<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
JOINT QUARTERLY REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the Quarter Ended
SEPTEMBER 30, 1995
Commission File No. 1-6776
[Centex Logo]
CENTEX CORPORATION
A Nevada Corporation
IRS Employer Identification No. 75-0778259
3333 Lee Parkway, Suite 1200
Dallas, Texas 75219
(214) 559-6500
Commission File Nos. 1-9624 and 1-9625, respectively
3333 HOLDING CORPORATION
A Nevada Corporation
CENTEX DEVELOPMENT COMPANY, L.P.
A Delaware Limited Partnership
IRS Employer Identification Nos. 75-2178860 and 75-2168471, respectively
3333 Lee Parkway, Suite 500
Dallas, Texas 75219
(214) 559-6700
The registrants have 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 and
have been subject to such filing requirements for the past 90 days.
________________________________________________________________________________
As of the close of business on November 8, 1995, 28,298,835 shares of Centex
Corporation common stock were outstanding, 1,000 shares of common stock of 3333
Holding Corporation were outstanding, and 1,000 class A units of limited
partnership interest of Centex Development Company, L.P. were outstanding.
________________________________________________________________________________
<PAGE> 2
CENTEX CORPORATION
3333 HOLDING CORPORATION
CENTEX DEVELOPMENT COMPANY, L.P.
FORM 10-Q TABLE OF CONTENTS
SEPTEMBER 30, 1995
CENTEX CORPORATION
<TABLE>
<CAPTION>
PAGE
<S> <C> <C>
PART I. FINANCIAL INFORMATION
ITEM 1. Condensed Consolidated Financial Statements 1
Condensed Consolidated Statement of Earnings
for the Three Months Ended September 30, 1995 2
Condensed Consolidated Statement of Earnings
for the Six Months Ended September 30, 1995 3
Condensed Consolidated Balance Sheets 4
Condensed Consolidated Statement of Cash Flows
for the Six Months Ended September 30, 1995 5
Notes to Condensed Consolidated Financial Statements 6-8
ITEM 2. Management's Discussion and Analysis of Results
of Operations and Financial Condition 9-12
PART II. OTHER INFORMATION
ITEM 4. Submission of Matters to a Vote of Security Holders 13
ITEM 6. Exhibits and Reports on Form 8-K 13
SIGNATURES 14
</TABLE>
-i-
<PAGE> 3
3333 HOLDING CORPORATION
CENTEX DEVELOPMENT COMPANY, L.P.
<TABLE>
<CAPTION>
PAGE
<S> <C> <C>
PART I. FINANCIAL INFORMATION
ITEM 1. Condensed Combining Financial Statements 15
Condensed Combining Statement of Operations
for the Three Months Ended September 30, 1995 16
Condensed Combining Statement of Operations
for the Six Months Ended September 30, 1995 17
Condensed Combining Balance Sheets 18
Condensed Combining Statement of Cash Flows
for the Six Months Ended September 30, 1995 19
Notes to Condensed Combining Financial Statements 20
ITEM 2. Management's Discussion and Analysis of Results
of Operations and Financial Condition 21
PART II. OTHER INFORMATION
ITEM 4. Submission of Matters to a Vote of Security Holders 22
ITEM 6. Exhibits and Reports on Form 8-K 22
SIGNATURES 23-24
</TABLE>
-ii-
<PAGE> 4
CENTEX CORPORATION
PART I. FINANCIAL INFORMATION
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
ITEM 1.
The condensed consolidated financial statements include the accounts
of Centex Corporation and subsidiaries ("Centex" or the "Company"), and have
been prepared by the Company, without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission. Certain information and
footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant to such rules and regulations, although the Company believes
that the disclosures are adequate to make the information presented not
misleading. It is suggested that these condensed consolidated financial
statements be read in conjunction with the consolidated financial statements
and the notes thereto included in the Company's latest annual report on Form
10-K. In the opinion of the Company, all adjustments necessary to present
fairly the information in the following condensed consolidated financial
statements of the Company have been included. The results of operations for
such interim periods are not necessarily indicative of the results for the full
year.
-1-
<PAGE> 5
CENTEX CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF EARNINGS
(dollars in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED September 30,
-------------------------------
1995 1994
------------- -------------
<S> <C> <C>
REVENUES
Home Building $ 482,017 $ 554,959
Financial Services 34,669 29,889
Contracting and Construction Services 270,160 270,861
------------- -------------
786,846 855,709
------------- -------------
COSTS AND EXPENSES
Home Building 457,510 522,927
Financial Services 29,699 28,308
Contracting and Construction Services 270,048 271,406
Other, net 63 493
Equity in Earnings of Affiliate (CXP) (7,928) (5,762)
Corporate General and Administrative 3,725 3,643
Interest Expense 9,714 7,607
------------- -------------
762,831 828,622
------------- -------------
EARNINGS BEFORE INCOME TAXES 24,015 27,087
Income Taxes 9,464 10,186
------------- -------------
NET EARNINGS $ 14,551 $ 16,901
============= =============
EARNINGS PER SHARE $ 0.50 $ 0.55
============= =============
AVERAGE SHARES OUTSTANDING 29,019,183 30,732,544
============= =============
CASH DIVIDENDS PER SHARE $ 0.05 $ 0.05
============= =============
</TABLE>
See notes to condensed consolidated financial statements.
-2-
<PAGE> 6
CENTEX CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF EARNINGS
(dollars in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
FOR THE SIX MONTHS ENDED September 30,
--------------------------------
1995 1994
------------- -------------
<S> <C> <C>
REVENUES
Home Building $ 911,323 $ 1,086,855
Financial Services 59,936 67,473
Contracting and Construction Services 516,537 533,898
------------- -------------
1,487,796 1,688,226
------------- -------------
COSTS AND EXPENSES
Home Building 868,291 1,026,591
Financial Services 52,964 60,475
Contracting and Construction Services 516,382 535,048
Other, net 246 908
Equity in Earnings of Affiliate (CXP) (13,839) (9,475)
Corporate General and Administrative 7,370 7,340
Interest Expense 19,294 14,801
------------- -------------
1,450,708 1,635,688
------------- -------------
EARNINGS BEFORE GAIN ON CXP INITIAL
PUBLIC OFFERING AND INCOME TAXES 37,088 52,538
Gain on CXP Initial Public Offering - 59,328
------------- -------------
EARNINGS BEFORE INCOME TAXES 37,088 111,866
Income Taxes 14,664 41,567
------------- -------------
NET EARNINGS $ 22,424 $ 70,299
============= =============
EARNINGS PER SHARE $ 0.77 $ 2.24
============= =============
AVERAGE SHARES OUTSTANDING 28,961,176 31,344,249
============= =============
CASH DIVIDENDS PER SHARE $ 0.10 $ 0.10
============= =============
</TABLE>
See notes to condensed consolidated financial statements.
-3-
<PAGE> 7
CENTEX CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(dollars in thousands)
<TABLE>
<CAPTION>
Centex Corporation and
Subsidiaries Centex Corporation
----------------------------- -----------------------------
September 30, March 31, September 30, March 31,
1995* 1995** 1995* 1995**
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
ASSETS
Cash and Cash Equivalents $ 26,390 $ 23,785 $ 19,277 $ 18,534
Receivables -
Residential Mortgage Loans 550,706 413,802 - -
Other 240,090 235,795 224,919 226,744
Affiliates - - - -
Inventories 1,270,510 1,166,471 1,270,510 1,166,471
Investments -
Centex Development Company, L. P. 42,927 46,585 42,927 46,585
Centex Construction Products, Inc. 98,853 89,871 98,853 89,871
Joint Ventures and Other 5,390 5,695 5,390 5,695
Unconsolidated Subsidiaries - - 38,285 29,082
Property and Equipment, net 38,775 41,267 25,739 25,341
Other Assets and Deferred Charges 23,621 26,427 16,920 19,739
------------- ------------- ------------- -------------
$ 2,297,262 $ 2,049,698 $ 1,742,820 $ 1,628,062
============= ============= ============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts Payable and Accrued Liabilities $ 588,265 $ 555,944 $ 526,545 $ 504,659
Short-term Debt 679,225 576,260 186,305 204,851
Long-term Debt 322,075 222,530 322,075 222,530
Deferred Income Taxes 17,269 26,737 17,467 27,795
Stockholders' Equity -
Preferred Stock, Authorized 5,000,000
Shares, None Issued - - - -
Common Stock $.25 Par Value:
Authorized 50,000,000 Shares:
Issued and Outstanding
28,214,109 and 28,070,978, respectively 7,054 7,018 7,054 7,018
Capital in Excess of Par Value 2,560 - 2,560 -
Retained Earnings 680,814 661,209 680,814 661,209
------------- ------------- ------------- -------------
Total Stockholders' Equity 690,428 668,227 690,428 668,227
------------- ------------- ------------- -------------
$ 2,297,262 $ 2,049,698 $ 1,742,820 $ 1,628,062
============= ============= ============= =============
<CAPTION>
Financial Services
-------------------------
September 30, March 31,
1995* 1995**
----------- -----------
<S> <C> <C>
ASSETS
Cash and Cash Equivalents $ 7,113 $ 5,251
Receivables -
Residential Mortgage Loans 550,706 413,802
Other 15,171 9,051
Affiliates (1,007) 65,521
Inventories - -
Investments -
Centex Development Company, L. P. - -
Centex Construction Products, Inc. - -
Joint Ventures and Other - -
Unconsolidated Subsidiaries - -
Property and Equipment, net 13,036 15,926
Other Assets and Deferred Charges 6,701 6,688
----------- -----------
$ 591,720 $ 516,239
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts Payable and Accrued Liabilities $ 61,720 $ 51,285
Short-term Debt 492,920 371,409
Long-term Debt - -
Deferred Income Taxes (198) (1,058)
Stockholders' Equity -
Preferred Stock, Authorized 5,000,000
Shares, None Issued - -
Common Stock $.25 Par Value:
Authorized 50,000,000 Shares:
Issued and Outstanding
28,214,109 and 28,070,978, respectively 2 12
Capital in Excess of Par Value 36,722 51,908
Retained Earnings 554 42,683
----------- -----------
Total Stockholders' Equity 37,278 94,603
----------- -----------
$ 591,720 $ 516,239
=========== ===========
</TABLE>
See notes to condensed consolidated financial statements
* Unaudited
** Condensed from audited financial statements.
In the supplemental data presented above, "Centex Corporation" represents the
adding together of all subsidiaries other than those included in Financial
Services (CTX Mortgage and Affiliates). Transactions between Centex Corporation
and Financial Services have been eliminated from the Centex Corporation and
Subsidiaries balance sheets.
-4-
<PAGE> 8
CENTEX CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(dollars in thousands)
(unaudited)
<TABLE>
<CAPTION>
FOR THE SIX MONTHS ENDED September 30,
--------------------------
1995 1994
------------ -----------
<S> <C> <C>
CASH FLOWS - OPERATING ACTIVITIES
Net Earnings $ 22,424 $ 70,299
Adjustments -
Depreciation and Amortization 6,324 4,093
Deferred Income Taxes (5,092) (7,224)
Gain Related to CXP's IPO, net of Tax - (37,495)
Equity in (Earnings) Losses of CXP, Joint Ventures
and CDC (9,074) (5,624)
Increase in Receivables (1,790) (22,422)
(Increase) Decrease in Residential Mortgage Loans (136,904) 240,411
Increase in Inventories (9,601) (67,384)
Decrease in Government-Guaranteed S&L Assets - 23,231
Increase (Decrease) in Payables and Accruals 19,337 (9,194)
Decrease (Increase) in Other Assets 2,585 (3,404)
Other, net (3,353) (6,950)
----------- -----------
(115,144) 178,337
----------- -----------
CASH FLOWS - INVESTING ACTIVITIES
Increase in Advances to Joint Ventures and CDC 4,055 7,691
Acquisition of Vista Properties (85,422) -
Dividend and Other Receipts Related to CXP's IPO - 186,525
Property and Equipment Additions, net (3,171) (7,985)
Increase in Marketable Securities - (70,763)
----------- -----------
(84,538) 115,468
----------- -----------
CASH FLOWS - FINANCING ACTIVITIES
Decrease in S&L Deposits and Debt - (35,901)
Increase (Decrease) in Debt 202,510 (239,839)
Retirement of Common Stock - (61,723)
Proceeds from Stock Option Exercises 2,596 1,026
Dividends Paid (2,819) (3,071)
----------- -----------
202,287 (339,508)
----------- -----------
NET INCREASE (DECREASE) IN CASH 2,605 (45,703)
CASH AT BEGINNING OF YEAR 23,785 76,287
----------- -----------
CASH AT END OF PERIOD $ 26,390 $ 30,584
=========== ===========
</TABLE>
See notes to condensed consolidated financial statements.
-5-
<PAGE> 9
CENTEX CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1995
(unaudited)
(A) A summary of changes in stockholders' equity is presented below:
<TABLE>
<CAPTION>
Capital in
Preferred Common Excess of Retained
Stock Stock Par Value Earnings Total
--------- --------- ------------- ------------ ------------
(dollars in thousands)
<S> <C> <C> <C> <C> <C>
Balance, March 31, 1995 $ - $ 7,018 $ - $ 661,209 $ 668,227
Net Earnings - - - 22,424 22,424
Exercise of Stock Options - 36 2,560 - 2,596
Cash Dividends - - - (2,819) (2,819)
------ --------- ------------- ------------ ------------
BALANCE, SEPTEMBER 30, 1995 $ - $ 7,054 $ 2,560 $ 680,814 $ 690,428
====== ========= ============= ============ ============
</TABLE>
(B) On November 30, 1987 the Company distributed to a nominee, all of the
issued and outstanding shares of common stock of 3333 Holding Corporation
and warrants to purchase approximately 80% of the Class B units of limited
partnership interest in Centex Development Company, L. P. A wholly-owned
subsidiary of 3333 Holding Corporation serves as general partner of Centex
Development Company, L. P. These securities are held by the nominee on
behalf of Centex stockholders, and will trade in tandem with the common
stock of Centex, until such time as they are detached. Supplementary
condensed combined financial statements for Centex, 3333 Holding
Corporation and Subsidiary and Centex Development Company, L. P. are as
follows:
-6-
<PAGE> 10
NOTES - continued
CENTEX CORPORATION AND SUBSIDIARIES, 3333 HOLDING CORPORATION AND SUBSIDIARY
AND CENTEX DEVELOPMENT COMPANY, L. P.
SUPPLEMENTARY CONDENSED COMBINED BALANCE SHEETS
(dollars in thousands)
<TABLE>
<CAPTION>
September 30, March 31,
1995 1995 *
------------- -------------
<S> <C> <C>
ASSETS
Cash and Cash Equivalents $ 27,752 $ 25,207
Receivables 798,375 653,622
Inventories 1,366,731 1,266,509
Investments in
Centex Construction Products, Inc. 98,853 89,871
Joint Ventures and Unconsolidated Subsidiaries 5,390 5,695
Property and Equipment, net 38,775 41,267
Other Assets and Deferred Charges 23,621 26,427
------------- -------------
$ 2,359,497 $ 2,108,598
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts Payable and Accrued Liabilities $ 590,795 $ 557,640
Short-term Debt 737,996 632,745
Long-term Debt 322,075 222,530
Deferred Income Taxes 17,269 26,737
Stockholders' Equity 691,362 668,946
------------- -------------
$ 2,359,497 $ 2,108,598
============= =============
</TABLE>
*Condensed from audited financial statements
SUPPLEMENTARY CONDENSED COMBINED STATEMENT OF EARNINGS
(dollars in thousands)
<TABLE>
<CAPTION>
September 30,
--------------------------------
FOR THE SIX MONTHS ENDED 1995 1994
------------- -------------
<S> <C> <C>
Revenues $ 1,495,890 $ 1,688,606
Costs and Expenses 1,458,587 1,576,691
------------- -------------
Earnings Before Income Taxes 37,303 111,915
Income Taxes 14,664 41,567
------------- -------------
NET EARNINGS $ 22,639 $ 70,348
============= =============
</TABLE>
-7-
<PAGE> 11
NOTES - continued
(C) In order to assure the future availability of land for home building, the
Company has made deposits totaling $13 million as of September 30, 1995 for
options to purchase undeveloped land and developed lots having a total
purchase price of approximately $323 million. These options and
commitments expire at various dates to the year 2000. The Company has also
committed to purchase land and developed lots totaling approximately $56
million. In addition, the Company has executed lot purchase contracts with
CDC which aggregate approximately $6 million.
(D) Interest expenses relating to the financial services operations are
included in their respective costs and expenses. Interest related to
non-financial services operations are included as interest expense as
summarized below.
<TABLE>
<CAPTION>
Six Months Ended
-----------------------------
9/30/95 9/30/94
---------- ----------
<S> <C> <C>
Total Interest Incurred $ 33,307 $ 30,000
Less Financial Services (14,013) (15,199)
---------- ----------
Interest Expense $ 19,294 $ 14,801
========== ==========
</TABLE>
(E) During the quarter, the Company completed the acquisition of an equity
interest in Vista Properties, Inc. ("Vista") for approximately $85 million.
As a result of Centex's acquisition, Vista's equity and debt holders
received distributions of approximately $115 million which included
Centex's $85 million investment plus $30 million of Vista's cash balances.
Vista owns approximately 3,400 acres of land in seven states. The land is
zoned, planned or developed for single- and multi-family residential,
office, retail, industrial, and other commercial uses. The land will
provide Centex with key residential sites in certain of its existing
markets as well as commercial development opportunities. In addition,
Vista has certain potential tax benefits which may become partially useable
by Vista in future years.
(F) Certain prior year balances have been reclassified to be consistent with
the fiscal 1996 presentation.
-8-
<PAGE> 12
CENTEX CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
OF OPERATIONS AND FINANCIAL CONDITION
Centex consolidated revenues for the quarter were $787 million, 8%
less than revenues of $856 million for the same quarter last year. Net
earnings for the quarter were $14.6 million, 14% less than $16.9 million for
the same quarter a year ago. Earnings per share for this year's quarter were
$.50 compared to $.55 for the same quarter in fiscal 1995.
For the six months ended September 30, 1995, corporate revenues
totaled $1.5 billion, 12% less than $1.7 billion for the same period last year.
Earnings before income taxes were $37.1 million for the period this year, 29%
less than $52.5 million for the same period last year. Total earnings before
income taxes for the period last year, including the gain on the sale of 51% of
CXP, were $111.9 million. Net earnings for the current six months were $22.4
million, 32% less than $32.8 million for the same period last year. Total net
earnings for the six months last year, including the gain on the CXP sale, were
$70.3 million. Earnings per share for the current six months were $.77
compared to $1.05 last year. Total earnings per share for the six months last
year, including the gain from the CXP sale, were $2.24.
Earnings per share for both the quarter and the six months this year
declined less than net earnings for the respective periods last year due to
fewer average shares outstanding in the current periods. During the fiscal
year ended March 31, 1995, Centex repurchased 3.74 million shares of its common
stock, or about 12% of the shares outstanding at the beginning of its 1995
fiscal year.
HOME BUILDING
The following summarizes Home Building results for the quarter and
fiscal year-to-date ended September 30, 1995 compared to the quarter and fiscal
year-to-date ended September 30, 1994 (dollars in millions, except per unit
data):
<TABLE>
<CAPTION>
Quarter Ended Quarter Ended
9/30/95 9/30/94
------------------------- -------------------------
<S> <C> <C> <C> <C>
Home Building Revenues $ 482.0 100.0% $ 555.0 100.0%
Cost of Sales (397.1) (82.4%) (460.2) (82.9%)
Selling, General & Administrative (60.4) (12.5%) (62.7) (11.3%)
-------- ----- -------- -----
Operating Earnings $ 24.5 5.1% $ 32.1 5.8%
-------- ----- -------- -----
Units Closed 2,922 3,469
Unit Sales Price $163,143 $158,613
% Change 2.9% 10.1%
Operating Earnings per Unit $ 8,387 $ 9,234
% Change (9.2%) 33.4%
</TABLE>
-9-
<PAGE> 13
<TABLE>
<CAPTION>
Fiscal Fiscal
Year-to-Date Year-to-Date
9/30/95 9/30/94
-------------------------- --------------------------
<S> <C> <C> <C> <C>
Home Building Revenues $ 911.3 100.0% $1,086.9 100.0%
Cost of Sales (750.0) (82.3%) (903.3) (83.1%)
Selling, General & Administrative (118.3) (13.0%) (123.3) (11.3%)
-------- ----- -------- -----
Operating Earnings $ 43.0 4.7% $ 60.3 5.6%
-------- ----- -------- -----
Units Closed 5,574 6,702
Unit Sales Price $161,692 $156,689
% Change 3.2% 9.2%
Operating Earnings per Unit $ 7,720 $ 8,992
% Change (14.1%) 36.9%
</TABLE>
The operating earnings for the quarter and fiscal year-to-date ended
September 30, 1995 were lower as a percentage of revenues and on a per unit
basis compared to the same periods last year as a result of certain general and
administrative costs being absorbed by 16% fewer closed units in the quarter
ended September 30, 1995 and 17% fewer closed units in the six months ended
September 30, 1995.
FINANCIAL SERVICES
The Financial Services segment consists of Mortgage Banking in 1995
and Mortgage Banking and Savings and Loan in 1994. The following summarizes
Financial Services' results for the quarter and fiscal year-to-date ended
September 30, 1995 compared to the quarter and fiscal year-to-date ended
September 30, 1994 (dollars in millions):
<TABLE>
<CAPTION>
Fiscal Fiscal
Quarter Ended Quarter Ended Year-to-Date Year-to-Date
9/30/95 9/30/94 9/30/95 9/30/94
------------- ------------- ------------ -------------
<S> <C> <C> <C> <C>
Revenues $ 34.7 $ 29.9 $ 59.9 $ 67.5
------- ------- ---------- ----------
Operating Earnings $ 5.0 $ 1.6 $ 7.0 $ 7.0
------- ------- ---------- ----------
Origination Volume $ 1,249 $ 1,165 $ 2,308 $ 2,425
------- ------- ---------- ----------
Number of Loans Originated
Centex-built Homes 2,015 2,270 3,751 4,552
Non-Centex-built Homes 8,644 8,052 16,084 17,108
------- ------- ---------- ----------
10,659 10,322 19,835 21,660
======= ======= ========== ==========
</TABLE>
-10-
<PAGE> 14
Declining interest rates during the first six months of the fiscal
year resulted in an increase in mortgage applications over the same period
last year. Applications for the current quarter totaled 10,977, 14% higher
than 9,628 applications for the same quarter last year. Applications for the
six months were 22,391, up 13% from 19,877 for the same period in the prior
fiscal year. These increases occurred even though Mortgage Banking has
approximately 40% fewer offices than it had at its peak in the prior fiscal
year.
Savings and Loan revenues were $2.7 million and operating earnings
were $1.2 million for the quarter ended September 30, 1994 and $4.5 million and
$1.8 million, respectively, for the six months then ended. In December 1994,
the Savings and Loan sold its deposits and branches and exited the industry.
CONTRACTING AND CONSTRUCTION SERVICES
The following summarizes Contracting and Construction Services
results for the quarter and fiscal year-to-date ended September 30, 1995
compared to the quarter and fiscal year-to-date ended September 30, 1994
(dollars in millions):
<TABLE>
<CAPTION>
Fiscal Fiscal
Quarter Ended Quarter Ended Year-to-Date Year-to-Date
9/30/95 9/30/94 9/30/95 9/30/94
------------- ------------- -------------- -------------
<S> <C> <C> <C> <C>
Revenues $ 270.2 $ 270.9 $ 516.5 $ 533.9
-------- -------- --------- ---------
Operating Earnings (Loss) $ .1 $ (.5) $ .2 $ (1.2)
-------- -------- --------- ---------
New Contracts Received $ 298 $ 266 $ 566 $ 677
-------- -------- --------- ---------
Backlog of Uncompleted Contracts $ 1,373 $ 1,379 $ 1,373 $ 1,379
-------- -------- --------- ---------
</TABLE>
Contracting and Construction Services continues to operate in a
highly competitive market environment. Nonresidential construction is
improving as the economy strengthens and profit margins in this group are
improving. The Contracting and Construction Services operation provided a
positive average net cash flow in excess of Centex's investment in the group of
approximately $60 million during the current and prior year quarters.
EQUITY IN EARNINGS OF AFFILIATE (CXP)
Centex's 49% "Equity in Earnings of Affiliate (CXP)" was $7.9
million for the current quarter, a 38% increase over $5.8 million for the same
quarter a year ago. For the current six months, Centex's 49% equity in CXP
totaled $13.8 million, 46% higher than $9.5 million for the same period in the
prior fiscal year. Centex Construction Products, Inc. benefited from record
Cement operating earnings which rose 39% in the current quarter and from
improved operating results in its Gypsum Wallboard and Concrete and Aggregates
businesses.
ACQUISITION OF VISTA PROPERTIES, INC.
During the quarter, the Company completed the acquisition of an
equity interest in Vista Properties, Inc. ("Vista") for approximately $85
million. As a result of Centex's acquisition, Vista's equity and debt holders
received distributions of approximately $115 million which included Centex's
$85 million investment plus $30 million of Vista's cash balances. Vista owns
approximately 3,400 acres of land in seven states. The land is zoned, planned
or developed for single- and multi-family residential, office, retail,
industrial, and other commercial uses. The land will provide Centex
-11-
<PAGE> 15
with key residential sites in certain of its existing markets as well as
commercial development opportunities. In addition, Vista has certain potential
tax benefits which may become partially useable by Vista in future years.
FINANCIAL CONDITION AND LIQUIDITY
Centex fulfills its short-term financing requirements with cash
generated from its operations and funds available under its credit facilities.
These credit facilities also serve as back-up lines for overnight borrowings
under its uncommitted bank facilities and commercial paper program. In
addition, CTX Mortgage Company has its own credit facilities which aggregates
$600 million. These facilities are used by CTX to finance mortgages held
during the period they are being securitized and readied for delivery against
forward sale commitments.
As a result of improving home sales and related construction
activity, $9.6 million during the six months ended September 30, 1995, and
$67.4 million during the six months ended September 30, 1994 were used to fund
the increase in homes under construction, home building land and land
development costs. Residential mortgage loans increased from their March 31,
1995 level by $136.9 million due to the increase in mortgage banking activity.
Centex's debt increased by approximately $80 million during the current fiscal
year which funded the Vista acquisition and inventory additions. The increase
in mortgage activity was funded with CTX Mortgage Company's credit facilities
($121.5 million) and working capital.
The Company believes it has adequate resources and sufficient credit
facilities to satisfy its current needs and provide for future growth.
OUTLOOK
Recent interest rate drops have positively impacted both the Home
Building and Financial Services businesses. Improving backlogs in these
businesses, combined with continuing strong results from CXP, should generate
earnings gains as the fiscal year progresses.
-12-
<PAGE> 16
CENTEX CORPORATION
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On July 27, 1995, Centex held its Annual Meeting of Stockholders.
At the Annual Meeting, William J Gillilan III, David W. Quinn and Paul T.
Stoffel were elected as directors to serve for a three-year term until the 1998
Annual Meeting. Voting results for these nominees are summarized as follows:
<TABLE>
<CAPTION>
Number of Shares
--------------------------------
For Against
---------- -------
<S> <C> <C>
William J Gillilan III 23,842,231 67,119
---------- -------
David W. Quinn 23,843,359 65,991
---------- -------
Paul T. Stoffel 23,843,259 66,091
---------- -------
</TABLE>
Additionally, the holders of the Common Stock approved the motion to
extend until November 30, 2007 the detachment date of warrants to purchase
Class B Units of limited partnership interest in Centex Development Company,
L.P. Voting results are summarized as follows:
<TABLE>
<S> <C>
21,684,052 Shares FOR
----------
126,192 Shares AGAINST
----------
247,872 Shares ABSTAINED
----------
</TABLE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
The Registrant filed a report on Form 8-K dated October
12, 1995, reporting the acquisition of equity securities of
Vista Properties, Inc., a Nevada Corporation.
All other items required under Part II are omitted because they are not
applicable.
-13-
<PAGE> 17
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.
CENTEX CORPORATION
----------------------------------------
Registrant
November 10, 1995 /s/ David W. Quinn
----------------------------------------
David W. Quinn
Executive Vice President and
Chief Financial Officer
(principal financial officer)
November 10, 1995 /s/ Michael S. Albright
----------------------------------------
Michael S. Albright
Vice President - Finance and Controller
(chief accounting officer)
-14-
<PAGE> 18
3333 HOLDING CORPORATION
CENTEX DEVELOPMENT COMPANY, L.P.
PART I. FINANCIAL INFORMATION
CONDENSED COMBINING FINANCIAL STATEMENTS
ITEM 1.
The condensed combining financial statements include the accounts of
3333 Holding Corporation and subsidiary and Centex Development Company, L.P.
(collectively the "Companies"), and have been prepared by the Companies,
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations, although the Companies believe that the disclosures are adequate
to make the information presented not misleading. It is suggested that these
condensed combining financial statements be read in conjunction with the
financial statements and the notes thereto included in the Companies' latest
annual report on Form 10-K. In the opinion of the Companies, all adjustments
necessary to present fairly the information in the following condensed
financial statements of the Companies have been included. The results of
operations for such interim periods are not necessarily indicative of the
results for the full year.
-15-
<PAGE> 19
3333 HOLDING CORPORATION AND SUBSIDIARY
AND CENTEX DEVELOPMENT COMPANY, L.P.
CONDENSED COMBINING STATEMENT OF OPERATIONS
(dollars in thousands, except per share/unit data)
(unaudited)
<TABLE>
<CAPTION>
For The Three Months Ended September 30,
--------------------------------------------------------------------------------------------
1995 1994
------------------------------------------- ---------------------------------------------
3333 HOLDING 3333 HOLDING
CENTEX CORPORATION CENTEX CORPORATION
DEVELOPMENT AND DEVELOPMENT AND
COMBINED COMPANY, L.P. SUBSIDIARY COMBINED COMPANY, L.P. SUBSIDIARY
------------- ------------- ------------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C> <C>
Revenues $ 8,099 $ 7,998 $ 470 $ 1,330 $ 1,197 $ 376
Costs and Expenses 7,913 7,829 453 1,559 1,461 341
------------- ------------- ------------- ------------- ------------- -------------
Earnings (Loss) Before Income Taxes 186 169 17 (229) (264) 35
Income Taxes - - - - - -
------------- ------------- ------------- ------------- ------------- -------------
NET EARNINGS (LOSS) $ 186 $ 169 $ 17 $ (229) $ (264) $ 35
============= ============= ============= ============= ============= =============
EARNINGS (LOSS) PER SHARE/UNIT
(Average Outstanding Shares,
1,000; Units, 1,000) $ 169 $ 17 $ (264) $ 35
============= ============= ============= =============
</TABLE>
See notes to condensed combining financial statements.
-16-
<PAGE> 20
3333 HOLDING CORPORATION AND SUBSIDIARY
AND CENTEX DEVELOPMENT COMPANY, L.P.
CONDENSED COMBINING STATEMENT OF OPERATIONS
(dollars in thousands, except per share/unit data)
(unaudited)
<TABLE>
<CAPTION>
For The Six Months Ended September 30,
------------------------------------------------------------------------------------------------
1995 1994
--------------------------------------------- -----------------------------------------------
3333 HOLDING 3333 HOLDING
CENTEX CORPORATION CENTEX CORPORATION
DEVELOPMENT AND DEVELOPMENT AND
COMBINED COMPANY, L.P. SUBSIDIARY COMBINED COMPANY, L.P. SUBSIDIARY
------------- -------------- -------------- ------------- --------------- ---------------
<S> <C> <C> <C> <C> <C> <C>
Revenues $ 10,481 $ 10,239 $ 1,081 $ 4,435 $ 4,174 $ 712
Costs and Expenses 10,285 10,258 866 4,801 4,589 663
------------- -------------- -------------- ------------- --------------- ---------------
Earnings (Loss) Before Income Taxes 196 (19) 215 (366) (415) 49
Income Taxes - - - - - -
------------- -------------- -------------- ------------- --------------- ---------------
NET EARNINGS (LOSS) $ 196 $ (19) $ 215 $ (366) $ (415) $ 49
============= ============== ============== ============= =============== ===============
EARNINGS (LOSS) PER SHARE/UNIT
(Average Outstanding Shares,
1,000; Units, 1,000) $ (19) $ 215 $ (415) $ 49
============== ============== =============== ===============
</TABLE>
See notes to condensed combining financial statements.
-17-
<PAGE> 21
3333 HOLDING CORPORATION AND SUBSIDIARY
AND CENTEX DEVELOPMENT COMPANY, L.P.
CONDENSED COMBINING BALANCE SHEETS
(dollars in thousands)
<TABLE>
<CAPTION>
September 30, 1995* March 31, 1995**
------------------------------------------ ---------------------------------------
3333 HOLDING 3333 HOLDING
CENTEX CORPORATION CENTEX CORPORATION
DEVELOPMENT AND DEVELOPMENT AND
COMBINED COMPANY, L.P. SUBSIDIARY COMBINED COMPANY, L.P. SUBSIDIARY
------------ --------------- ------------ ----------- ------------- ------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Cash $ 1,362 $ 1,361 $ 1 $ 1,422 $ 1,403 $ 19
Accounts Receivable 507 769 190 187 570 187
Notes Receivable -
Centex Corporation and Subsidiaries 7,700 - 7,700 7,700 - 7,700
Other 7,262 7,262 - 4,025 4,025 -
Investment in Affiliate - - 767 - - 767
Projects Held for Development & Sale -
Forster Ranch 55,828 55,828 - 53,493 53,493 -
Other 39,459 39,459 - 46,455 46,455 -
----------- --------------- ----------- ----------- ------------ ------------
$ 112,118 $ 104,679 $ 8,658 $ 113,282 $ 105,946 $ 8,673
=========== =============== =========== =========== ============ ============
LIABILITIES, STOCKHOLDERS' EQUITY AND PARTNERS' CAPITAL
Accounts Payable and
Accrued Liabilities $ 2,639 $ 2,467 $ 624 $ 2,480 $ 2,196 $ 854
Notes Payable -
Centex Corporation and Subsidiaries 7,600 - 7,600 7,600 - 7,600
Forster Ranch 55,828 55,828 - 53,493 53,493 -
Other 2,943 2,943 - 2,992 2,992 -
Land Sale Deposits - - - 5 5 -
----------- --------------- ----------- ----------- ------------ ------------
Total Liabilities 69,010 61,238 8,224 66,570 58,686 8,454
Stockholders' Equity and
Partners' Capital 43,108 43,441 434 46,712 47,260 219
----------- --------------- ----------- ----------- ------------ ------------
$ 112,118 $ 104,679 $ 8,658 $ 113,282 $ 105,946 $ 8,673
=========== =============== =========== =========== ============ ============
</TABLE>
* Unaudited
** Condensed from audited financial statements.
See notes to condensed combining financial statements.
-18-
<PAGE> 22
3333 HOLDING CORPORATION AND SUBSIDIARY
AND CENTEX DEVELOPMENT COMPANY, L.P.
CONDENSED COMBINING STATEMENT OF CASH FLOWS
(dollars in thousands)
(unaudited)
<TABLE>
<CAPTION>
For The Six Months Ended September 30,
----------------------------------------------------------------------------------------
1995 1994
-------------------------------------------- -----------------------------------------
3333 HOLDING 3333 HOLDING
CENTEX CORPORATION CENTEX CORPORATION
DEVELOPMENT AND DEVELOPMENT AND
COMBINED COMPANY, L.P. SUBSIDIARY COMBINED COMPANY, L.P. SUBSIDIARY
----------- ------------- ------------- --------- ---------- --------------
<S> <C> <C> <C> <C> <C> <C>
Cash Flows - Operating Activities
Net Earnings (Loss) $ 196 $ (19) $ 215 $ (366) $ (415) $ 49
Net Change in Payables, Accruals,
Deposits and Receivables (166) 67 (233) (385) (338) (47)
(Increase)Decrease in Notes Receivable (3,237) (3,237) - 119 119 -
Decrease (Increase) in Projects Held
for Development and Sale 4,661 4,661 - (86) (86) -
----------- ------------- ------------- --------- ---------- --------------
1,454 1,472 (18) (718) (720) 2
----------- ------------- ------------- --------- ---------- --------------
Cash Flows - Financing Activities
Increase in Notes Payable 2,286 2,286 - 1,532 1,532 -
Capital Distributions (3,800) (3,800) - - - -
----------- ------------- ------------- --------- ---------- --------------
(1,514) (1,514) - 1,532 1,532 -
----------- ------------- ------------- --------- ---------- --------------
Net (Decrease) Increase In Cash (60) (42) (18) 814 812 2
Cash At Beginning Of Year 1,422 1,403 19 101 101 -
----------- ------------- ------------- --------- ---------- --------------
Cash At End Of Period $ 1,362 $ 1,361 $ 1 $ 915 $ 913 $ 2
=========== ============= ============= ========= ========== ==============
</TABLE>
See notes to condensed combining financial statements.
-19-
<PAGE> 23
3333 HOLDING CORPORATION AND SUBSIDIARY
AND CENTEX DEVELOPMENT COMPANY, L.P.
NOTES TO CONDENSED COMBINING FINANCIAL STATEMENTS
SEPTEMBER 30, 1995
(unaudited)
(A) On November 30, 1987 Centex Corporation ("Centex") distributed to a
nominee all of the issued and outstanding shares of common stock of
3333 Holding Corporation ("Holding") and warrants to purchase
approximately 80% of the Class B units of limited partnership interest
in Centex Development Company, L.P. (the "Partnership"). 3333
Development Company ("Development"), a wholly-owned subsidiary of
Holding, serves as general partner of the Partnership. These
securities are held by the nominee on behalf of Centex stockholders
and will trade in tandem with the common stock of Centex until such
time as they are detached.
(B) See Note B to the condensed consolidated financial statements of
Centex Corporation and subsidiaries included elsewhere in this Form
10-Q for supplementary condensed combined financial statements for
Centex Corporation and subsidiaries, Holding and subsidiary and the
Partnership.
(C) The Partnership sells lots to Centex Real Estate Corporation ("CREC")
pursuant to certain purchase and sale agreements. Revenues from these
sales totaled $2,990,000 and $3,468,000 for the six months ended
September 30, 1995 and 1994 respectively.
(D) A summary of changes in stockholders' equity is presented below
(dollars in thousands).
<TABLE>
<CAPTION>
For the Six Months Ended September 30, 1995
-----------------------------------------------------------------
3333 Holding Corporation
Centex Development Company, L.P. and Subsidiary
--------------------------------- -----------------------------
CLASS B GENERAL LIMITED CAPITAL IN
UNITS PARTNERS' PARTNERS' STOCK EXCESS OF RETAINED
COMBINED WARRANTS CAPITAL CAPITAL WARRANTS PAR VALUE EARNINGS
-------- -------- -------- -------- -------- --------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at March 31, 1995 $ 46,712 $ 500 $ 767 $ 45,993 $ 1 $ 800 $ (582)
Capital Distribution (3,800) - - (3,800) - - -
Net Earnings (Loss) 196 - - (19) - - 215
-------- -------- -------- -------- -------- --------- --------
BALANCE AT SEPTEMBER 30, 1995 $ 43,108 $ 500 $ 767 $ 42,174 $ 1 $ 800 $ (367)
======== ======== ======== ======== ======== ========= ========
</TABLE>
During the quarter ended September 30, 1995, the Partnership made
capital distributions of $3.8 million to CREC.
(E) The Partnership and the holder of the Forster Ranch non-recourse notes
have signed an agreement that may result in the transfer of ownership
of the property to the lender in satisfaction of the debt. In
connection with this agreement, CREC has agreed to fund certain holding
and other costs CDC will incur in connection with its rezoning efforts.
-20-
<PAGE> 24
3333 HOLDING CORPORATION AND SUBSIDIARY
AND CENTEX DEVELOPMENT COMPANY, L.P.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
OF OPERATIONS AND FINANCIAL CONDITION
RESULTS OF OPERATIONS
On a combined basis, revenues for the six months ended September 30,
1995 of $10.5 million included results from the sale of commercial property in
Texas, and residential property in Florida and New Jersey. Revenues of $4.4
million for six months ended September 30, 1994 included the sale of commercial
property in California and Texas, and residential property in Florida, New
Jersey and Illinois. The quarter ended September 30, 1995 reflected combined
net earnings of $186,000 compared to a net loss of $229,000 for the same
quarter last year. The improvement in earnings relates to a higher volume of
sales activity in the quarter ended September 30, 1995 compared to the same
period last year.
LIQUIDITY AND CAPITAL RESOURCES
During the quarter ended September 30, 1995, the Partnership made
capital distributions of $3.8 million to CREC.
Holding, Development and the Partnership believe that they will be
able to provide or obtain the necessary funding for their current operations
and future expansion needs. The revenues, earnings and liquidity of these
companies are largely dependent on future land sales, the timing of which is
uncertain. The ability to obtain external debt or equity capital is subject to
the provisions of Holding's loan agreement with Centex and the Partnership
Agreement governing the Partnership.
-21-
<PAGE> 25
3333 HOLDING CORPORATION
CENTEX DEVELOPMENT COMPANY, L.P.
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On July 27, 1995, 3333 Holding Corporation held its Annual Meeting of
Stockholders. At the Annual Meeting, J. Stephen Bilheimer, Josiah O. Low, III
and David M. Sherer were elected as directors to serve until the next annual
election. Voting results for these nominees are summarized as follows:
<TABLE>
<CAPTION>
Number of Shares
------------------------------
For Against
----- -------
<S> <C> <C>
J. Stephen Bilheimer 758 1
----- -------
Josiah O. Low, III 758 1
----- -------
David M. Sherer 758 1
----- -------
</TABLE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 27.1 - Financial Data Schedule
Exhibit 27.2 - Financial Data Schedule
(b) Reports on Form 8-K
The Registrant filed no reports on Form 8-K during the
quarter ended September 30, 1995
All other items required under Part II are omitted because they are not
applicable.
-22-
<PAGE> 26
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.
3333 HOLDING CORPORATION
----------------------------
Registrant
November 10, 1995 /s/ J. Stephen Bilheimer
----------------------------
J. Stephen Bilheimer
President
November 10, 1995 /s/ Roger Sefzik
----------------------------
Roger Sefzik
Vice President and Treasurer
(chief accounting officer)
-23-
<PAGE> 27
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.
CENTEX DEVELOPMENT COMPANY, L.P.
-----------------------------------
Registrant
By: 3333 Development Corporation,
General Partner
November 10, 1995 /s/ J. Stephen Bilheimer
-----------------------------------
J. Stephen Bilheimer
President
November 10, 1995 /s/ Roger Sefzik
-----------------------------------
Roger Sefzik
Vice President and Treasurer
(chief accounting officer)
-24-
<PAGE> 28
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
27 - Financial Data Schedule
27.1 - Financial Data Schedule
27.2 - Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Centex
Corporation's September 30, 1995, Form 10-Q and is qualified in its entirety
by reference to such financial statements.
</LEGEND>
<CIK> 0000018532
<NAME> CENTEX CORPORATION
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-START> APR-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 26,390
<SECURITIES> 0
<RECEIVABLES> 790,796
<ALLOWANCES> 0
<INVENTORY> 1,270,510
<CURRENT-ASSETS> 0
<PP&E> 82,618
<DEPRECIATION> 43,843
<TOTAL-ASSETS> 2,297,262
<CURRENT-LIABILITIES> 0
<BONDS> 322,075
<COMMON> 7,054
0
0
<OTHER-SE> 683,374
<TOTAL-LIABILITY-AND-EQUITY> 2,297,262
<SALES> 1,487,796
<TOTAL-REVENUES> 1,501,635
<CGS> 1,437,883
<TOTAL-COSTS> 1,437,883
<OTHER-EXPENSES> 7,370
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 19,294
<INCOME-PRETAX> 37,088
<INCOME-TAX> 14,664
<INCOME-CONTINUING> 22,424
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 22,424
<EPS-PRIMARY> 0.77
<EPS-DILUTED> 0.00
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from 3333
Holding Corporation's September 30, 1995, Form 10-Q and is qualified in
its entirety by refernce to such financial statements.
</LEGEND>
<CIK> 0000818762
<NAME> 3333 HOLDING CORPORATION
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-START> APR-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 1
<SECURITIES> 0
<RECEIVABLES> 7,890
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 8,658
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 1
0
0
<OTHER-SE> 433
<TOTAL-LIABILITY-AND-EQUITY> 8,658
<SALES> 1,081
<TOTAL-REVENUES> 1,081
<CGS> 866
<TOTAL-COSTS> 866
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 215
<INCOME-TAX> 0
<INCOME-CONTINUING> 215
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 215
<EPS-PRIMARY> 0.00
<EPS-DILUTED> 0.00
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Centex
Development Company L.P.'s September 30, 1995, Form 10-Q and is qualified
in its entirety by reference to such financial statements.
</LEGEND>
<CIK> 0000818764
<NAME> CENTEX DEVELOPEMENT COMPANY L.P.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-START> APR-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 1,361
<SECURITIES> 0
<RECEIVABLES> 8,031
<ALLOWANCES> 0
<INVENTORY> 95,287
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 104,679
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 43,441
<TOTAL-LIABILITY-AND-EQUITY> 104,679
<SALES> 10,239
<TOTAL-REVENUES> 10,239
<CGS> 10,258
<TOTAL-COSTS> 10,258
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (19)
<INCOME-TAX> 0
<INCOME-CONTINUING> (19)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (19)
<EPS-PRIMARY> 0.00
<EPS-DILUTED> 0.00
</TABLE>
