As filed with the Securities and Exchange Commission on September 20, 2001
                          Registration No. 333 - _____


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

--------------------------------------------------------------------------------
                Delaware                                  75-2386963
    (State or other jurisdiction of                    (I.R.S. Employer
     incorporation or organization)                 Identification Number)


         1901 Ascension Blvd.                               76006
               Suite 100                                  (Zip Code)
           Arlington, Texas
    (Address of Principal Executive
               Offices)


                   D.R. HORTON, INC. 1991 STOCK INCENTIVE PLAN
                            (Full title of the plan)

                              Paul W. Buchschacher
                                 Vice President
                              and Corporate Counsel
                         1901 Ascension Blvd., Suite 100
                             Arlington, Texas 76006
                     (Name and address of agent for service)

                                  817-856-8200
          (Telephone number, including area code, of agent for service)
                         ------------------------------
<TABLE>
<CAPTION>
                         CALCULATION OF REGISTRATION FEE
=============================================================================================================
                                                                                    Proposed
                                                                    Proposed         maximum
                                                                     maximum        aggregate     Amount of
                                             Amount to be        offering price     offering     registration
Title of securities to be registered          registered          per share (1)     price (1)         fee
--------------------------------------- ------------------------ ---------------- -------------- ------------
<S>                                      <C>                        <C>          <C>              <C>
Common Stock, $.01 par value              1,110,000 shares(2)        $21.30       $23,643,000      $5,911
======================================= ======================== ================ ============== ============
</TABLE>

(1)  Based on the average of the high and low prices of the Common Stock of D.R.
     Horton, Inc.(the "Common Stock") as reported on the New York Stock Exchange
     on September 17, 2001, pursuant to Rule 457(h) under the Securities Act of
     1933 (the "Act").

(2)  Represents  additional  shares  available for issuance under the 1991 Stock
     Incentive  Plan.  Pursuant  to Rule  416(a)  under the Act,  includes  such
     indeterminate  number of shares of Common Stock as may be issued to prevent
     dilution   resulting  from  stock  splits,   stock   dividends  or  similar
     transactions.


<PAGE>






                             INTRODUCTORY STATEMENT

     This registration  statement relates to shares of D.R. Horton,  Inc. common
stock,  par value $0.01 per share,  eligible for issuance under the D.R. Horton,
Inc. 1991 Stock Incentive Plan, as amended (the "Plan"). The Plan has previously
been registered in Registration Statements on Form S-8 filed with the Securities
and Exchange Commission (Registration Nos. 33-48874, 333-3572 and 333-47767).

     This  registration  statement  is being  filed to  register  an  additional
1,110,000 shares of D.R.  Horton,  Inc. common stock that may be issued pursuant
to the Plan as a result of an amendment to the Plan that increases the number of
shares that may be issued  under the Plan from  6,930,373  to  7,930,373  plus a
stock  dividend of 110,000  shares that  occurred  after the share  increase was
approved.
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

     In accordance  with the  provisions  of General  Instruction E of Form S-8,
D.R. Horton,  Inc. hereby incorporates by reference the contents of D.R. Horton,
Inc.'s currently  effective  Registration  Statements on Form S-8  (Registration
No.33-48874, Registration No.333-3572 and Registration No.333-47767).

Item 3.  Incorporation of Documents by Reference

     The following  documents  filed by D.R.  Horton,  Inc. are  incorporated by
reference, as of their respective dates, in this Registration Statement:

          o   Annual Report on Form 10-K for the fiscal year ended September 30,
              2000,  filed with the  Securities  and  Exchange  Commission  (the
              "Commission') on December 13, 2000;

          o   Quarterly  Report on Form 10-Q for the quarter ended  December 31,
              2000, filed with the Commission on February 13, 2001;

          o   Quarterly  Report on Form  10-Q for the  quarter  ended  March 31,
              2001, filed with the Commission on May 15, 2001;

          o   Quarterly Report on Form 10-Q for the quarter ended June 30, 2001,
              filed with the Commission on August 14, 2001;

          o   Current  Report on Form 8-K dated  March 5,  2001,  filed with the
              Commission on March 8, 2001;

          o   Current  Report on Form 8-K dated April 18,  2001,  filed with the
              Commission on April 18, 2001;

          o   Current  Report  on Form 8-K  dated May 4,  2001,  filed  with the
              Commission on May 10, 2001;

          o   Current  Report  on Form 8-K dated May 11,  2001,  filed  with the
              Commission on May 14, 2001;

          o   Current  Report on Form 8-K dated  August 8, 2001,  filed with the
              Commission on August 14, 2001; and

          o   the description of the Registrant's  Common Stock set forth in the
              Registrant's  Registration  Statement on Form 8-A (file #1-14122),
              filed with the Commission on December 7, 1995 and amended on April
              30, 1998.

     In addition, all documents subsequently filed by the Registrant pursuant to
Section 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior
to the filing of a post-effective  amendment which indicates that all securities
offered have been sold or which  deregisters  all such securities then remaining
unsold,  shall be deemed to be  incorporated  by reference in this  Registration
Statement and to be a part hereof from the date of filing of such documents. Any
statement  contained in a document  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.

                                       2
<PAGE>


Item 5.  Interests of Named Experts and Counsel

     Paul W.  Buchschacher,  who has  delivered  to D.R.  Horton,  Inc.  a legal
opinion regarding the validity of the shares of Common Stock registered pursuant
to this Registration  Statement,  is a Vice President,  Corporate Counsel and an
Assistant Secretary of D.R. Horton, Inc., and he has the right to acquire 27,473
shares of Common Stock  pursuant to outstanding  options  awarded under the 1991
Stock Incentive Plan.

Item 8.  Exhibits


                 EXHIBIT                                          EXHIBIT
                 NUMBER
               -----------------------------------------------------------------
                   4.1 -  Registrant's Amended and Restated Certificate of
                          Incorporation,  as amended (1)
                   4.2 -  Registrant's Amended and Restated Bylaws (2)
                     5 -  Opinion of Paul W. Buchschacher,  Vice President and
                          Corporate Counsel D.R. Horton, Inc.
                  23.1 -  Consent of Paul W.  Buchschacher,  Vice President and
                          Corporate  Counsel of D.R. Horton, Inc. (3)
                  23.2 -  Consent of Ernst & Young LLP
                    24 -  Powers of Attorney (4)

----------------
(1)  Incorporated by reference from Exhibit 4.2 to the Registrant's registration
     statement  (No.333-76175)  on Form S-3,  filed with the Commission on April
     13,  1999.
(2)  Incorporated  by reference from Exhibit 3.1 to the  Registrant's  Quarterly
     Report on Form 10-Q for the quarter ended December 31, 1998, filed with the
     Commission on February 16, 1999.
(3)  See Exhibit 5 of this Registration Statement.
(4)  See page S-2 of this Registration Statement.








                                      3
<PAGE>




                       SIGNATURES AND POWERS OF ATTORNEY

     Pursuant to the  requirements of the Securities Act of 1933,  D.R.  Horton,
Inc.  certifies that it has reasonable  grounds to believe that it meets all 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 Arlington, State of Texas, on September 20, 2001.


                                                   D.R. HORTON, INC.



                                                   By:    /s/ Donald R. Horton
                                                         -----------------------
                                                          Donald R. Horton
                                                          Chairman of the Board





















                                      S-1
<PAGE>



     KNOW ALL MEN BY THESE PRESENTS,  that each person whose  signature  appears
below hereby  constitutes  and appoints each of Donald R. Horton,  individually,
and Donald J.  Tomnitz and Samuel R. Fuller  together as a group,  as his or her
true and lawful  attorney-in-fact  and  agent,  for him or her and in his or her
name, place and stead, in any and all capacities, to sign any and all amendments
to this Registration Statement, including post-effective amendments, and to file
the  same,  with  all  exhibits  thereto,  and  other  documents  in  connection
therewith, with the Securities and Exchange Commission,  granting unto each such
attorney-in-fact  and agent full power and  authority to do and perform each and
every  act and  thing  requisite  and  necessary  to be done  in and  about  the
premises, as fully to all intents and purposes as he or she might or could do in
person,  hereby ratifying and confirming all that each such attorney-in-fact and
agent, each acting alone, may lawfully do or cause to be done by virtue hereof.

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.

<TABLE>
<CAPTION>
          Signature                                  Title                               Date
          ---------                                  -----                               ----

<S>                                   <C>                                        <C>
    /s/ Donald R. Horton
--------------------------------------
      Donald R. Horton                       Chairman of the Board                September 20, 2001
                                         (Principal Executive Officer)

    /s/ Donald J. Tomnitz
--------------------------------------
      Donald J. Tomnitz                   Vice Chairman of the Board,             September 20, 2001
                                      President, Chief Executive Officer
                                                 and Director

    /s/ Samuel R. Fuller
--------------------------------------
      Samuel R. Fuller                Executive Vice President, Treasurer,        September 20, 2001
                                      Chief Financial Officer and Director
                                      (Principal Accounting and Financial
                                                  Officer)

   /s/ Bradley S. Anderson
--------------------------------------
     Bradley S. Anderson                           Director                       September 20, 2001

    /s/ Richard Beckwitt
--------------------------------------
      Richard Beckwitt                             Director                       September 20, 2001

   /s/ Richard I. Galland
--------------------------------------
     Richard I. Galland                            Director                       September 20, 2001

    /s/ Richard L. Horton
--------------------------------------
      Richard L. Horton                            Director                       September 20, 2001

    /s/ Terrill J. Horton
--------------------------------------
      Terrill J. Horton                            Director                       September 20, 2001

    /s/ Francine I. Neff
--------------------------------------
      Francine I. Neff                             Director                       September 20, 2001

     /s/ Scott J. Stone
--------------------------------------
       Scott J. Stone                              Director                       September 20, 2001
</TABLE>


                                      S-2

<PAGE>


                                  EXHIBIT INDEX



                 EXHIBIT                                          EXHIBIT
                 NUMBER
               -----------------------------------------------------------------
                   4.1 -  Registrant's Amended and Restated Certificate of
                          Incorporation,  as amended (1)
                   4.2 -  Registrant's Amended and Restated Bylaws (2)
                     5 -  Opinion of Paul W. Buchschacher,  Vice President and
                          Corporate Counsel D.R. Horton, Inc.
                  23.1 -  Consent of Paul W.  Buchschacher,  Vice President and
                          Corporate  Counsel of D.R. Horton, Inc. (3)
                  23.2 -  Consent of Ernst & Young LLP
                    24 -  Powers of Attorney (4)

----------------
(1)  Incorporated by reference from Exhibit 4.2 to the Registrant's registration
     statement  (No.333-76175)  on Form S-3,  filed with the Commission on April
     13,  1999.
(2)  Incorporated  by reference from Exhibit 3.1 to the  Registrant's  Quarterly
     Report on Form 10-Q for the quarter ended December 31, 1998, filed with the
     Commission on February 16, 1999.
(3)  See Exhibit 5 of this Registration Statement.
(4)  See page S-2 of this Registration Statement.
[{"type": "S-8", "sequence": "1", "filename": "s8dhi092001.txt", "description": "FORM S-8 AS FILED WITH SEC ON SEPTEMBER 20, 2001", "secsgml_size_bytes": 15351}]
{"company-data": {"conformed-name": "HORTON D R INC /DE/", "cik": "0000882184", "assigned-sic": "1531", "irs-number": "752386963", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-69694", "film-number": "1741173"}, "business-address": {"street1": "1901 ASCENSION BLVD", "street2": "STE 100", "city": "ARLINGTON", "state": "TX", "zip": "76006", "phone": "8178568200"}, "mail-address": {"street1": "1901 ASCENSION BLVD", "street2": "SUITE 100", "city": "ARLINGTON", "state": "TX", "zip": "76006"}}
As filed with the Securities and Exchange Commission on September 20, 2001
                          Registration No. 333 - _____

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

--------------------------------------------------------------------------------
                Delaware                                  75-2386963
    (State or other jurisdiction of                    (I.R.S. Employer
     incorporation or organization)                 Identification Number)

         1901 Ascension Blvd.                               76006
               Suite 100                                  (Zip Code)
           Arlington, Texas
    (Address of Principal Executive
               Offices)

                   D.R. HORTON, INC. 1991 STOCK INCENTIVE PLAN
                            (Full title of the plan)

                              Paul W. Buchschacher
                                 Vice President
                              and Corporate Counsel
                         1901 Ascension Blvd., Suite 100
                             Arlington, Texas 76006
                     (Name and address of agent for service)

                                  817-856-8200
          (Telephone number, including area code, of agent for service)
                         ------------------------------
CALCULATION OF REGISTRATION FEE
=============================================================================================================
                                                                                    Proposed
                                                                    Proposed         maximum
                                                                     maximum        aggregate     Amount of
                                             Amount to be        offering price     offering     registration
Title of securities to be registered          registered          per share (1)     price (1)         fee
--------------------------------------- ------------------------ ---------------- -------------- ------------
Common Stock, $.01 par value              1,110,000 shares(2)        $21.30       $23,643,000      $5,911
======================================= ======================== ================ ============== ============
(1)  Based on the average of the high and low prices of the Common Stock of D.R.
     Horton, Inc.(the "Common Stock") as reported on the New York Stock Exchange
     on September 17, 2001, pursuant to Rule 457(h) under the Securities Act of
     1933 (the "Act").

(2)  Represents  additional  shares  available for issuance under the 1991 Stock
     Incentive  Plan.  Pursuant  to Rule  416(a)  under the Act,  includes  such
     indeterminate  number of shares of Common Stock as may be issued to prevent
     dilution   resulting  from  stock  splits,   stock   dividends  or  similar
     transactions.
INTRODUCTORY STATEMENT

     This registration  statement relates to shares of D.R. Horton,  Inc. common
stock,  par value $0.01 per share,  eligible for issuance under the D.R. Horton,
Inc. 1991 Stock Incentive Plan, as amended (the "Plan"). The Plan has previously
been registered in Registration Statements on Form S-8 filed with the Securities
and Exchange Commission (Registration Nos. 33-48874, 333-3572 and 333-47767).

     This  registration  statement  is being  filed to  register  an  additional
1,110,000 shares of D.R.  Horton,  Inc. common stock that may be issued pursuant
to the Plan as a result of an amendment to the Plan that increases the number of
shares that may be issued  under the Plan from  6,930,373  to  7,930,373  plus a
stock  dividend of 110,000  shares that  occurred  after the share  increase was
approved.
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

     In accordance  with the  provisions  of General  Instruction E of Form S-8,
D.R. Horton,  Inc. hereby incorporates by reference the contents of D.R. Horton,
Inc.'s currently  effective  Registration  Statements on Form S-8  (Registration
No.33-48874, Registration No.333-3572 and Registration No.333-47767).

Item 3.  Incorporation of Documents by Reference

     The following  documents  filed by D.R.  Horton,  Inc. are  incorporated by
reference, as of their respective dates, in this Registration Statement:

          o   Annual Report on Form 10-K for the fiscal year ended September 30,
              2000,  filed with the  Securities  and  Exchange  Commission  (the
              "Commission') on December 13, 2000;

          o   Quarterly  Report on Form 10-Q for the quarter ended  December 31,
              2000, filed with the Commission on February 13, 2001;

          o   Quarterly  Report on Form  10-Q for the  quarter  ended  March 31,
              2001, filed with the Commission on May 15, 2001;

          o   Quarterly Report on Form 10-Q for the quarter ended June 30, 2001,
              filed with the Commission on August 14, 2001;

          o   Current  Report on Form 8-K dated  March 5,  2001,  filed with the
              Commission on March 8, 2001;

          o   Current  Report on Form 8-K dated April 18,  2001,  filed with the
              Commission on April 18, 2001;

          o   Current  Report  on Form 8-K  dated May 4,  2001,  filed  with the
              Commission on May 10, 2001;

          o   Current  Report  on Form 8-K dated May 11,  2001,  filed  with the
              Commission on May 14, 2001;

          o   Current  Report on Form 8-K dated  August 8, 2001,  filed with the
              Commission on August 14, 2001; and

          o   the description of the Registrant's  Common Stock set forth in the
              Registrant's  Registration  Statement on Form 8-A (file #1-14122),
              filed with the Commission on December 7, 1995 and amended on April
              30, 1998.

     In addition, all documents subsequently filed by the Registrant pursuant to
Section 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior
to the filing of a post-effective  amendment which indicates that all securities
offered have been sold or which  deregisters  all such securities then remaining
unsold,  shall be deemed to be  incorporated  by reference in this  Registration
Statement and to be a part hereof from the date of filing of such documents. Any
statement  contained in a document  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.

                                       2
Item 5.  Interests of Named Experts and Counsel

     Paul W.  Buchschacher,  who has  delivered  to D.R.  Horton,  Inc.  a legal
opinion regarding the validity of the shares of Common Stock registered pursuant
to this Registration  Statement,  is a Vice President,  Corporate Counsel and an
Assistant Secretary of D.R. Horton, Inc., and he has the right to acquire 27,473
shares of Common Stock  pursuant to outstanding  options  awarded under the 1991
Stock Incentive Plan.

Item 8.  Exhibits

                 EXHIBIT                                          EXHIBIT
                 NUMBER
               -----------------------------------------------------------------
                   4.1 -  Registrant's Amended and Restated Certificate of
                          Incorporation,  as amended (1)
                   4.2 -  Registrant's Amended and Restated Bylaws (2)
                     5 -  Opinion of Paul W. Buchschacher,  Vice President and
                          Corporate Counsel D.R. Horton, Inc.
                  23.1 -  Consent of Paul W.  Buchschacher,  Vice President and
                          Corporate  Counsel of D.R. Horton, Inc. (3)
                  23.2 -  Consent of Ernst & Young LLP
                    24 -  Powers of Attorney (4)

----------------
(1)  Incorporated by reference from Exhibit 4.2 to the Registrant's registration
     statement  (No.333-76175)  on Form S-3,  filed with the Commission on April
     13,  1999.
(2)  Incorporated  by reference from Exhibit 3.1 to the  Registrant's  Quarterly
     Report on Form 10-Q for the quarter ended December 31, 1998, filed with the
     Commission on February 16, 1999.
(3)  See Exhibit 5 of this Registration Statement.
(4)  See page S-2 of this Registration Statement.

                                      3
SIGNATURES AND POWERS OF ATTORNEY

     Pursuant to the  requirements of the Securities Act of 1933,  D.R.  Horton,
Inc.  certifies that it has reasonable  grounds to believe that it meets all 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 Arlington, State of Texas, on September 20, 2001.

                                                   D.R. HORTON, INC.

                                                   By:    /s/ Donald R. Horton
                                                         -----------------------
                                                          Donald R. Horton
                                                          Chairman of the Board

                                      S-1
KNOW ALL MEN BY THESE PRESENTS,  that each person whose  signature  appears
below hereby  constitutes  and appoints each of Donald R. Horton,  individually,
and Donald J.  Tomnitz and Samuel R. Fuller  together as a group,  as his or her
true and lawful  attorney-in-fact  and  agent,  for him or her and in his or her
name, place and stead, in any and all capacities, to sign any and all amendments
to this Registration Statement, including post-effective amendments, and to file
the  same,  with  all  exhibits  thereto,  and  other  documents  in  connection
therewith, with the Securities and Exchange Commission,  granting unto each such
attorney-in-fact  and agent full power and  authority to do and perform each and
every  act and  thing  requisite  and  necessary  to be done  in and  about  the
premises, as fully to all intents and purposes as he or she might or could do in
person,  hereby ratifying and confirming all that each such attorney-in-fact and
agent, each acting alone, may lawfully do or cause to be done by virtue hereof.

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.
Signature                                  Title                               Date
          ---------                                  -----                               ----
/s/ Donald R. Horton
--------------------------------------
      Donald R. Horton                       Chairman of the Board                September 20, 2001
                                         (Principal Executive Officer)

    /s/ Donald J. Tomnitz
--------------------------------------
      Donald J. Tomnitz                   Vice Chairman of the Board,             September 20, 2001
                                      President, Chief Executive Officer
                                                 and Director

    /s/ Samuel R. Fuller
--------------------------------------
      Samuel R. Fuller                Executive Vice President, Treasurer,        September 20, 2001
                                      Chief Financial Officer and Director
                                      (Principal Accounting and Financial
                                                  Officer)

   /s/ Bradley S. Anderson
--------------------------------------
     Bradley S. Anderson                           Director                       September 20, 2001

    /s/ Richard Beckwitt
--------------------------------------
      Richard Beckwitt                             Director                       September 20, 2001

   /s/ Richard I. Galland
--------------------------------------
     Richard I. Galland                            Director                       September 20, 2001

    /s/ Richard L. Horton
--------------------------------------
      Richard L. Horton                            Director                       September 20, 2001

    /s/ Terrill J. Horton
--------------------------------------
      Terrill J. Horton                            Director                       September 20, 2001

    /s/ Francine I. Neff
--------------------------------------
      Francine I. Neff                             Director                       September 20, 2001

     /s/ Scott J. Stone
--------------------------------------
       Scott J. Stone                              Director                       September 20, 2001
S-2
EXHIBIT INDEX

                 EXHIBIT                                          EXHIBIT
                 NUMBER
               -----------------------------------------------------------------
                   4.1 -  Registrant's Amended and Restated Certificate of
                          Incorporation,  as amended (1)
                   4.2 -  Registrant's Amended and Restated Bylaws (2)
                     5 -  Opinion of Paul W. Buchschacher,  Vice President and
                          Corporate Counsel D.R. Horton, Inc.
                  23.1 -  Consent of Paul W.  Buchschacher,  Vice President and
                          Corporate  Counsel of D.R. Horton, Inc. (3)
                  23.2 -  Consent of Ernst & Young LLP
                    24 -  Powers of Attorney (4)

----------------
(1)  Incorporated by reference from Exhibit 4.2 to the Registrant's registration
     statement  (No.333-76175)  on Form S-3,  filed with the Commission on April
     13,  1999.
(2)  Incorporated  by reference from Exhibit 3.1 to the  Registrant's  Quarterly
     Report on Form 10-Q for the quarter ended December 31, 1998, filed with the
     Commission on February 16, 1999.
(3)  See Exhibit 5 of this Registration Statement.
(4)  See page S-2 of this Registration Statement.