SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 Current Report
                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934



                                  June 5, 1998
                     ---------------------------------------
                     (Date of Report--Date of Earliest Event
                                    Reported)



                                D.R. Horton, Inc.
               --------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)





         Delaware                        1-14122                 75-2386963
- ----------------------------           ------------          -------------------
(State or Other Jurisdiction           (Commission             (IRS Employer
     of Incorporation)                 File Number)          Identification No.)



           1901 Ascension Boulevard, Suite 100, Arlington, Texas 76006
- --------------------------------------------------------------------------------
                    (Address of Principal Executive Offices)


                                 (817) 856-8200
              ----------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)




   --------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)





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Item 5.

     The acquisition on April 20, 1998, by D.R. Horton,  Inc. (the "Company") of
Continental  Homes Holding  Corp.  ("Continental")  has been  accounted for as a
pooling of  interests.  The Company is filing this report on Form 8-K to provide
an updated description of its business as combined with Continental,  as well as
the supplemental  consolidated financial statements of D.R. Horton, Inc. for the
three years ended  September  30, 1997,  the related  report of its  independent
auditors,  and a copy of the Annual Report on Form 10-K of  Continental  for the
year  ended May 31,  1997.  This  information  is  provided  for the  purpose of
incorporation  into certain  prior and future  filings by the Company  under the
Securities Act of 1933 and the Securities Exchange Act of 1934.

     These supplemental  consolidated  financial  statements of the Company will
become the  historical  financial  statements  of the Company  upon  issuance of
financial  statements  for the  period  that  includes  the date of the  merger.
Certain  exhibits  labeled below as "restated" have been restated to reflect the
combined operations of the Company and Continental.


Item 7.           Financial Statements and Exhibits.

     The Company files the following exhibits as part of this Report:

     Exhibit 23.1      Consent of Ernst & Young LLP, Fort Worth, Texas.

     Exhibit 23.2      Consent  of   Whittington,   McLemore,   Land,   Davis  &
                          White, P.C., Rome, Georgia.

     Exhibit 23.3      Consent of Arthur Andersen LLP, Phoenix, Arizona.

     Exhibit 27        Financial Data Schedule (Restated).

     Exhibit 99.1      Description of Business (Restated).

     Exhibit 99.2      Selected Financial Data (Restated).

     Exhibit 99.3      Management's   Discussion  and  Analysis   of   Financial
                           Condition and Results of Operations (Restated).

                       The   Company's   Supplemental   Consolidated   Financial
                       Statements for the three years ended  September 30, 1997,
                       with Report of Independent Auditors, Ernst & Young LLP.

     Exhibit 99.4      Annual Report on  Form 10-K for  Continental for the year
                       ended May 31, 1997 (incorporating by reference the filing
                       by Continental of its Annual Report on  Form 10-K for the
                       fiscal  year  ended  May 31, 1997,  Commission  File  No.
                       001-10700).





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                                    SIGNATURE

     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 hereunto duly authorized.

Date: June 5, 1998

                                                D.R. Horton, Inc.
                                                Registrant


                                                By: /s/ David J. Keller
                                                    ----------------------------
                                                    David J. Keller
                                                    Executive Vice President and
                                                    Chief Financial Officer




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                                  EXHIBIT INDEX

     Exhibit No.                        Description
     -----------                        -----------

     Exhibit 23.1      Consent of Ernst & Young LLP, Fort Worth, Texas.

     Exhibit 23.2      Consent  of   Whittington,   McLemore,   Land,   Davis  &
                          White, P.C., Rome, Georgia.

     Exhibit 23.3      Consent of Arthur Andersen LLP, Phoenix, Arizona.

     Exhibit 27        Financial Data Schedule (Restated).

     Exhibit 99.1      Description of Business (Restated).

     Exhibit 99.2      Selected Financial Data (Restated).

     Exhibit 99.3      Management's   Discussion  and  Analysis   of   Financial
                           Condition and Results of Operations (Restated).

                       The   Company's   Supplemental   Consolidated   Financial
                       Statements for the three years ended  September 30, 1997,
                       with Report of Independent Auditors, Ernst & Young LLP.

     Exhibit 99.4      Annual Report on  Form 10-K for  Continental for the year
                       ended May 31, 1997 (incorporating by reference the filing
                       by Continental of its Annual Report on  Form 10-K for the
                       fiscal  year  ended  May 31, 1997,  Commission  File  No.
                       001-10700).