FORM 10-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended January 30, 1994
OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

Commission File Number 1-8207

THE HOME DEPOT, INC.
(Exact name of Registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation or organization)

IRS No. 95-3261426
(I.R.S. Employer Identification No.)

2727 Paces Ferry Road, Atlanta, Georgia
(Address of principal executive offices)

30339
(Zip Code)

Registrant's telephone number, including area code: (404) 433-8211

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Name of Each Exchange
Title of Each Class on Which Registered

Common Stock, $.05 Par Value New York Stock Exchange

4-1/2% Convertible Subordinated New York Stock Exchange
Notes due 1997

SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: None

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 if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of Registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K.[X]

The aggregate market value of the Common Stock of the Registrant
held by nonaffiliates of the Registrant on March 28, 1994 was
$17,835,344,406. The aggregate market value was computed by
reference to the closing price of the stock on the New York Stock
Exchange on such date. For the purposes of this response,
executive officers and directors are deemed to be the affiliates
of the Registrant and the holding by nonaffiliates was computed
as 418,473,590 shares.

The number of shares outstanding of the Registrant's Common Stock
as of March 28, 1994 was 450,648,080 shares.

DOCUMENTS INCORPORATED BY REFERENCE

The Registrant's proxy statement for its Annual Meeting of
Stockholders, to be held May 25, 1994, which will be filed
pursuant to Regulation 14A within 120 days of the close of
Registrant's fiscal year, is incorporated by reference in answer
to Part III of this report but only to the extent indicated
therein. In addition, pages 20 through 38 of The Home Depot,
Inc.'s 1993 Annual Report to Stockholders is incorporated by
reference in answer to Items 6, 7 and 8 of Part II and Item 14(a)
of Part IV of this report.

PART I
Item 1. BUSINESS

The Home Depot, Inc. and its subsidiaries ("The Home Depot"
or "Company") is the leading retailer in the home improvement
industry. It operates "warehouse style" stores which sell a wide
assortment of building materials and home improvement products.
At fiscal year end the Company's three operating divisions--
Western, Southeast and Northeast--had 264 stores in 23 states
with an aggregate total of approximately 26,383,000 square feet
of selling space. Such stores average approximately 100,000
square feet of enclosed space per store, with an additional
10,000 to 28,000 square feet of outside selling and storage
space. The Company's executive offices are located at 2727
Paces Ferry Road, Atlanta, Georgia 30339, telephone number (404)
433-8211.

The Home Depot's operating strategy stresses providing a
broad range of merchandise at competitive prices and utilizing
highly knowledgeable service oriented personnel and aggressive
advertising. Company-employed shoppers regularly check prices at
competitors' operations to ensure that The Home Depot's low
"Day-In, Day-Out" warehouse prices are competitive within each
market.

Since a large proportion of the Company's customers are
individual homeowners, many of whom may have limited experience
in do-it-yourself projects, management considers its employees'
knowledge of products and home improvement techniques and
applications to be very important to its marketing approach and
its ability to maintain customer satisfaction. The Home Depot
also devotes significant marketing, advertising and service
efforts toward attracting professional remodelers and commercial
users.

Products

Management estimates that during the course of a year, a
typical store stocks approximately 30,000 product items,
including variations in color and size. Each store carries a
wide selection of quality and nationally advertised brand name
merchandise. The table below shows the percentage of sales of
each major product group for each of the last three fiscal years.
However, these percentages may not necessarily be representative
of the Company's future product mix due, among other things, to
the effects of promotional activities associated with opening
additional stores. Also, newly opened stores did not operate
through a complete seasonal product cycle for all periods
presented.

Percentage of Sales
Year Ended Year Ended Year Ended
Feb. 2, Jan. 31, Jan. 30,
1992 1993 1994

Product Group
Plumbing, heating, lighting
and electrical supplies 28.5% 27.3% 27.6%
Building materials, lumber,
floor and wall coverings 32.8 34.1 34.2
Hardware and tools 12.3 12.8 13.0
Seasonal and specialty items 15.2 14.8 14.5
Paint and Other 11.2 11.0 10.7
----- ----- -----
100.0% 100.0% 100.0%
===== ===== =====

The Company sources its merchandise from approximately 4,350
vendors worldwide, of which no single vendor accounts for as much
as 10% of purchases. The Company is not dependent on any single
vendor. A substantial majority of merchandise is purchased
directly from manufacturers, thereby eliminating costs of
intermediaries. Management believes that competitive sources of
supply are readily available for substantially all its products.

Marketing and Sales

Management believes a number of the Company's existing stores
are operating at or above their optimum capacity. In order to
enhance market penetration over time, the Company has adopted a
strategy of adding new stores near the edge of the market areas
served by existing stores. While such a strategy may initially
have a negative impact on the rate of growth of comparable
store-for-store sales, management believes the benefits of this
"cannibalization" strategy are to increase customer satisfaction
and overall market share by reducing delays in shopping,
increasing utilization by existing customers and attracting new
customers to more convenient locations.

The Home Depot has continued to introduce or refine a number
of merchandising programs during fiscal 1993. Key among them is
the Company's ongoing commitment to becoming the supplier of
first choice to an assortment of professional customers,
primarily small-scale remodelers, carpenters, plumbers,
electricians and building maintenance professionals. The Company
has reacted to the needs of this group by emphasizing commercial
credit programs, delivery services, new merchandising programs
and more efficient shopping through the Company's Store
Productivity Improvement program.

The Company continued a Company-wide roll-out of an enlarged
garden center prototype. These centers which are as large as
28,000 square feet, feature 6,000 to 8,000 square foot
greenhouses or covered selling areas providing year round selling
opportunities as well as a significantly expanded product
assortment. By the end of fiscal 1993, the prototype was in place

in 87 stores. Both new and older stores will incorporate
the expanded centers where space is available.

During fiscal 1993, the Company continued to develop
innovative merchandising programs that are helping to further
grow the business. The Company's installed sales program became
available in 251 stores in 26 markets and is planned to be in all
of the Company's stores over the next year. There are
approximately 2,370 installed sales vendors who, as independent,
licensed contractors, are authorized to provide services to
customers. This program targets the buy-it-yourself ("B-I-Y")
customer, who will purchase an item but either does not have the
desire or ability to install the item.

During the past year, the Company began a three year marketing
effort to support its sponsorship of the 1994 and 1996 Olympic
Games and the U.S. Olympic teams' participation at those games.
A select number of the Company's key suppliers are providing
significant financial support for the sponsorship.

In January 1994, the Company opened its second Expo(Regis. TM) Design
Center in Atlanta, Georgia, which is the first of its kind on the
East Coast. The Expo stores, located in San Diego and Atlanta,
are enabling the regional merchandising staff to test a variety
of upscale interior design products and services. The Company is
currently considering the feasibility of opening Expo stores in
other markets. During 1993 and early 1994, the Company also
opened seven Depot Diners on a test basis in Atlanta, Seattle and
various locations in South Florida. Depot Diners are an
extension of the Company's commitment to total customer
satisfaction, and are designed to provide customers and employees
with a convenient place to eat. The Company believes customers
with limited amounts of time to complete their shopping,
especially customers with small children, may spend more time in
the store if fast food is available on site. The food service
providers vary by market.

"The Home Depot", the "Homer" advertising symbol and various
private label brand names under which the Company sells a limited
range of products are service marks, trademarks or trade names of
the Company and are considered to be important assets of the
Company.

Information Systems

Each store is equipped with a computerized point of sale
system, electronic bar code scanning system, and a mini-computer.
These systems provide efficient customer check-out with an
approximate 90 percent scan rate, store-based inventory
management, rapid order replenishment, labor planning support,
and item movement information. Store information is communicated
to home office and divisional office computers via a satellite
network. These computers provide corporate financial and
merchandising support systems.

The Company is constantly assessing and upgrading its
information systems to support its growth, reduce and control
costs, and enable better decision-making. The Company continues
to see greater efficiency as a result of its electronic data
interchange (EDI) program. Currently,

over 250 of the Company's highest volume vendors are participating
in the EDI program. The Company also operates its own television network
and produces training and communications programs that are transmitted to
stores via the satellite network.

Employees

As of fiscal year end, The Home Depot employed
approximately 50,700 persons, of whom approximately 3,600 were
salaried and the remainder were compensated on an hourly basis.
Approximately 90 percent of the Company's employees are employed
on a full-time basis. In order to attract and retain qualified
personnel, the Company seeks to maintain salary and wage levels
above those of its competitors in its market areas. The
Company's policy is to hire and train additional personnel in
anticipation of future store expansion.

The Company has never experienced a strike or any work
stoppage and management believes that its employee relations are
satisfactory. There are no collective bargaining agreements
covering any of the Company's employees.

Competition

The business of the Company is highly competitive, based
in part on price, location of store, customer service and depth
of merchandise. In each of the markets served by the Company,
there are several other chains of building supply houses, lumber
yards and home improvement stores. In addition, the Company must
compete, with respect to some of its products, with discount
stores, local, regional and national hardware stores, warehouse
clubs, independent building supply stores and to a lesser extent,
other retailers.

Due to the variety of competition faced by the Company,
management is unable to accurately measure the Company's market
share in its existing market areas. However, management believes
that the Company is an effective and significant competitor in
these markets.

Executive Officers

The following provides information concerning the
executive officers holding positions in the Company and/or its
subsidiaries.

BERNARD MARCUS, has been Chairman of the Board of Directors
and Chief Executive Officer ("CEO") since its inception in 1978,
and is, together with Mr. Arthur M. Blank and Mr. Kenneth G.
Langone (a director of the Company), a co-founder of the Company.
Mr. Marcus serves on the Board of Directors of Wachovia Bank of
Georgia, N.A., National Service Industries, Inc. and the New York
Stock Exchange, Inc. Mr. Marcus is a member of the Advisory
Board and Board of Directors of the Shepherd Spinal Center in
Atlanta, as well as a Vice President and member of the Board of
The City of Hope, a charitable organization in Duarte,
California. Mr. Marcus is also a member of Emory University's
Board of Visitors.

ARTHUR M. BLANK, has been President, Chief Operating Officer
("COO") and a director of The Home Depot since its inception in
1978; and is, together with Mr. Bernard Marcus and Mr. Kenneth G.
Langone, a co-founder of the Company. Mr. Blank serves as
Chairman of the Board of Trustees of North Carolina Outward Bound
School, a non-profit corporation; serves on the Board of Trustees
of Emory University; the Board of Councilors of the Carter Center
of Emory University; and the Board of Directors of Post
Properties Inc. and Harry's Farmers Market, Inc.

RONALD M. BRILL, has been Executive Vice President and Chief
Financial Officer ("CFO") of the Company since March 1993. Mr.
Brill joined The Home Depot as its Controller in 1978, was
elected Treasurer in 1980, Vice President-Finance in 1981, Senior
Vice President and CFO in 1984, and elected as a director in
1987. Mr. Brill serves on the Board of Directors of AutoFinance
Group, Inc.; the Board of Trustees of the Atlanta Jewish
Federation; the Board of Trustees of Woodruff Arts Center; the
Board of Directors of the Atlanta High Museum of Art; the Board
of Directors of the Atlanta Chamber of Commerce; and the
Governing Board of Woodward Academy.

JAMES W. INGLIS, has been a director of the Company since
1993. Mr. Inglis has been Executive Vice President-Strategic
Development since April 1994. Mr. Inglis joined The Home Depot in
1983 as a merchandiser and was shortly thereafter promoted to
Senior Merchandiser and then promoted to Vice President-
Merchandising (West Coast) in 1985, and Executive Vice President-
Merchandising in 1988. Mr. Inglis serves as endowment chairman
for the City of Hope's hardware and home improvement industry
group.

BRUCE W. BERG, has been President-Southeast Division since
1991. Mr. Berg joined the Company in 1984 as Vice President-
Merchandising (East Coast) and was promoted to Senior Vice
President (East Coast) in 1988.

BILL HAMLIN, has been Executive Vice President-Merchandising
since April 1994. Mr. Hamlin joined the Company in 1985 as a
merchandiser and was promoted to Vice President-Merchandising
(West Coast) in 1988 and President-Western Division in 1990.

LARRY M. MERCER, has been President-Northeast Division since
1991. Mr. Mercer joined the Company in 1979 as an Assistant
Store Manager and after serving as a Store Manager was promoted
to Regional Manager of the Central Florida Region in 1983. Mr.
Mercer was then promoted to Vice President-Store Operations (East
Coast) in 1987.

MARSHALL L. DAY, has been Senior Vice President-Finance since
March 1993. Mr. Day joined the Company in 1986 as Controller,
was promoted to Vice President, Controller in 1988 and Vice
President-Finance in 1989.

STEPHEN BEBIS, has been President and Chief Executive Officer
of The Home Depot Canada, a Canadian partnership, since February
1994. Mr. Bebis' division operates the

Aikenhead's Home Improvement Warehouse, which is owned jointly by the Molson
Companies Limited and The Home Depot. Mr. Bebis joined The Home
Depot in 1984 as a Merchandiser. Prior to joining Aikenhead's in
1990, Mr. Bebis was Vice President-Merchandising for the Mid-
South Division of The Home Depot. Mr. Bebis is currently a
member of the Board of Directors of Habitat for Humanity Canada
and a member of the Young Presidents' Organization.

HARRY PIERCE, has been President-Western Division since April
1994. Mr. Pierce joined the Company in 1984 as an Assistant
Store Manager and later became an Associate Merchandiser in 1985.
After serving several years as a Merchandiser both in Atlanta and
in the Northeast, Mr. Pierce was promoted to Manager,
Merchandising Information Systems in 1990. In 1992, Mr. Pierce
joined the Company's Western Division as Vice President-
Merchandising.

Item 2. PROPERTIES

The following table illustrates the Company's store
locations by state as of the end of fiscal year 1993:

Number of Stores
State in State

Alabama 2
Arizona 11
California 73
Connecticut 7
Florida 52
Georgia 18
Louisiana 6
Maryland 6
Massachusetts 9
Nevada 3
New Hampshire 3
New Jersey 12
New York 10
North Carolina 3
Oklahoma 2
Oregon 1
Pennsylvania 2
Rhode Island 1
South Carolina 3
Tennessee 7
Texas 26
Virginia 4
Washington 3
---
TOTAL 264
===

At fiscal year end, The Home Depot had stores located in 23
states, with approximately 68% being concentrated in California,
Georgia, Texas, Florida and Arizona. In late fiscal 1988, the
Company began to open stores in the Northeast, its first
expansion outside the Sunbelt states. Despite a generally weak
economy in the Northeast region, the stores the Company operates
in this region have reported sales volumes which are among the
highest of the Company's stores. Although new store openings for
fiscal 1993 occurred primarily in existing markets, the Company
continued its geographic expansion by opening stores in a number
of new markets in fiscal 1993 -- upper New York; eastern
Pennsylvania; metro Washington, D.C.; Portland, Oregon; Reno,
Nevada; Greensboro, North Carolina; Charleston, South Carolina;
Tallahassee, Florida; Augusta, Georgia; Bakersfield, Fresno and
Stockton, California; and Oklahoma City, Oklahoma.

In November 1993, the Company announced plans to acquire
seven non-operating store locations in the Chicago area from
Waban Inc., owners of HomeBase Home Improvement Centers. In
February 1994, the Company acquired from the Molson Companies
Limited ("Molson"), a 75% interest in the Canadian home
improvement warehouse retailer, Aikenhead's Home Improvement
Warehouse. The Company has the right to acquire Molson's
remaining 25% interest in six years. The Company will be the
managing partner of the new enterprise, known as The Home Depot
Canada, a Canadian partnership. At the time of the acquisition,
Aikenhead's was operating seven stores in Ontario and had an
additional three stores scheduled to open by April 1994. The
Company anticipates operating approximately 12 stores throughout
major Canadian markets by the end of fiscal 1994.

From the end of fiscal 1988 to the end of fiscal 1993, the
Company increased its store count by an average of approximately
22% per year (from 96 to 264 stores) and increased the total
store square footage by an average of approximately 26% per year
(from 8,216,000 to 26,383,000 total square feet). The Home Depot
expects to continue to increase its store count in both existing
and selected new markets on a basis consistent with its
previously stated policy of not exceeding a maximum growth rate
of new stores of approximately 25 percent per year. The Home
Depot took advantage of recent competitive opportunities despite
this stated policy. During fiscal 1993, the Company opened 50
new stores and relocated six existing stores, including the
opening of approximately 18 additional stores in the Northeast
region, approximately 15 additional stores in the Southeast
region, including the Expo Design Center store, and approximately
17 additional stores in the Western region. During fiscal 1994,
the Company anticipates opening approximately 70 new stores: 18
in the Southeast, 18 in the Northeast, 19 in the West, 10 in the
Midwest and five in Canada, plus relocations of nine existing
stores. New stores average approximately 102,000 square feet
with an additional 15,000 to 28,000 square feet of outside
selling and storage area.

Of the Company's 264 stores, 61% are owned (including those
owned subject to a ground lease) consisting of approximately
16,197,00 square feet and 39% are leased consisting of
approximately 10,186,000 square feet. In recent years, the
relative percentage of new stores owned has increased. The
Company prefers to own stores because of the greater operating
control and flexibility, generally lower occupancy costs and
certain other economic advantages

of owned stores. See "Management's Discussion and Analysis of Results of
Operations and Financial Condition--Liquidity and Capital Resources."

The Company's executive, corporate staff and accounting
office occupies approximately 371,000 square feet of leased space
in two locations in Atlanta, Georgia. The Company occupies an
aggregate of 122,500 square feet, of which 68,500 square feet is
owned and 54,000 square feet is leased for divisional offices
located in Atlanta, Georgia; Fullerton, California; South
Plainfield, New Jersey; and Tampa, Florida.

Item 3. LEGAL PROCEEDINGS

There are no material pending legal proceedings, other than
ordinary routine litigation incidental to the business, to which
the Company is a party or to which any of its property is the
subject.

Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matter was submitted to a vote of security holders during
the fourth quarter of the fiscal year ended January 30, 1994.

PART II

Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS

Since April 19, 1984, the Common Stock of the Company has
been listed on the New York Stock Exchange under the symbol "HD".
The table below sets forth the high and low sales prices of the
Common Stock on the New York Stock Exchange Composite Tape as
reported in The Wall Street Journal and the quarterly cash
dividends declared per share of Common Stock during the periods
indicated.

Price Range* Cash
--------------- Dividends
Low High Declared*
--- ---- ----------

Fiscal Year 1992
First Quarter ended May 3, 1992 $29.75 $34.25 $.0150
Second Quarter ended August 2, 1992 30.88 38.00 .0225
Third Quarter ended November 1, 1992 36.75 43.75 .0225
Fourth Quarter ended January 31, 1993 42.75 51.50 .0225

Fiscal Year 1993
First Quarter ended May 2, 1993 $39.63 $50.50 $.0225
Second Quarter ended August 1, 1993 41.13 47.00 .0300
Third Quarter ended October 31, 1993 35.00 47.25 .0300
Fourth Quarter ended January 30, 1994 36.50 44.25 .0300

Fiscal Year 1994
First Quarter (through March 28, 1994) $37.13 $44.63 $.0300
_____________________________

<FN>
* On July 1, 1992, the Company effected a three-for-two stock
split and on April 13, 1993, the Company effected a four-for-
three stock split, each in the form of a stock dividend, with
respect to the shares of Common Stock issued and outstanding on
June 11, 1992 and March 24, 1993, respectively. The prices in
the table set forth above have been adjusted by the Company to
give effect retroactively to such stock splits. Dividends
declared also have been adjusted to give effect to the stock
splits.

The Company paid its first cash dividend on June 22, 1987
and has since paid dividends in each quarter. Future dividend
policy will depend on the Company's earnings, capital
requirements, financial condition and other factors considered
relevant by the Board of Directors.

Number of Record Holders

The number of record holders of The Home Depot's Common
Stock as of March 28, 1994 was 61,596 (without including
individual participants in nominee security position listings).

Item 6. SELECTED FINANCIAL DATA

Reference is made to information for the fiscal years
1988-1993 under the heading "Ten Year Selected Financial and
Operating Highlights" contained in the Company's Annual Report to
Stockholders for the fiscal year ended January 30, 1994, which
information is incorporated herein by reference.

Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Reference is made to information under the heading
"Management's Discussion and Analysis of Results of Operations
and Financial Condition" contained in the Company's Annual Report
to Stockholders for the fiscal year ended January 30, 1994, which
information is incorporated herein by reference.

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Reference is made to information under the headings
"Consolidated Statements of Earnings," "Consolidated Balance
Sheets," "Consolidated Statements of Stockholders' Equity,"
"Consolidated Statements of Cash Flows," "Notes to Consolidated
Financial Statements" and "Independent Auditors' Report"
contained in the Company's Annual Report to Stockholders for the
fiscal year ended January 30, 1994, which information is
incorporated herein by reference.

Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE

None

PART III

Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The information required by Item 10 is incorporated by
reference from the information in Registrant's proxy statement
(filed or to be filed pursuant to Regulation 14A) for its Annual
Meeting of Stockholders to be held May 25, 1994, except as to
biographical information on Executive Officers which is contained
in Item I of this Annual Report on Form 10-K.

Item 11. EXECUTIVE COMPENSATION

The information required by Item 11 is incorporated by
reference from the information in Registrant's proxy statement
(filed or to be filed pursuant to Regulation 14A) for its Annual
Meeting of Stockholders to be held May 25, 1994.

Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

The information required by Item 12 is incorporated by
reference from the information in Registrant's proxy statement
(filed or to be filed pursuant to Regulation 14A) for its Annual
Meeting of Stockholders to be held May 25, 1994.

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The information required by Item 13 is incorporated by
reference from the information in Registrant's proxy statement
(filed or to be filed pursuant to Regulation 14A) for its Annual
Meeting of Stockholders to be held May 25, 1994.

PART IV

Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND
REPORTS ON FORM 8-K

(a) 1. Financial Statements

The following financial statements are filed herewith by
incorporation by reference from pages 25 through 38 of the
Registrant's Annual Report to Stockholders for the fiscal year
ended January 30, 1994, as provided in Item 8 hereof:

- Consolidated Statements of Earnings for the fiscal years
ended January 30, 1994, January 31, 1993 and February 2, 1992.

- Consolidated Balance Sheets as of January 30, 1994 and
January 31, 1993.

- Consolidated Statements of Stockholders' Equity for the
fiscal years ended January 30, 1994, January 31, 1993 and February 2, 1992.

- Consolidated Statements of Cash Flows for the fiscal years
ended January 30, 1994, January 31, 1993 and February 2, 1992.

- Notes to Consolidated Financial Statements.

- Independent Auditors' Report.

2. Financial Statement Schedules

The following financial statement schedules are filed herewith:

- Independent Auditors' Report on Financial Statement Schedules.

- Schedule I - Investments for the fiscal year ended January 30, 1994.

- Schedule II - Amounts Receivable from Related Parties and
Underwriters, Promoters and Employees Other Than Related Parties
for the fiscal years ended January 30, 1994, January 31, 1993
and February 2, 1992.

- Schedule V - Property and Equipment for the fiscal years
ended January 30, 1994, January 31, 1993 and February 2, 1992.

- Schedule VI - Accumulated Depreciation and Amortization of
Property and Equipment for the fiscal years ended January 30, 1994,
January 31, 1993 and February 2, 1992.

All other schedules are omitted as the required
information is inapplicable or the information is presented in
the consolidated financial statements or related notes.

(b) Reports on Form 8-K

There were no reports on Form 8-K filed during the last
quarter of the fiscal year ended January 30, 1994.

Exhibits marked with an asterisk (*) are hereby
incorporated by reference to exhibits or appendices previously
filed by the Registrant as indicated in brackets following the
description of the exhibit.

* 3.l Restated Certificate of Incorporation of The Home Depot, Inc.
[Form 10-K for the fiscal year ended January 29, 1989,
Exhibit 3.1].

* 3.2 By-Laws, as amended [Form 10-K for the fiscal year ended
February 3, 1991, Exhibit 3.2].

* 4.1 Indenture dated as of January 15, 1992 among The Home Depot,
Inc., as issuer, Home Depot U.S.A., Inc., as guarantor, and
Wachovia Bank of Georgia, N.A., as trustee for $805,000,000,
4-1/2% Convertible Subordinated Notes due 1997. [Form 10-K for
the fiscal year ended February 2, 1992, Exhibit 4.2].

*10.1 Investment Banking Consulting Contract dated April 17, 1985
between Invemed Associates, Inc. and the Registrant. [Form
10-K for the fiscal year ended February 2, 1992, Exhibit
10.1].

*10.2 +Corporate Office Management Bonus Plan of the Registrant
dated March 1, 1991. [Form 10-K for the fiscal year ended
February 2, 1992, Exhibit 10.2].

*10.3 +Employee Stock Purchase Plan, as amended March 22, 1991
[Appendix B to Registrant's Proxy Statement for the Annual
Meeting of Stockholders held May 22, 1991].

10.4 +Senior Officers' Bonus Pool Plan as adopted by the
Compensation Committee of the Board of Directors on February
23, 1994.

*10.5 +The Home Depot Employee Stock Ownership Plan and Trust, as
amended [Form 10-K for the fiscal year ended January 29,
1989, Exhibit 10.7].

*10.6 +The Home Depot, Inc. 1991 Omnibus Stock Option Plan
[Appendix A to Registrant's Proxy Statement for the Annual
Meeting of Stockholders held May 22, 1991].

*10.7 +Executive Medical Reimbursement Plan, effective
January 1, 1992 [Form 10-K for the fiscal year ended January 31,
1993, Exhibit 10.7].

11 Computation of Earnings Per Common and Common Equivalent
Share.

13 The Registrant's Annual Report to Stockholders for the
fiscal year ended January 30, 1994. Only those portions
of said report which are specifically designated in this
Form 10-K as being incorporated by reference are being
electronically filed pursuant to the Securities Exchange
Act of 1934.

21 List of Subsidiaries of the Registrant.

23 Consent of Independent Auditors.

24 Special Powers of Attorney authorizing execution of this
Form 10-K Annual Report have been granted and are filed
herewith as follows:

Power of Attorney from Frank Borman.

Power of Attorney from Berry R. Cox.

Power of Attorney from Peter S. Gold.

Power of Attorney from Milledge A. Hart, III.

Power of Attorney from James W. Inglis.

Power of Attorney from Donald R. Keough.

Power of Attorney from Kenneth G. Langone.

Power of Attorney from M. Faye Wilson.

- ----------------------
+Management contract or compensatory plan or arrangement required
to be filed as an exhibit to this form pursuant to Item 14(c) of
this report.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant, The Home Depot,
Inc., has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized in the City of
Atlanta, and State of Georgia on this 22nd day of April, 1994.

THE HOME DEPOT, INC.

By: /s/ Bernard Marcus
(Bernard Marcus, Chairman of theBoard,
Chief Executive Officer and Secretary)

Pursuant to the requirements of the Securities Exchange Act
of 1934, this report has been signed below by the following
persons on behalf of the Registrant, The Home Depot, Inc., and in
the capacities and on the dates indicated.

Signature Title Date
- --------- ----- ----

/s/ Bernard Marcus Chairman of the Board, Chief April 22, 1994
(Bernard Marcus) Executive Officer and Secretary
(Principal Executive Officer)

/s/ Arthur M. Blank President, Chief Operating April 22, 1994
(Arthur M. Blank) Officer and Director

/s/ Ronald M. Brill Chief Financial Officer, April 22, 1994
(Ronald M. Brill) Executive Vice President and
Director (Principal Financial
and Accounting Officer)

* Director April 22, 1994
(Frank Borman)

Signature Title Date
- --------- ----- ----

* Director April 22, 1994
(Berry R. Cox)

* Director April 22, 1994
(Peter S. Gold)

* Director April 22, 1994
(Milledge A. Hart, III)

* Director April 22, 1994
(James W. Inglis)

* Director April 22, 1994
(Donald R. Keough)

* Director April 22, 1994
(Kenneth G. Langone)

* Director April 22, 1994
(M. Faye Wilson)

* The undersigned, by signing his name hereto, does hereby
sign this report on behalf of each of the above-indicated
directors of the Registrant pursuant to powers of attorney,
executed on behalf of each such director.

By: /s/ Bernard Marcus
(Bernard Marcus, Attorney-in-fact)

KPMG Peat Marwick

Certified Public Accountants

303 Peachtree Street, N.E. Telephone 404 222 3000
Suite 2000 Telefax 404 222 3050
Atlanta. GA 30308

Independent Auditors' Report on Financial Statement Schedules

The Board of Directors
and Stockholders
The Home Depot, Inc.:

Under date of March 11, 1994, we reported on the consolidated balance
sheets of The Home Depot, Inc. and subsidiaries as of January 30, 1994
and January 31, 1993, and the related consolidated statements of
earnings, stockholders' equity, and cash flows for each of the years in
the three-year period ended January 30, 1994, as contained in the
January 30, 1994 annual report to stockholders. These consolidated
financial statements and our report thereon are incorporated by
reference in the annual report on Form 10-K for the year ended January
30, 1994. In connection with our audits of the aforementioned
consolidated financial statements, we also have audited the related
financial statement schedules as listed in Item 14. These financial
statement schedules are the responsibility of the Company's management.
Our responsibility is to express an opinion on these financial
statement schedules based on our audits.

In our opinion, such financial statement schedules, when considered in
relation to the basic consolidated financial statements taken as whole,
present fairly, in all material respects, the information set forth
therein.

/s/KPMG PEAT MARWICK

March 11, 1994

Schedule I

The Home Depot, Inc.
Investments
As of 1-30-94
(000's)

Col A. Col. B Col. C Col. D Col. E
Amount At
Market Which Carried
Category Principal Cost Value @ 1-30-94 On Balance Sheet

Tax-exempt notes and bonds $100,110 $105,473 $105,419 $104,997
U.S. Treasury securities 60,915 61,339 61,717 61,285
U.S. government agency
securities 74,392 74,983 74,898 74,941
Commercial paper 15,285 16,496 16,437 16,496
Certificates of deposit 30,000 30,000 29,811 30,000
Corporate bonds 208,500 210,714 212,172 209,902
Preferred stock 46,850 46,831 47,144 46,831
Asset-backed securities 60,397 61,351 61,357 61,288
Other 6,500 7,052 6,894 6,859
-------- -------- -------- --------
$602,949 $614,239 $615,849 $612,599
======== ======== ======== ========

Schedule II

Amounts Receivable From Related Parties
and Underwriters, Promoters and Employees
Other Than Related Parties

Col. A Col. B Col. C Col. D Col. E

Balance at End
Deductions of Period
Balance at (1) (2) (1) (2)
Name of Beginning of Amt. Written Not
Debtor Period Additions Amt. Collected Off Current Current

Fiscal Year 1993:
Don Ingham (a) --- $100,000 $100,000 --- --- ---
Lynn Martineau (a) $100,000 --- $100,000 --- --- ---
Bernard Wolford (a) --- $125,000 $125,000 --- --- ---

Fiscal Year 1992:

Dennis Ryan (a) $ 35,241 --- $ 35,241 --- --- ---
Bryant Scott (a) $100,000 --- $100,000 --- --- ---
Lynn Martineau (a) --- $100,000 --- --- $100,000 ---

Fiscal Year 1991:

Bryant Scott (a) --- $100,000 --- --- $100,000 ---
Dennis Ryan (a) $ 70,483 --- $ 35,242 --- $ 35,241 ---
Ken Ubertino (a) $280,000 --- $280,000 --- --- ---
Harry Pierce (a) $100,000 --- $100,000 --- --- ---

<FN>
(a) Non-interest bearing note was issued in conjunction with purchase of new home and is payable upon
sale of existing home and/or from proceeds of annual bonuses or sales of stock through 1994.

Schedule V
Property and Equipment

Col. A Col. B Col. C Col. D Col. E Col. F
(In thousands)
Other
changes -
Balance at add Balance
beginning Additions (deduct) - at end
Classification (1) of period at cost Retirements describe of period

Fiscal year 1993
Land $ 502,022 $332,579 $20,161 --- $ 814,440
Buildings 619,909 280,713 8,867 --- 891,755
Furniture, fixtures,
and equipment 344,139 139,785 32,135 --- 451,789
Leasehold improvements 212,196 24,880 12,143 --- 224,933
Construction in progress 101,064 93,912 494 --- 194,482
Capital leases 12,446 28,583 --- --- 41,029
---------- -------- ------- --- ----------
$1,791,776 $900,452 $73,800 --- $2,618,428
========== ======== ======= === ==========
Fiscal year 1992
Land $ 379,073 $125,580 $ 2,631 --- $ 502,022
Buildings 444,249 177,939 2,279 --- 619,909
Furniture, fixtures,
and equipment 253,831 104,273 13,965 --- 344,139
Leasehold improvements 178,460 39,389 5,654 --- 212,196
Construction in progress 120,390 (14,970) 4,356 --- 101,064
Capital leases 7,380 5,066 --- --- 12,446
---------- -------- ------- --- ----------
$1,383,383 $437,277 $28,885 --- $1,791,776
========== ======== ======= === ==========
Fiscal year 1991
Land $ 262,560 $117,632 $ 1,119 --- $ 379,073
Buildings 272,095 172,313 159 --- 444,249
Furniture, fixtures,
and equipment 186,025 72,153 4,347 --- 253,831
Leasehold improvements 160,760 23,907 6,207 --- 178,460
Construction in progress 82,179 38,813 602 --- 120,390
Capital leases --- 7,380 --- --- 7,380
---------- -------- ------- --- ----------
$ 963,619 $432,198 $12,434 --- $1,383,383
========== ======== ======= === ==========
<FN>
(1) Estimated useful lives used for property and equipment are:
Buildings 20-45 years
Furniture, fixtures, and equipment 5-20 years
Leasehold improvements 8-30 years

Schedule VI

Accumulated Depreciation and Amortization
of Property and Equipment

Col. A Col. B Col. C Col. D Col. E Col. F
In thousands
Other
Additions changes -
Balance at charged to add Balance
beginning costs and (deduct) - at end
of period expenses Retirements describe of period

Fiscal year 1993
Buildings $ 44,573 $21,933 $ 1,361 --- $ 65,145
Furniture, fixtures,
and equipment 93,714 46,398 16,992 --- 123,120
Leasehold improvements 45,505 16,514 3,182 --- 58,837
Capital leases --- 422 --- --- 422
--------- ------- ------- --- --------
$ 183,792 $85,267 $21,535 --- $247,524
========= ======= ======= === ========
Fiscal year 1992

Buildings $ 28,974 $16,110 $ 511 --- $ 44,573
Furniture, fixtures,
and equipment 66,949 33,882 7,117 --- 93,714
Leasehold improvements 32,686 14,985 2,166 --- 45,505
-------- ------- ------ --- --------
$128,609 $64,977 $9,794 --- $183,792
======== ======= ====== === ========
Fiscal year 1991

Buildings $17,568 $11,416 $ 10 --- $ 28,974
Furniture, fixtures,
and equipment 44,549 24,633 2,233 --- 66,949
Leasehold improvements 22,772 12,989 3,075 --- 32,686
------- ------- ------ --- --------
$84,889 $49,038 $5,318 --- $128,609
======= ======= ====== === ========

EXHIBIT INDEX

10.4 Senior Officers' Bonus Pool Plan as adopted by the Compensation
Committee of the Board of Directors on February 23, 1994.

11 Computation of Earnings Per Common and Common Equivalent Share.

13 The Registrant's Annual Report to Stockholders for the fiscal
year ended January 30, 1994. Only those portions of said report
which are specifically designated in this Form 10-K as being
incorporated by reference are being electronically filed pursuant
to the Securities Exchange Act of 1934.