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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

(MARK ONE)

/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1998

/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

COMMISSION FILE NUMBER: 001-12822

BEAZER HOMES USA, INC.
(Exact name of Registrant as specified in its charter)

DELAWARE 58-2086934
(State or other jurisdiction of incorporation or (I.R.S. Employer Identification No.)
organization)

5775 PEACHTREE DUNWOODY ROAD, SUITE 200, ATLANTA, GEORGIA 30342
(Address of principal executive offices) (Zip code)

(Registrant's telephone number including area code) (404) 250-3420

SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:

TITLE OF SECURITIES EXCHANGES ON WHICH REGISTERED
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Common Stock, $.01 par value per share New York Stock Exchange
Series A Cumulative Convertible Exchangeable Preferred Stock, $.01 par value per share New York Stock Exchange
Preferred Share Purchase Rights New York Stock Exchange

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. / /

The aggregate market value of the registrant's Common Stock held by
non-affiliates of the registrant (5,743,672 shares) as of December 7, 1998,
based on the closing sale price per share as reported by the New York Stock
Exchange on such date, was $118,463,235. The number of shares outstanding of
the registrant's Common Stock as of December 7, 1998 was 6,267,423.

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Reference is made to Item 14(a)3 above. The following is a list of
exhibits, included in Item 14(a)3 above, that are filed concurrently with
this report.

The Beazer Homes USA, Inc. Form 10-K/A for the year ended September 30,
1998 is being amended hereby to correct an inadvertent EDGAR filing error in
exhibit 13. The corrected exhibit 13 is filed herewith.

4.5......... Fourth Supplemental Indenture (9% Notes) dated July 20, 1998
4.8......... First Supplemental Indenture (8[fr7/8]% Notes) dated July 20, 1998

10.12....... Amended and Restated Credit Agreement dated November 3, 1998 between the
Company and First National Bank of Chicago, as Agent, and Comerica Bank and
Guaranty Federal Bank, F.S.B. as Managing Agents
11.......... Earnings Per Share Calculations
13.......... The Company's Annual Report to Shareholders for the fiscal year ended
September 30, 1998. Except as expressly incorporated by reference in this
report on Form 10-K, such Annual Report is furnished only for the information
of the Securities and Exchange Commission and is not deemed ""filed'' as part of
this report. The following portions of such Annual Report are incorporated by
reference in the indicated items of this report.

PORTIONS OF THE ANNUAL REPORT FOR THE FISCAL YEAR ENDED ITEM OF THIS
SEPTEMBER 30, 1998 REPORT
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""Trading Information'' and ""Quarterly Stock Price Information'' 5
Selected Financial Data 6
Management's Discussion and Analysis of Financial Condition and 7
Results of Operations
Consolidated Financial Statements 8

23.1........ Consent of Deloitte & Touche LLP, Independent Auditors.
27.......... Financial Data Schedule

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

BEAZER HOMES USA, INC.

By: /s/ IAN J. MCCARTHY
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Name: Ian J. McCarthy
Title: President and Chief Executive
Officer
Date: December 23, 1998

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 and in the capacities and on the dates indicated.

12/23/98 By: /s/ BRIAN C. BEAZER
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Date Brian C. Beazer, Director and Non-Executive Chairman of the
Board

12/23/98 By: /s/ IAN J. MCCARTHY
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Date Ian J. McCarthy, Director, President and Chief Executive
Officer (Principal Executive Officer)

12/23/98 By: /s/ DAVID S. WEISS
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Date David S. Weiss, Director, Executive Vice President and Chief
Financial Officer (Principal Financial Officer)

12/23/98 By: /s/ THOMAS B. HOWARD, JR.
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Thomas B. Howard, Jr., Director

12/23/98 By: /s/ GEORGE W. MEFFERD
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George W. Mefferd, Director

12/23/98 By: /s/ D.E. MUNDELL
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D.E. Mundell, Director

12/23/98 By: /s/ LARRY T. SOLARI
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Larry T. Solari, Director

12/23/98 By: /s/ MICHAEL T. RAND
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Michael T. Rand, Vice President and Controller
(Principal Accounting Officer)