE> 11

                   REVIEW BY INDEPENDENT PUBLIC ACCOUNTANTS

  Arthur  Andersen  LLP, independent  public accountants, has performed a
  review of the consolidated condensed balance sheet as of March 31, 1995
  and the  related  consolidated  condensed  statements of operations and
  cash flows for the  three month periods  ended  March 31, 1995 and 1994
  included  in  this  report.  Such review  was  made  in accordance with
  standards  established by the  American  Institute  of Certified Public
  Accountants.










 



































 






<PAGE> 12
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



TO  U.S. HOME CORPORATION:

We have reviewed the accompanying consolidated condensed balance sheet of
U.S. Home  Corporation  (a Delaware corporation)  and  subsidiaries as of
March 31, 1995, and  the  related  consolidated  condensed  statements of
operations and cash flows for the three-month periods ended March 31, 1995
and 1994.  These  financial  statements  are  the  responsibility  of the
Company's management.

We conducted our review in accordance with standards  established  by the
American  Institute of Certified Public Accountants.  A review of interim
financial  information   consists  principally  of  applying   analytical
procedures  to financial data and making inquiries of persons responsible
for financial  and accounting matters.  It is substantially less in scope
than an audit  conducted  in  accordance with generally accepted auditing
standards, the  objective  of  which  is  the  expression  of  an opinion
regarding the financial statements  taken as a whole.  Accordingly, we do
not express such an opinion.

Based  on our review, we are not aware of any material modifications that
should be  made to the financial statements referred to above for them to
be in conformity with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted auditing
standards, the  consolidated  balance  sheet of U.S. Home Corporation and
subsidiaries  as  of  December  31, 1994, and  the  related  consolidated
statement of operations, stockholders' equity and cash flows for the year
then ended (not presented herein), and in our report dated February 8, 1995
we issued an unqualified opinion on those statements.  In our opinion, the
information set forth in the  accompanying consolidated condensed balance
sheet as of December 31, 1994, is fairly stated, in all material respects,
in  relation  to  the  consolidated  balance sheet from which it has been
derived.




                               /s/  Arthur Andersen LLP
                                    ARTHUR ANDERSEN LLP


Houston, Texas 
April 24, 1995


















<PAGE> 13
Item 2.   Management's Discussion and Analysis of Financial Condition and
          Results of Operations

Results of Operations

                                   Housing 

The following table sets forth certain financial information for the 
periods indicated (dollars in thousands, except average sales price):

                                                Three Months Ended
                                                     March 31,      
                                                ____________________
                                                1995          1994             
                                                ________     ________
Revenues -  
  Single-family homes                          
                                                $256,373     $218,540  
  Land and other                                   3,754        3,460
                                                ________     ________
    Total                                       $260,127     $222,000          
                                                ========     ========
                                                
Single-family homes -  
  Gross margin amount                           $ 41,246     $ 35,442  
  Gross margin percentage                           16.1%        16.2%  
  Units delivered                                  1,649        1,480  
  Average sales price                           $155,500     $147,700  
  New orders taken                                 2,277        2,340  
  Backlog at end of period                         3,179        3,564
  Selling, general and  
    administrative expenses as  
    a percentage of housing  
    revenues                                        11.2%        11.3%
  Interest expense -  
    Paid and accrued                            $  7,839     $  7,599  
    Capitalized                                 $  7,839     $  7,599  
    Percent capitalized                            100.0%       100.0%
  Capitalized interest included  
    in cost of products sold                    $  7,022     $  6,859
    
Revenues -
  
Revenues  from  sales  of  single-family homes for the three month period
ended March 31, 1995  increased  17%  compared  to the three month period
ended March 31, 1994.  The increase resulted  from  a 11% increase in the
number of housing units delivered and 5% increase in average sales price.
The increase in the average sales price in 1995 is primarily due to price
increases.

New orders taken for the three month period ended March 31, 1995 decreased
3%  compared  to  the  same period in 1994.  See Part II, "Item 5 - Other
Information" on page 17 for  a  table  of unit activity by market for the
three month periods ended March 31, 1995 and 1994.









<PAGE> 14
No  assurances can be  given  that  revenues for the balance of 1995 will
continue to exceed 1994 results.  The increase in mortgage interest rates
in the last three quarters of 1994  created  a  more  competitive housing
environment, impacted current  sales  activities  and  has caused housing
industry estimates for national new home  sales  for 1995 to be less than
1994 actual results.  During the three month period ended March 31, 1995,
the Company was able to minimize  the  impact of the increase in mortgage
interest rates upon new  orders  by  adjusting sales price incentives and
opening communities in new markets and additional communities in existing
markets.  As  long  as  higher  interest  rates  prevail, there  will  be
continued pressure on new orders, operating margins and sales prices.

Selling, General and Administrative Expenses -

As a percentage of housing revenues, selling, general and administrative
expenses  were  both  11% in 1995 and 1994.  Actual selling, general and
administrative expenses  for the three month period ended March 31, 1995
increased  by  $4.1  million   compared   to  1994.  This  increase  was
attributable  to  increases  in  volume-related  expenses resulting from
increased deliveries in 1995 when compared to 1994 and increases in other
selling, general  and  administrative  expenses resulting from increased
activities.

                               Financial Services

Revenues -

Revenues for the financial services segment for the periods indicated were
as follows (dollars in thousands):

                                                         Three Months          
                                                              Ended            
                                                           March 31,           
                                                        _________________
                                                        1995        1994       
                                                        ______     ______  
  U.S. Home Mortgage Corporation and Subsidiary         $2,272     $2,589  
  Other financial services operations                      803        711    
                                                        ______     ______     
                                                        $3,075     $3,300      
                                                        ======     ======

The decrease in U.S. Home Mortgage Corporation and subsidiary's("Mortgage")
revenues for the three-month period ended March 31, 1995 when compared to
the   three-month  period  ended  March 31, 1994  was  primarily due to a
decrease  in  mortgage  loan  originations  and  income  from the sale of
mortgage loans and servicing rights.  


















<PAGE> 15
Financial Condition and Liquidity -                               

                                Housing

The Company's  most significant needs for capital resources are land and
finished lots purchases, land development and housing construction.  The
Company's ability  to  generate  cash  adequate  to  meet these needs is
principally achieved from the sale of houses, and  the  margins thereon,
the utilization of Company-owned lots and periodic  borrowings under its
financing facilities.  The Company expects, on  a  long-term basis, that
operations will generate cash  to  meet substantially all of its housing
cash flow needs and that a financing  facility, such as  the $95 million
secured  revolving   working   capital  facility  (the  "Working Capital
Facility") with General Electric Capital Corporation ("GECC"), would  be
utilized to meet peak operating needs.  The Company  does not anticipate
that the borrowing base requirements of the Working Capital Facility will
restrict the Company's ability to borrow under such Facility.  See Note 3
of  Notes  to  Consolidated Condensed Financial Statements.  The Company
employs various operational guidelines to reduce initial cash requirements
with respect  to  investments  in land, thereby increasing its financial
flexibility and reducing its risk by limiting the amount invested in land
owned  directly  by  the Company.  The Company intends to continue, where
possible, to use Company-owned  lots  in inventory to generate additional
cash flow and to continue to emphasize  land  acquisitions  using rolling
lot options, which enable the Company to  initially  pay a small fraction
of total lot cost and then purchase  the  lots  for  a  fixed  price on a
scheduled  or  "as  needed" basis.  The Company believes that these steps
result in reduced carrying  costs  and limited exposure to market changes
and direct land investments.  The increase in the land inventories in 1995
from 1994 was primarily the result of increased activities, including the
continued  expansion  of  the  retirement  and  active-adult/second  home
communities.

The  net  cash provided or used by the operating, investing and financing
activities  of  the  housing operations for the three month periods ended
March 31, 1995 and 1994 is summarized below (dollars in thousands):
                                              1995              1994           
                                            _________         _________
  Net cash provided (used) by:        
    Operating activities                     $(15,231)         $ (4,323)        
    Investing activities                         (719)             (432)        
    Financing activities                       15,751            (1,793)       
                                             ________          ________
  Net decrease in cash                       $   (199)         $ (6,548)       
                                             ========          ========

Housing operating activities  are, at any time, affected  by  a number of
factors, including the number  of  housing  units under construction  and
housing units delivered.  Cash  flows  from  housing operating activities
for 1995 used  more  cash compared to 1994 primarily due to the timing of
payments related to increased housing activities.

Cash  flow from housing financing activities for 1995 was provided by net
borrowings  under  the  Working  Capital Facility, offset by repayment of
notes and mortgages payable.  Cash flow from housing financing activities
for 1994 was used for the repayment of notes and mortgages payable.













<PAGE> 16
The  Company  anticipates  that  cash  flow  from  operations and amounts
available under  the  Working Capital Facility will be sufficient to meet
its working capital obligations.

                               Financial Services

Mortgage's  activities  represent   substantially  all  of  the financial
services  segment's activities.  As  loan  originations  by  Mortgage are
primarily from housing  units  delivered  by  the  Company's homebuilding
operations, Mortgage's   financial  condition  and  liquidity  are  to  a
significant extent dependent upon the financial condition of the Company.

The  Company  finances  its  financial services operations primarily from
internally   generated   funds, such  as  the  origination  and  sale  of
residential  mortgage  loans and related servicing rights, and short-term
debt.  As  more  fully  discussed  in  Note  3  of  Notes to Consolidated
Condensed Financial Statements, the short-term  debt  consists  of  a $25
million secured  revolving  line  of  credit  entered into by Mortgage in
April 1992, as amended  (the "Mortgage  Credit Facility"), which  matures
August 31, 1995.  While the Mortgage Credit  Facility  contains  numerous
covenants, including  a  debt  to  tangible net worth ratio and a minimum
tangible  net  worth  requirement, these covenants are not anticipated to
significantly limit Mortgage's operations.

The Company has no obligation to provide funding to its financial services
operations, nor  does  it  guarantee  any   of   its  financial  services
subsidiaries' debt.  The Company believes that  the  internally generated
funds and the Mortgage Credit Facility  will be sufficient to provide for
Mortgage's working capital needs.


Other -

Future Accounting Requirements

In March 1995, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 121, Accounting for the Impairment
of Long-Lived Assets and for Long-Lived Assets to  Be  Disposed  Of (the
"Statement").  For the Company, the Statement will be effective  for the
year  beginning  January 1, 1996.  The  Statement, among  other  things,
amends current accounting practices for the valuation of real estate held
for development and sale.  The Company  does  not expect the adoption of
the  Statement  to  have a  material effect on its financial position or
results of operations.




















<PAGE> 17
Part II.   OTHER INFORMATION

Item 5.         Other Information

     The following table provides information (expressed in number of
     housing units) with respect to new orders taken, deliveries to
     purchasers of single-family homes and backlog by market for the
     three month periods ended March 31, 1995 and 1994:

     Market               New Orders       Deliveries        Backlog        
     _______________    ______________     ___________    ______________
                          1995    1994     1995   1994     1995   1994        
                          _____  _____     ____  _____     _____  _____
     Florida                785    936      670    430     1,261  1,473     
     Mountain -
       Arizona              286    308      187    255       362    441
       Colorado             425    294      255    203       560    567       
       Nevada                77     91       64     67       103    105     
     Northeast/Midwest -       
         Minnesota           70    132       60     91        97    185      
         Maryland/Virginia  111     98       72     97       121    132       
         New Jersey          70     42       79     42       160     89       
         Indiana/Ohio        15      -        7      -        18      -     
     California             179    225      101    152       164    210     
     Texas                  259    214      154    143       333    362        
                          _____  _____    _____  _____     _____  _____
                          2,277  2,340    1,649  1,480     3,179  3,564        
                          =====  =====    =====  =====     =====  =====
Item 6.         Exhibits and Reports on Form 8-K      
         
         (a)    Exhibits             
         
                Exhibit 11  -     Computation of Income Per Common Share      
                
                Exhibit 15  -     Letter with respect to unaudited financial   
                                  information             
                
                Exhibit 27  -     Financial Data Schedule      
         
         (b)    Reports on Form 8-K          
         
                No Current Report on Form 8-K was filed by the Company during
                January, February or March 1995.
























<PAGE> 18
                               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 thereunto duly authorized.


                                   U.S. HOME CORPORATION

Date:          May 2, 1995         /s/ Isaac Heimbinder
                                   _________________________
                                   Isaac Heimbinder
                                   President, Co-Chief Executive
                                   Officer and Chief Operating Officer

Date:          May 2, 1995         /s/ Chester P. Sadowski 
                                   _________________________
                                   Chester P. Sadowski
                                   Vice President, Controller
                                   and Chief Accounting Officer














































<PAGE> 19
INDEX OF EXHIBITS


                                                              Sequential
Exhibit                                                        Numbered
Number                                                           Page
________                                                     ____________
11                Computation of Income Per Common Share           20

15                Letter with respect to unaudited interim
                  financial information                            21

27                Financial Data Schedule                          22






<PAGE> 20
                                                 EXHIBIT 11
                                                (Unaudited)
                 U.S. HOME CORPORATION AND SUBSIDIARIES
 INCOME PER COMMON SHARE FOR THE CONSOLIDATED CONDENSED STATEMENTS OF
                           OPERATIONS
INCOME HAS BEEN COMPUTED ON THE WEIGHTED AVERAGE NUMBER OF COMMON SHARES
              AND COMMON SHARE EQUIVALENTS OUTSTANDING AS FOLLOWS:
                  (Dollars in Thousands, Except Per Share Data)
                                             Three Months Ended March 31,
                                             ____________________________
                                               1995              1994
                                             ___________    ___________
Income per common and common
  equivalent   shares -

Net income                                   $     8,140    $     7,061

Weighted average common shares
  outstanding                                 11,580,628     11,344,295

Effect of assumed exercise of dilutive
  stock options and warrants                        -           499,412
                                             ___________     __________
Total common shares and common equivalent
  shares                                      11,580,628     11,843,707
                                             ===========    ===========

Income per common share and common
  equivalent shares                          $       .70    $       .60
                                             ===========    ===========

Income per common share, assuming full
  dilution -

Net income                                  $     8,140     $     7,061

Add interest applicable to 4.875%
  convertible subordinated debentures,
  net of income tax effect                          481             260
                                            ___________     ___________

Income per common share, assuming full
  dilution                                  $     8,621     $     7,321
                                            ===========     ===========

Total common and common equivalent shares    11,580,628      11,843,707

Assumed conversion of 4.875% convertible
  subordinated debentures at $35.50 per
  share                                       2,253,521       2,253,521
                                             __________     ___________
Common shares, assuming full dilution        13,834,149      14,097,228
                                            ===========     ===========
Income per common share, assuming full
  dilution                                  $       .62     $       .52
                                            ===========     ===========
  Note a - See Note 7 of Notes to Consolidated Condensed 
  Financial Statements.



<PAGE> 21
                                                      Exhibit 15


To  U.S. HOME CORPORATION:



We are aware that U.S. Home Corporation has incorporated  by reference in
its   Registration  Statements  No. 33-64712, 33-52993  and 33-58863  its
Form 10-Q for the quarter ended March 31, 1995, which includes our report
dated April 24, 1995 covering the unaudited interim financial information
contained therein.  Pursuant  to  Regulation C of  the  Securities Act of
1933, that report is not considered  a part of the registration statement
prepared or certified by our firm within the meaning of Sections 7 and 11
of the Act.



                            /s/  Arthur Andersen LLP
                                 ARTHUR ANDERSEN LLP



Houston, Texas
May 2, 1995




<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This Schedule Contains Summary Financial Information Extracted From The
Consolidated Condensed Financial STatements As Of March 31, 1995 And For
The Three Months Then Ended And Is Qualified In Its Entirety By Reference
To Such Financial Statements.
</LEGEND>
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               MAR-31-1995
<CASH>                                            6346
<SECURITIES>                                         0
<RECEIVABLES>                                    57871
<ALLOWANCES>                                         0
<INVENTORY>                                     583533
<CURRENT-ASSETS>                                     0
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                  763419
<CURRENT-LIABILITIES>                           172795
<BONDS>                                         290681
<COMMON>                                           112
                                0
                                       9240
<OTHER-SE>                                      290591
<TOTAL-LIABILITY-AND-EQUITY>                    763419
<SALES>                                              0
<TOTAL-REVENUES>                                263202
<CGS>                                           218346
<TOTAL-COSTS>                                   250112
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                  66
<INCOME-PRETAX>                                  13024
<INCOME-TAX>                                      4884
<INCOME-CONTINUING>                               8140
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                      8140
<EPS-PRIMARY>                                      .70
<EPS-DILUTED>                                      .62
        

</TABLE>


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