Registration No. 33-________
_____________________________________________________________________________

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                   FORM S-8
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933
                          HOVNANIAN ENTERPRISES, INC.
            (Exact name of Registrant as specified in its charter)

               Delaware                              22-1851059
   (State or other jurisdiction of        (I.R.S. Employer Identification
    incorporation or organization)                    Number)

                                10 Highway 35
                                P.O. Box 500
                         Red Bank, New Jersey 07701
                               (732) 747-7800
  (Address, including zip code, of Registrant's principal executive office)

                      1999 HOVNANIAN ENTERPRISES, INC.
                            STOCK INCENTIVE PLAN
                          (Full title of the Plan)
                              Peter S. Reinhart
                  Senior Vice President and General Counsel
                         Hovnanian Enterprises, Inc.
                                10 Highway 35
                                P.O. Box 500
                         Red Bank, New Jersey 07701
                               (732) 747-7800
  (Name, address, including zip code, and telephone number, including area
                  code, of Registrant's agent for service)

                                 Copies to:
                             Vincent Pagano, Jr.
                         Simpson Thacher & Bartlett
                            425 Lexington Avenue
                        New York, New York 10017-3954
                               (212) 455-2000

                        CALCULATION OF REGISTRATION FEE
  Title of Securities   Amount to be   Proposed    Proposed      Amount of
   to be Registered      Registered    Maximum     Maximum     Registration
                                       Offering    Aggregate
                                       Price Per   Offering
                                       Share (1)   Price (1)
_______________________________________________________________________________
Class A Common Stock,    1,500,000     $5.625      $8,437,500   $2,227.50
$0.01 par value per
share . . . . . .

<PAGE>

(1)    Estimated solely for the purpose of calculating the registration fee
       pursuant to Rules 457(h)(1) and 457(c) under the Securities Act of 1933,
       as amended.  The proposed maximum offering price per share, the proposed
       maximum aggregate offering price and the amount of registration fee have
       been computed on the basis of the average high and low prices per share
       of the Class A common stock on the American Stock Exchange on
       December 14, 1999.











































                                      -2-

<PAGE>

                                   PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.
       The following documents filed by Hovnanian Enterprises, Inc. (the
"Company" or "Registrant") with the Securities and Exchange Commission (the
"Commission") pursuant to the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), are hereby incorporated by reference in this
Registration Statement.

       1.   The Company's Annual Report on Form 10-K for the year ended
            October 31, 1998.

       2.   The description of the Company's capital stock contained in the
            Company's Registration Statement on  Form 8-A dated August 23, 1983
            incorporating by reference the "Description of Securities" in the
            Company's Registration Statement on Form S-1 Registration No. 2-
            85198 with respect to the registration of the Class A Common Stock.

       3.   The Company's Quarterly Reports on Form 10-Q for the quarters ended
            January 31, 1999, April 30, 1999 and July 31, 1999.

       4.   The Company's Current Report on Form 8-K dated September 22, 1999.

       All documents filed by the Company pursuant to Sections 13, 14 or 15(d)
of the Exchange Act after the date of this Registration Statement and
prior to the filing of a post-effective amendment to this Registration
Statement indicating that all securities offered have been sold or which
deregisters all securities then remaining unsold, shall be deemed to be
incorporated by reference into this Registration Statement and to be a part
hereof from the date of filing of such documents.  Any statement contained in
a document incorporated or deemed to be incorporated by reference herein
shall be deemed to be modified or superseded for purposes of this
Registration Statement to the extent that a statement contained herein or in
any other subsequently filed document which also is or is deemed to be
incorporated by reference herein modifies or supersedes such statement.  Any
such statement so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute a part of this Registration Statement.

Item 4.  Description of Securities.

         Not required.

Item 5.  Interests of Named Experts and Counsel.

         None.





                                      -1-

<PAGE>

Item 6.  Indemnification of Directors and Officers

       Hovnanian is a Delaware corporation. Section 145 of the General
Corporation Law of the State of Delaware grants each corporation organized
thereunder the power to indemnify any person who is or was a director,
officer, employee or agent of another corporation or enterprise, against
expenses (including attorneys' fees), judgments, fines and amounts paid in
settlement actually and reasonably incurred by him in connection with any
threatened, pending or completed action, suit or proceeding, whether civil,
criminal, administrative or investigative (other than an action by or in the
right of the corporation), by reason of being or having been in any such
capacity, if he acted in good faith in a manner reasonably believed to be in
or not opposed to the best interests of the corporation, and, with respect to
any criminal action or proceeding, had no reasonable cause to believe his
conduct was unlawful. Section 102(b)(7) of the General Corporation Law of the
State of Delaware enables a corporation in its certificate of incorporation
or an amendment thereto validly approved by stockholders to limit or
eliminate the personal liability of the members of its board of directors for
violations of the directors' fiduciary duty care.

       Article EIGHTH of Hovnanian's Certificate of Amendment of Certificate
of  Incorporation contains the following provisions with respect to
indemnification:

       No director of the Company shall be personally liable to the Company
    or its stockholders for monetary damages for breach of fiduciary duty as a
    director; provided, however, that this Article shall not eliminate or
    limit the liability of a director (i) for any breach of the director's
    duty of loyalty to the Company or its stockholders, (ii) for acts or
    omissions not in good faith or which involve intentional misconduct or a
    knowing violation of law, (iii) under section 174 of the Delaware General
    Corporation Law, or (iv) for any transaction from which the director
    derived an improper personal benefit. This Article shall not eliminate or
    limit the liability of a director for any act or omission occurring prior
    to the date on which this Article becomes effective. Any repeal or
    modification of this Article Eighth shall not adversely affect any right
    or protection of a director of the Company existing hereunder with respect
    to any act or omission occurring prior to the time of such repeal or
    modification.

       Hovnanian maintains a liability insurance policy providing coverage
for its directors and officers in an amount up to an aggregate limit of
$10,000,000 for any single occurrence.

Item 7.  Exemption from Registration Claimed.

       None.




                                      -2-

<PAGE>

Item 8.  Exhibits.

    4.1    -  Restated Certificate of Incorporation of Hovnanian
    4.2    -  By-laws of Hovnanian
    5      -  Opinion of Simpson Thacher & Bartlett with respect to legality
              of securities being registered hereunder
    23(a)  -  Consent of Ernst & Young LLP
    23(b)  -  Consent of Simpson Thacher & Bartlett (Reference is made to
              Exhibit 5(b) filed herewith)
    24     -  Power of Attorney

Item 9.  Undertakings.

       The Company hereby undertakes:

    (a) (1)   To file, during any period in which offers or sales are being
made, a post-effective amendment to this Registration Statement:

         (i)  to include any prospectus required by Section 10(a)(3) of the
    Securities Act of 1933 (the "Act");

         (ii) to reflect in the prospectus any facts or events arising after
    the effective date of the registration statement (or the most recent
    post-effective amendment thereof) which, individually or in the aggregate,
    represent a fundamental change in the information set forth in the
    registration statement.  Notwithstanding the foregoing, any increase or
    decrease in volume of securities offered (if the total dollar value of
    securities offered would not exceed that which was registered) and any
    deviation from the low or high end of the estimated maximum offering range
    may be reflected in the form of prospectus filed with the Commission
    pursuant to Rule 424(b) if, in the aggregate, the changes in volume and
    price represent no more than 20 percent change in the maximum aggregate
    offering price set forth in the "Calculation of Registration Fee" table in
    the effective registration statement;  and

         (iii)      to include any material information with respect to the
    plan of distribution not previously disclosed in the registration
    statement or any material change to such information in the registration
    statement;

provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) above do not
apply if the registration statement is on Form S-3, Form S-8 or Form F-3, and
the information required to be included in a post-effective amendment by
those paragraphs is contained in periodic reports filed by the Company
pursuant to Section 13 or Section 15(d) of the Exchange Act that are
incorporated by reference in this post-effective amendment.

    (2)  That, for the purpose of determining any liability under the Act,
each such post-effective amendment shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of



                                      -3-

<PAGE>

such securities at that time shall be deemed to be the initial bona fide
offering thereof.

    (3)  To remove from registration by means of a post-effective amendment
any of the securities being registered hereby which remain unsold at the
termination of the offering.

(b)  The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Act, each filing of the registrant's
annual report pursuant to Section 13(a) or Section 15(d) of the Exchange Act
that is incorporated by reference in this registration statement shall be
deemed to be a new registration statement relating to the securities offered
herein, and the offering of such securities at that time shall be deemed to
be the initial bona fide offering thereof.

(c)  Insofar as indemnification for liabilities arising under the Act may be
permitted to directors, officers and controlling persons of the registrant
pursuant to the provisions of the Certificate of Amendment Certificate of
Incorporation of the registrant and the provisions of Delaware law described
under Item 6 above, the registrant has been advised that in the opinion of
the Commission such indemnification is against public policy as expressed in
the Act, and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.




















                                      -4-

<PAGE>

                                  SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Red Bank, and State of  New Jersey
on the 17th day of December, 1999.

                                                     HOVNANIAN ENTERPRISES

                                             By:     /s/ Peter S. Reinhart
                                                     __________________________
                                                     Peter S. Reinhart
                                                     Senior Vice President
                                                     and General Counsel

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement amendment has been signed below by the following persons
in the capacities indicated on the 17th day of December, 1999.


       Signature                        Title                  Date
       _________                        _____                  ____

/s/ Kervork S. Hovnanian
____________________________
Kervork S. Hovnanian             Chairman of the Board     December 17, 1999

/s/ Ara K. Hovnanian             Chief  Executive
____________________________     Officer, President and
Ara K. Hovnanian                 Director                  December 17, 1999

/s/ Paul W. Buchanan             Senior Vice President
____________________________     Corporate Controller
Paul W. Buchanan                 and Director              December 17, 1999

/s/ William L. Carpitella        Senior Vice President
____________________________     Organizational
William L. Carpitella            Development               December 17, 1999

/s/ Peter S. Reinhart            Senior Vice President,
____________________________     General Counsel and
Peter S. Reinhart                Director                  December 17, 1999

/s/ J. Larry Sorsby              Senior Vice President,
____________________________     Treasurer,
J. Larry Sorsby                  Chief Financial Officer
                                 and Director              December 17, 1999









                                      -5-
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{"company-data": {"conformed-name": "HOVNANIAN ENTERPRISES INC", "cik": "0000357294", "assigned-sic": "1531", "irs-number": "221851059", "state-of-incorporation": "DE", "fiscal-year-end": "1031"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-92977", "film-number": "99776579"}, "business-address": {"street1": "10 HWY 35", "street2": "PO BOX 500", "city": "RED BANK", "state": "NJ", "zip": "07701", "phone": "9087477800"}, "mail-address": {"street1": "10 HWY 35 PO BOX 500", "street2": "10 HWY 35 PO BOX 500", "city": "RED BANK", "state": "NJ", "zip": "07701"}}
Registration No. 33-________
_____________________________________________________________________________

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                   FORM S-8
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933
                          HOVNANIAN ENTERPRISES, INC.
            (Exact name of Registrant as specified in its charter)

               Delaware                              22-1851059
   (State or other jurisdiction of        (I.R.S. Employer Identification
    incorporation or organization)                    Number)

                                10 Highway 35
                                P.O. Box 500
                         Red Bank, New Jersey 07701
                               (732) 747-7800
  (Address, including zip code, of Registrant's principal executive office)

                      1999 HOVNANIAN ENTERPRISES, INC.
                            STOCK INCENTIVE PLAN
                          (Full title of the Plan)
                              Peter S. Reinhart
                  Senior Vice President and General Counsel
                         Hovnanian Enterprises, Inc.
                                10 Highway 35
                                P.O. Box 500
                         Red Bank, New Jersey 07701
                               (732) 747-7800
  (Name, address, including zip code, and telephone number, including area
                  code, of Registrant's agent for service)

                                 Copies to:
                             Vincent Pagano, Jr.
                         Simpson Thacher & Bartlett
                            425 Lexington Avenue
                        New York, New York 10017-3954
                               (212) 455-2000

                        CALCULATION OF REGISTRATION FEE
  Title of Securities   Amount to be   Proposed    Proposed      Amount of
   to be Registered      Registered    Maximum     Maximum     Registration
                                       Offering    Aggregate
                                       Price Per   Offering
                                       Share (1)   Price (1)
_______________________________________________________________________________
Class A Common Stock,    1,500,000     $5.625      $8,437,500   $2,227.50
$0.01 par value per
share . . . . . .
(1)    Estimated solely for the purpose of calculating the registration fee
       pursuant to Rules 457(h)(1) and 457(c) under the Securities Act of 1933,
       as amended.  The proposed maximum offering price per share, the proposed
       maximum aggregate offering price and the amount of registration fee have
       been computed on the basis of the average high and low prices per share
       of the Class A common stock on the American Stock Exchange on
       December 14, 1999.

                                      -2-
PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.
       The following documents filed by Hovnanian Enterprises, Inc. (the
"Company" or "Registrant") with the Securities and Exchange Commission (the
"Commission") pursuant to the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), are hereby incorporated by reference in this
Registration Statement.

       1.   The Company's Annual Report on Form 10-K for the year ended
            October 31, 1998.

       2.   The description of the Company's capital stock contained in the
            Company's Registration Statement on  Form 8-A dated August 23, 1983
            incorporating by reference the "Description of Securities" in the
            Company's Registration Statement on Form S-1 Registration No. 2-
            85198 with respect to the registration of the Class A Common Stock.

       3.   The Company's Quarterly Reports on Form 10-Q for the quarters ended
            January 31, 1999, April 30, 1999 and July 31, 1999.

       4.   The Company's Current Report on Form 8-K dated September 22, 1999.

       All documents filed by the Company pursuant to Sections 13, 14 or 15(d)
of the Exchange Act after the date of this Registration Statement and
prior to the filing of a post-effective amendment to this Registration
Statement indicating that all securities offered have been sold or which
deregisters all securities then remaining unsold, shall be deemed to be
incorporated by reference into this Registration Statement and to be a part
hereof from the date of filing of such documents.  Any statement contained in
a document incorporated or deemed to be incorporated by reference herein
shall be deemed to be modified or superseded for purposes of this
Registration Statement to the extent that a statement contained herein or in
any other subsequently filed document which also is or is deemed to be
incorporated by reference herein modifies or supersedes such statement.  Any
such statement so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute a part of this Registration Statement.

Item 4.  Description of Securities.

         Not required.

Item 5.  Interests of Named Experts and Counsel.

         None.

                                      -1-
Item 6.  Indemnification of Directors and Officers

       Hovnanian is a Delaware corporation. Section 145 of the General
Corporation Law of the State of Delaware grants each corporation organized
thereunder the power to indemnify any person who is or was a director,
officer, employee or agent of another corporation or enterprise, against
expenses (including attorneys' fees), judgments, fines and amounts paid in
settlement actually and reasonably incurred by him in connection with any
threatened, pending or completed action, suit or proceeding, whether civil,
criminal, administrative or investigative (other than an action by or in the
right of the corporation), by reason of being or having been in any such
capacity, if he acted in good faith in a manner reasonably believed to be in
or not opposed to the best interests of the corporation, and, with respect to
any criminal action or proceeding, had no reasonable cause to believe his
conduct was unlawful. Section 102(b)(7) of the General Corporation Law of the
State of Delaware enables a corporation in its certificate of incorporation
or an amendment thereto validly approved by stockholders to limit or
eliminate the personal liability of the members of its board of directors for
violations of the directors' fiduciary duty care.

       Article EIGHTH of Hovnanian's Certificate of Amendment of Certificate
of  Incorporation contains the following provisions with respect to
indemnification:

       No director of the Company shall be personally liable to the Company
    or its stockholders for monetary damages for breach of fiduciary duty as a
    director; provided, however, that this Article shall not eliminate or
    limit the liability of a director (i) for any breach of the director's
    duty of loyalty to the Company or its stockholders, (ii) for acts or
    omissions not in good faith or which involve intentional misconduct or a
    knowing violation of law, (iii) under section 174 of the Delaware General
    Corporation Law, or (iv) for any transaction from which the director
    derived an improper personal benefit. This Article shall not eliminate or
    limit the liability of a director for any act or omission occurring prior
    to the date on which this Article becomes effective. Any repeal or
    modification of this Article Eighth shall not adversely affect any right
    or protection of a director of the Company existing hereunder with respect
    to any act or omission occurring prior to the time of such repeal or
    modification.

       Hovnanian maintains a liability insurance policy providing coverage
for its directors and officers in an amount up to an aggregate limit of
$10,000,000 for any single occurrence.

Item 7.  Exemption from Registration Claimed.

       None.

                                      -2-
Item 8.  Exhibits.

    4.1    -  Restated Certificate of Incorporation of Hovnanian
    4.2    -  By-laws of Hovnanian
    5      -  Opinion of Simpson Thacher & Bartlett with respect to legality
              of securities being registered hereunder
    23(a)  -  Consent of Ernst & Young LLP
    23(b)  -  Consent of Simpson Thacher & Bartlett (Reference is made to
              Exhibit 5(b) filed herewith)
    24     -  Power of Attorney

Item 9.  Undertakings.

       The Company hereby undertakes:

    (a) (1)   To file, during any period in which offers or sales are being
made, a post-effective amendment to this Registration Statement:

         (i)  to include any prospectus required by Section 10(a)(3) of the
    Securities Act of 1933 (the "Act");

         (ii) to reflect in the prospectus any facts or events arising after
    the effective date of the registration statement (or the most recent
    post-effective amendment thereof) which, individually or in the aggregate,
    represent a fundamental change in the information set forth in the
    registration statement.  Notwithstanding the foregoing, any increase or
    decrease in volume of securities offered (if the total dollar value of
    securities offered would not exceed that which was registered) and any
    deviation from the low or high end of the estimated maximum offering range
    may be reflected in the form of prospectus filed with the Commission
    pursuant to Rule 424(b) if, in the aggregate, the changes in volume and
    price represent no more than 20 percent change in the maximum aggregate
    offering price set forth in the "Calculation of Registration Fee" table in
    the effective registration statement;  and

         (iii)      to include any material information with respect to the
    plan of distribution not previously disclosed in the registration
    statement or any material change to such information in the registration
    statement;

provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) above do not
apply if the registration statement is on Form S-3, Form S-8 or Form F-3, and
the information required to be included in a post-effective amendment by
those paragraphs is contained in periodic reports filed by the Company
pursuant to Section 13 or Section 15(d) of the Exchange Act that are
incorporated by reference in this post-effective amendment.

    (2)  That, for the purpose of determining any liability under the Act,
each such post-effective amendment shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of

                                      -3-
such securities at that time shall be deemed to be the initial bona fide
offering thereof.

    (3)  To remove from registration by means of a post-effective amendment
any of the securities being registered hereby which remain unsold at the
termination of the offering.

(b)  The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Act, each filing of the registrant's
annual report pursuant to Section 13(a) or Section 15(d) of the Exchange Act
that is incorporated by reference in this registration statement shall be
deemed to be a new registration statement relating to the securities offered
herein, and the offering of such securities at that time shall be deemed to
be the initial bona fide offering thereof.

(c)  Insofar as indemnification for liabilities arising under the Act may be
permitted to directors, officers and controlling persons of the registrant
pursuant to the provisions of the Certificate of Amendment Certificate of
Incorporation of the registrant and the provisions of Delaware law described
under Item 6 above, the registrant has been advised that in the opinion of
the Commission such indemnification is against public policy as expressed in
the Act, and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.

                                      -4-
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Red Bank, and State of  New Jersey
on the 17th day of December, 1999.

                                                     HOVNANIAN ENTERPRISES

                                             By:     /s/ Peter S. Reinhart
                                                     __________________________
                                                     Peter S. Reinhart
                                                     Senior Vice President
                                                     and General Counsel

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement amendment has been signed below by the following persons
in the capacities indicated on the 17th day of December, 1999.

       Signature                        Title                  Date
       _________                        _____                  ____

/s/ Kervork S. Hovnanian
____________________________
Kervork S. Hovnanian             Chairman of the Board     December 17, 1999

/s/ Ara K. Hovnanian             Chief  Executive
____________________________     Officer, President and
Ara K. Hovnanian                 Director                  December 17, 1999

/s/ Paul W. Buchanan             Senior Vice President
____________________________     Corporate Controller
Paul W. Buchanan                 and Director              December 17, 1999

/s/ William L. Carpitella        Senior Vice President
____________________________     Organizational
William L. Carpitella            Development               December 17, 1999

/s/ Peter S. Reinhart            Senior Vice President,
____________________________     General Counsel and
Peter S. Reinhart                Director                  December 17, 1999

/s/ J. Larry Sorsby              Senior Vice President,
____________________________     Treasurer,
J. Larry Sorsby                  Chief Financial Officer
                                 and Director              December 17, 1999

                                      -5-