Independent Auditors' Report

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

We have audited the accompanying consolidated balance sheets of The
Home Depot, Inc. and subsidiaries as of January 29, 1995 and
January 30, 1994, and the related consolidated statements of
earnings, stockholders' equity, and cash flows for each of the
years in the three-year period ended January 29, 1995. These
consolidated financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion
on these consolidated financial statements based on our audits.  

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a
reasonable basis for our opinion.  

In our opinion, the consolidated financial statements referred to above 
present fairly, in all material respects, the financial position of The Home 
Depot, Inc. and subsidiaries as of January 29, 1995 and January 30, 1994, and
the results of their operations and their cash flows for each of
the years in the three-year period ended January 29, 1995 in
conformity with generally accepted accounting principles.


KPMG Peat Marwick LLP

Atlanta, Georgia
March 10, 1995