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Exhibit 99.3
K. HOVNANIAN ENTERPRISES, INC.
Offer to Exchange
10 1/2% Outstanding Senior Notes due 2007
for 10 1/2% Senior Notes due 2007
that have been registered
under the Securities Act of 1933
__________, 2000
To Our Clients:
Enclosed for your consideration is a Prospectus, dated December __, 2000
(as the same may be amended or supplemented from time to time, the
"Prospectus"), and a Letter of Transmittal (the "Letter of Transmittal"),
relating to the offer (the "Exchange Offer") by K. Hovnanian Enterprises, Inc.
(the "Issuer") and Hovnanian Enterprises, Inc. (the "Company"), the parent of
the Issuer and most of the subsidiaries of the Company (the "Guarantors," and
each a "Guarantor") to exchange $1,000 principal amount of their 10 1/2% Senior
Notes due 2007, guaranteed by the Guarantors (the "Exchange Notes") which have
been registered under the Securities Act of 1933, as amended (the "Securities
Act"), pursuant to a registration statement of which the Prospectus is a part,
for each $1,000 principal amount of their outstanding 10 1/2% Senior Notes due
2007, guaranteed by the Guarantors (the "Outstanding Notes"), respectively. The
terms of the Exchange Notes are identical in all material respects (including
principal amount, interest rate and maturity) to the terms of the Outstanding
Notes for which they may be exchanged pursuant to the Exchange Offer, except
that the Exchange Notes are freely transferable by holders thereof, upon the
terms and subject to the conditions of the enclosed Prospectus, dated ,
2000 (as the same may be amended or supplemented from time to time, the
"Prospectus"), and the enclosed Letter of Transmittal (the "Letter of
Transmittal"). The Outstanding Notes are unconditionally guaranteed (the "Old
Guarantees") by the Guarantors, and the Exchange Notes will be unconditionally
guaranteed (the "New Guarantees") by the Guarantors. Upon the terms and subject
to the conditions set forth in the Prospectus and the Letter of Transmittal, the
Guarantors offer to issue the New Guarantees with respect to all Exchange Notes
issued in the Exchange Offer in exchange for the outstanding Old Guarantees of
the Outstanding Notes for which such Exchange Notes are issued in exchange.
Throughout this letter, unless the context otherwise requires and whether so
expressed or not, references to the "Exchange Offer" include the Guarantor's
offer to exchange the New Guarantees for the Old Guarantees, references to the
"Exchange Notes" include the related New Guarantees and references to the
"Outstanding Notes" include the related Old Guarantees. The Issuer will accept
for exchange any and all Outstanding Notes properly tendered according to the
terms of the Prospectus and the Letter of Transmittal. Consummation of the
Exchange Offer is subject to certain conditions described in the Prospectus.
This material is being forwarded to you as the beneficial owner of
Outstanding Notes carried by us for your account or benefit but not registered
in your name. A tender of such Outstanding Notes may only be made by us as the
registered holder and pursuant to your instructions. Therefore, the Issuers
urge beneficial owners of Outstanding Notes registered in the
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name of a broker, dealer, commercial bank, trust company or other nominee to
contact such registered holder promptly if such beneficial owners wish to tender
Outstanding Notes in the Exchange Offer.
Accordingly, we request instructions as to whether you wish to tender any
or all such Outstanding Notes held by us for your account, pursuant to the terms
and conditions set forth in the enclosed Prospectus and Letter of Transmittal.
However, we urge you to read the Prospectus carefully before instructing us as
to whether or not to tender your Outstanding Notes.
Your instructions to us should be forwarded as promptly as possible in
order to permit us to tender Outstanding Notes on your behalf in accordance with
the provisions of the Exchange Offer. The Exchange Offer will expire at 5:00
P.M., New York City Time, on , 2001, unless the Exchange Offer is extended
by the Issuer. The time the Exchange Offer expires is referred to as the
"Expiration Date." Tenders of Outstanding Notes may be withdrawn at any time
prior to the Expiration Date.
IF YOU WISH TO HAVE US TENDER ANY OR ALL OF YOUR OUTSTANDING NOTES, PLEASE
SO INSTRUCT US BY COMPLETING, EXECUTING AND RETURNING TO US THE INSTRUCTION FORM
ON THE REVERSE HEREOF. The accompanying Letter of Transmittal is furnished to
you for your information only and may not be used by you to tender Outstanding
Notes held by us and registered in our name for your account or benefit.
If we do not receive written instructions in accordance with the procedures
presented in the Prospectus and the Letter of Transmittal, we will not tender
any of the Outstanding Notes on your account.
Please carefully review the enclosed material as you consider the Exchange
Offer.
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INSTRUCTIONS
INSTRUCTION TO REGISTERED HOLDER AND/OR DTC PARTICIPANT FROM BENEFICIAL OWNER
OF
10 1/2% Senior Notes due 2007
The undersigned acknowledge(s) receipt of the Prospectus dated _____, 2000
as the same may be amended or supplemented from time to time, the "Prospectus"),
and a Letter of Transmittal (the "Letter of Transmittal"), relating to the
offer (the "Exchange Offer") by K. Hovnanian Enterprises, Inc. (the "Issuer")
and Hovnanian Enterprises, Inc. (the "Company"), the parent of the Issuer and
most of the subsidiaries of the Company (the "Guarantors," and each a
"Guarantor") to exchange $1,000 principal amount of their 10 1/2% Senior Notes
due 2007, guaranteed by the Guarantors (the "Exchange Notes") which have been
registered under the Securities Act of 1933, as amended (the "Securities Act"),
pursuant to a registration statement of which the Prospectus is a part, for each
$1,000 principal amount of their outstanding 10 1/2% Senior Notes due 2007,
guaranteed by the Guarantors (the "Outstanding Notes"), respectively, upon the
terms and subject to the conditions set forth in the Prospectus and the Letter
of Transmittal. Capitalized terms used but not defined herein have the meanings
ascribed to them in the Prospectus.
This will instruct you, the registered holder, as to the action to be taken
by you relating to the Exchange Offer with respect to the Outstanding Notes held
by you for the account of the undersigned.
The aggregate face amount of the Outstanding Notes held by you for the
account of the undersigned is (fill in amount):
$_____________ of the Outstanding Notes.
With respect to the Exchange Offer, the undersigned hereby instructs you
(check appropriate box):
[_] To TENDER the following Outstanding Notes held by you for the account
of the undersigned (insert principal amount of Outstanding Notes to be tendered,
if any):
$_____________ of the Outstanding Notes.
[_] NOT TO TENDER any Outstanding Notes held by you for the account of the
undersigned.
If the undersigned instructs you to tender the Outstanding Notes held by
you for the account of the undersigned, it is understood that you are authorized
(a) to make, on behalf of the undersigned (and the undersigned, by its signature
below, hereby makes to you), the representations and warranties contained in the
Letter of Transmittal that are to be made with respect to the undersigned as a
beneficial owner of the Outstanding Notes, including but not limited to the
representations that (i) the undersigned is acquiring the Exchange Notes in the
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ordinary course of business of the undersigned, (ii) the undersigned is not
participating, does not intend to participate, and has no arrangement of
understanding with any person to participate, in the distribution of Exchange
Notes, (iii) the undersigned acknowledges that any person participating in the
Exchange Offer for the purpose of distributing the Exchange Notes must comply
with the registration and prospectus delivery requirements of the Securities Act
of 1933 (the "Securities Act"), as amended, in connection with any resale
transaction of the Exchange Notes acquired by such person and cannot rely on the
position of the Staff of the Securities and Exchange Commission set forth in
certain no-action letters (see the section of the Prospectus entitled "The
Exchange Offer -- Resale of Exchange Notes"), (iv) the undersigned understands
that a secondary resale transaction described in clause (iii) above should be
covered by an effective registration statement containing the selling security
holder information required by Item 507 of Regulation S-K of the Securities and
Exchange Commission, (v) the undersigned is not an "affiliate," as defined in
Rule 405 under the Securities Act, of the Issuer, (vi) if the undersigned is not
a broker-dealer, that it is not participating in, does not intend to participate
in, and has no arrangement or understanding with any person to participate in,
the distribution of Exchange Notes and (vii) if the undersigned is a broker-
dealer that will receive Exchange Notes for its own account in exchange for
Outstanding Notes that were acquired as a result of market-making activities or
other trading activities, it acknowledges that it will deliver a prospectus
meeting the requirements of the Securities Act in connection with any resale of
such Exchange Notes received in respect of such Outstanding Notes pursuant to
the Exchange Offer, however, by so acknowledging and by delivering a prospectus,
the undersigned will not be deemed to admit that it is an "underwriter" within
the meaning of the Securities Act; (b) to agree, on behalf of the undersigned,
as set forth in the Letter of Transmittal; and (c) to take such other action as
necessary under the Prospectus or the Letter of Transmittal to effect the valid
tender of Outstanding Notes.
____________________________________________________________________
SIGN HERE
Name of Beneficial Owner(s): _______________________________________
Signatures(s): _____________________________________________________
Name(s) (please print): ____________________________________________
Address(es): _______________________________________________________
Area Code and Telephone Number(s): _________________________________
Taxpayer Identification or Social Security Number(s): ______________
Date: ______________________________________________________________
____________________________________________________________________
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