KB HOME (Form: 8-K, Received: 02/02/2012 15:52:42)

UNITED STATES

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

Date of Report (Date of earliest event reported): January 30, 2012

KB HOME

(Exact name of registrant as specified in its charter)


Delaware	1-9195	95-3666267
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

10990 Wilshire Boulevard, Los Angeles, California		90024
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (310) 231-4000

Not Applicable

(Former name or former address if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Events

Sixth Supplemental Indenture

On January 30, 2012, each of KB HOME Sacramento Inc. and KB HOME South Bay Inc., each a California corporation, KB HOME Las Vegas Inc., KB HOME Reno Inc. and KB HOME Nevada Inc., each a Nevada corporation, and KB HOME Tampa LLC, KB HOME Fort Myers LLC and KB HOME Treasure Coast LLC, each a Delaware limited liability company (collectively, the “Additional Guarantors”), agreed pursuant to a Sixth Supplemental Indenture, dated as of January 30, 2012, by and between KB Home, a Delaware corporation (the “Company”), the existing guarantors named therein (the “Existing Guarantors”), the Additional Guarantors and U.S. Bank National Association (successor to SunTrust Bank), as Trustee (the “Trustee”), to be a “Guarantor” under the terms of the Indenture, dated as of January 28, 2004 (the “Base Indenture”), by and among the Company, the Existing Guarantors and the Trustee, as amended and supplemented on January 28, 2004, June 30, 2004, May 1, 2006, November 9, 2006 and August 17, 2007 (the Base Senior Indenture, as so amended and supplemented, is hereinafter called the “Indenture”), and to guarantee on a senior basis the prompt payment when due of the principal of and premium, if any, and interest on debt securities issued by the Company pursuant to the Indenture, including the Company’s 5-3/4% senior notes due 2014, 5-7/8% senior notes due 2015, 6-1/4% senior notes due 2015, 7-1/4% senior notes due 2018 and 9.100% senior notes due 2017. Each of the Additional Guarantors is a wholly-owned subsidiary of the Company.

The above description is a summary and is qualified in its entirety by the terms of the Sixth Supplemental Indenture, which is filed as Exhibit 4.18 with this Current Report.

Early Tender Period Expiration; Senior Notes Offering

On February 1, 2012, the Company announced the expiration of the early tender period for its cash tender offers for up to $250 million in aggregate principal amount of its 5-3/4% senior notes due 2014, 5-7/8% senior notes due 2015 and 6-1/4% senior notes due 2015. A copy of the press release dated February 1, 2012 announcing the expiration of the early tender period is attached as Exhibit 99.1.

On February 1, 2012, the Company announced a public offering of $250 million in aggregate principal amount of senior notes. A copy of the press release dated February 1, 2012 announcing the offering is attached as Exhibit 99.2.

On February 1, 2012, the Company announced that it priced its offering of $350 million in aggregate principal amount of 8.00% Senior Notes due 2020. The offering is expected to close on February 7, 2012, subject to customary closing conditions. A copy of the press release dated February 1, 2012 announcing the pricing of the offering is attached as Exhibit 99.3.

On February 1, 2012, the Company announced that it upsized, and amended certain pricing and other terms of, its cash tender offers. A copy of the press release dated February 1, 2012 announcing the upsizing and amendment is attached as Exhibit 99.4.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits


4.18		Sixth Supplemental Indenture, dated as of January 30, 2012, by and among the Company, the Existing Guarantors, the Additional Guarantors and the Trustee.

99.1		Press Release dated February 1, 2012 announcing expiration of the early tender period for cash tender offers.

99.2		Press Release dated February 1, 2012 announcing a public offering of Senior Notes.

99.3		Press Release dated February 1, 2012 announcing the pricing of the offering of 8.00% Senior Notes due 2020.

99.4		Press Release dated February 1, 2012 announcing the upsizing and amendment of cash tender offers.

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: February 2, 2012


KB Home

By:		/s/ BRIAN J. WORAM
		Brian J. Woram
		Executive Vice President, General Counsel and Secretary
		Registered In-House Counsel

EXHIBIT INDEX


Exhibit No.		Description

4.18		Sixth Supplemental Indenture, dated as of January 30, 2012, by and among the Company, the Existing Guarantors, the Additional Guarantors and the Trustee.

99.1		Press Release dated February 1, 2012 announcing expiration of the early tender period for cash tender offers.

99.2		Press Release dated February 1, 2012 announcing a public offering of Senior Notes.

99.3		Press Release dated February 1, 2012 announcing the pricing of the offering of 8.00% Senior Notes due 2020.

99.4		Press Release dated February 1, 2012 announcing the upsizing and amendment of cash tender offers.

Exhibit 4.18

KB HOME,

Company,

THE EXISTING GUARANTORS PARTY HERETO,

Guarantors,

KB HOME SACRAMENTO INC.,

KB HOME SOUTH BAY INC.,

KB HOME RENO INC.,

KB HOME LAS VEGAS INC.,

KB HOME NEVADA INC.,

KB HOME TAMPA LLC,

KB HOME FORT MYERS LLC,

KB HOME TREASURE COAST LLC,

Additional Guarantors,

and

U.S. BANK NATIONAL ASSOCIATION,

Trustee

SIXTH SUPPLEMENTAL INDENTURE

Dated as of January 30, 2012

THIS SIXTH SUPPLEMENTAL INDENTURE (this “ Sixth Supplemental Indenture ”) is dated as of January 30, 2012 and executed by and between KB Home, a Delaware corporation (the “ Company ”), the Existing Guarantors (as defined below), KB HOME Sacramento Inc. and KB HOME South Bay Inc., each a California corporation (the “ California Guarantors ”), KB HOME Reno Inc., KB HOME Las Vegas Inc. and KB HOME Nevada Inc., each a Nevada corporation (the “ Nevada Guarantors ”) and KB HOME Tampa LLC, KB HOME Fort Myers LLC and KB HOME Treasure Coast LLC, each a Delaware limited liability company (the “ Delaware Guarantors ,” and together with the California Guarantors and the Nevada Guarantors, the “ Additional Guarantors ”), and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America (successor in interest to SunTrust Bank), as Trustee (the “ Trustee ”).

RECITALS:

WHEREAS, the Company, the Existing Guarantors (other than KB HOME Orlando LLC, a Delaware limited liability company (“ KB Orlando ”)) and the Trustee have heretofore executed and delivered an Indenture dated as of January 28, 2004 (the “ Original Indenture ”), providing for the issuance by the Company from time to time of its Securities (as defined in the Original Indenture), a First Supplemental Indenture dated as of January 28, 2004 (the “ First Supplemental Indenture ”) and a Second Supplemental Indenture dated as of June 30, 2004 (the “ Second Supplemental Indenture ”);

WHEREAS, the Company, the Existing Guarantors and the Trustee have heretofore executed and delivered a Third Supplemental Indenture dated as of May 1, 2006 (the “ Third Supplemental Indenture ”), a Fourth Supplemental Indenture dated as of November 9, 2006 (the “ Fourth Supplemental Indenture ”) and a Fifth Supplemental Indentured dated as of August 17, 2007 (the “ Fifth Supplemental Indenture ”); the Original Indenture, as amended and supplemented by the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture, the Fourth Supplemental Indenture, the Fifth Supplemental Indenture and this Sixth Supplemental Indenture, is hereinafter called the “ Indenture ”, which term shall include the terms and provisions of each series of Securities established from time to time pursuant to Section 301 of the Original Indenture);

WHEREAS, pursuant to Articles Two and Three of the Original Indenture, the Company has established (i) by the First Supplemental Indenture, the form and terms of a series of the Company’s Securities designated the “5 ³ / 4 % Senior Notes due 2014” (the “ 2014 Notes ”), (ii) by an Officers’ Certificate and Guarantor’s Officers’ Certificate, dated as of December 15, 2004, the form and terms of a series of the Company’s Securities designated the “5-7/8% Senior Notes due 2015” (the “ 2015 Notes ”), (iii) by Officers’ Certificates and Guarantor’s Officers’ Certificates, dated as of June 2, 2005 and June 27, 2005, the form and terms of a series of the Company’s Securities designated the “6-1/4% Senior Notes due 2015” (the “ Second 2015 Notes ”), (iv) by an Officers’ Certificate and Guarantor’s Officers’ Certificate, dated as of April 3, 2006, the form and terms of a series of the Company’s Securities designated the “7-1/4% Senior Notes due 2018” (the “ 2018 Notes ”) and (v) by an Officers’ Certificate and Guarantor’s Officers’ Certificate, dated as of July 30, 2009, the form and terms of a series of the Company’s Securities designated the “9.100% Senior Notes due 2017” (the “ 2017 Notes ”; and together with the 2014

- 1 -

Notes, the 2015 Notes, the Second 2015 Notes and the 2018 Notes, the “ Senior Notes ”) (the Officers’ Certificates and Guarantor’s Officers’ Certificates referred to in clauses (ii), (iii), (iv) and (v) of this paragraph are hereinafter called, together, the “ Existing Certificates ”);

WHEREAS, the Company, the Existing Guarantors and the Additional Guarantors wish to amend and supplement the Indenture to provide for the Additional Guarantors to become Guarantors under the Indenture and to guarantee the obligations of the Company under the Indenture and the Securities (including, without limitation, the Senior Notes) issued thereunder from time to time and any Coupons appertaining thereto, and otherwise to modify the Indenture on the terms set forth in this Sixth Supplemental Indenture; and

WHEREAS, the Company has instructed the Trustee to execute and deliver this Sixth Supplemental Indenture pursuant to the terms of the Original Indenture, and all requirements necessary to make this Sixth Supplemental Indenture a valid instrument in accordance with its terms have been performed and the execution and delivery of this Sixth Supplemental Indenture have been duly authorized in all respects by the Company, each of the Existing Guarantors and each of the Additional Guarantors.

NOW, THEREFORE, for and in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company, the Existing Guarantors, the Additional Guarantors and the Trustee mutually covenant and agree for the equal and proportionate benefit of the Holders (as defined in the Original Indenture) of the Securities or any series thereof and any Coupons, as follows:

SECTION 1. Definitions .

(a) Terms used herein and not defined herein have the meanings ascribed to such terms in the Original Indenture.

(b) As used in this Sixth Supplemental Indenture, the terms “2014 Notes,” “2015 Notes,” “Second 2015 Notes,” “2018 Notes,” “2017 Notes”, “Additional Guarantors,” “Existing Certificates,” “First Supplemental Indenture,” “Original Indenture,” “Second Supplemental Indenture,” “Third Supplemental Indenture,” “Fourth Supplemental Indenture,” “Fifth Supplemental Indenture,” “Senior Notes,” “Sixth Supplemental Indenture,” “Trustee” and “KB Orlando” have the meanings specified in the recitals hereto and in the paragraph preceding such recitals; and the term “Existing Guarantors” means KB HOME Coastal Inc. and KB HOME Greater Los Angeles Inc., each a California corporation, and KB Orlando.

SECTION 2. Guarantee . The parties hereto covenant and agree that, from and after the date of this Sixth Supplemental Indenture:

(a) each Additional Guarantor shall be a Guarantor under the Original Indenture, the First Supplemental Indenture, Second Supplemental Indenture, Third Supplemental Indenture, Fourth Supplemental Indenture and Fifth Supplemental Indenture as if such Additional Guarantor were an original signatory to each such document and an original Guarantor named therein;

- 2 -

(b) without limitation to the other provisions of this Section 2, each Additional Guarantor shall be a Guarantor under the Indenture with respect to all of the Securities issued and outstanding thereunder from time to time (including, without limitation, the Senior Notes) and any Coupons appertaining thereto on and subject to the terms and provisions of the Indenture (including, without limitation, the terms and provisions of the Existing Certificates);

(c) without limitation to the other provisions of this Section 2, each Additional Guarantor agrees that each of the Original Indenture, the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture, the Fourth Supplemental Indenture and the Fifth Supplemental Indenture constitutes a valid and binding obligation of such Additional Guarantor, enforceable against such Additional Guarantor in accordance with its terms; and

(d) without limitation to the other provisions of this Section 2, each Additional Guarantor agrees to perform and to comply with all of the covenants and agreements of a Guarantor in the Original Indenture, the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture, the Fourth Supplemental Indenture, the Fifth Supplemental Indenture and each of the Existing Certificates, in each case as if such Additional Guarantor were an original signatory thereto and an original Guarantor named therein.

(e) without limitation to the other provisions of this Section 2, the Existing Guarantors hereby affirm their Guarantees and obligations under the Indenture.

SECTION 3. Governing Law; Sixth Supplemental Indenture . This Sixth Supplemental Indenture shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made or instruments entered into and, in each case, performed in said State. The terms and conditions of this Sixth Supplemental Indenture shall be, and be deemed to be, part of the terms and conditions of the Indenture for any and all purposes. Other than as amended and supplemented by this Sixth Supplemental Indenture, the Original Indenture, as amended and supplemented by the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture, the Fourth Supplemental Indenture and the Fifth Supplemental Indenture is in all respects ratified and confirmed.

SECTION 4. Acceptance by Trustee . Subject to Section 7 hereof, the Trustee hereby accepts this Sixth Supplemental Indenture and agrees to perform the same upon the terms and conditions set forth in the Original Indenture, as amended and supplemented by the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture, the Fourth Supplemental Indenture and the Fifth Supplemental Indenture.

SECTION 5. Counterparts . This Sixth Supplemental Indenture may be executed in two or more counterparts, each of which shall constitute an original, but all of which when taken together shall constitute but one instrument.

- 3 -

SECTION 6. Headings . The headings of this Sixth Supplemental Indenture are for reference only and shall not limit or otherwise affect the meaning hereof.

SECTION 7. Trustee Not Responsible for Recitals . The recitals herein contained are made by the Company, the Existing Guarantors and the Additional Guarantors and not by the Trustee, and the Trustee assumes no responsibility for the correctness thereof. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Sixth Supplemental Indenture, except as to its validity with respect to the Trustee.

SECTION 8. Separability . In case any one or more of the provisions contained in this Sixth Supplemental Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions hereof shall not, to the fullest extent permitted by law, in any way be affected or impaired thereby.

[Signature Page Follows.]

- 4 -

IN WITNESS WHEREOF, the parties hereto have caused this Sixth Supplemental Indenture to be duly executed, and their respective seals to be hereunto affixed, all as of the day and year first above written.


“Company”:	KB HOME

	By:	/s/ Jeffrey Mezger
		Jeffrey Mezger
		President and Chief Executive Officer

[SEAL]

Attest:

/s/ Tony Richelieu

Tony Richelieu

Assistant Corporate Secretary


“Existing Guarantors”:	KB HOME ORLANDO LLC, a Delaware limited liability company

	By: KB HOME FLORIDA LLC, a Delaware limited liability company, its sole member

	By:	/s/ William R. Hollinger
		William R. Hollinger
		Vice President

[SEAL]

Attest:

/s/ Tony Richelieu

Tony Richelieu

Secretary


KB HOME COASTAL INC., a California corporation

By:		/s/ William R. Hollinger
		William R. Hollinger
		Vice President

[SEAL]

Attest:

/s/ Tony Richelieu

Tony Richelieu

Secretary


KB HOME GREATER LOS ANGELES INC., a California corporation

By:		/s/ William R. Hollinger
		William R. Hollinger
		Vice President

[SEAL]

Attest:

/s/ Tony Richelieu

Tony Richelieu

Secretary


“Additional Guarantors”:	KB HOME SACRAMENTO INC., a California corporation

	By:	/s/ William R. Hollinger
		William R. Hollinger
		Vice President

[SEAL]

Attest:

/s/ Tony Richelieu

Tony Richelieu

Secretary


		KB HOME SOUTH BAY INC., a California corporation

		By:		/s/ William R. Hollinger
				William R. Hollinger
				Vice President

[SEAL]

Attest:

/s/ Tony Richelieu

Tony Richelieu

Secretary


		KB HOME RENO INC., a Nevada corporation

		By:		/s/ William R. Hollinger
				William R. Hollinger
				Vice President

[SEAL]

Attest:

/s/ Tony Richelieu

Tony Richelieu

Secretary


		KB HOME LAS VEGAS INC., a Nevada corporation

		By:		/s/ William R. Hollinger
				William R. Hollinger
				Vice President

[SEAL]

Attest:

/s/ Tony Richelieu

Tony Richelieu

Secretary


		KB HOME NEVADA INC., a Nevada corporation

		By:		/s/ William R. Hollinger
				William R. Hollinger
				Vice President

[SEAL]

Attest:

/s/ Tony Richelieu

Tony Richelieu

Secretary


		KB HOME TAMPA LLC, a Delaware limited liability company

		KB HOME FORT MYERS LLC, a Delaware limited liability company

		KB HOME TREASURE COAST LLC, a Delaware limited liability company

		By: KB HOME FLORIDA LLC, a Delaware limited liability company, its sole member

		By:		/s/ William R. Hollinger
				William R. Hollinger
				Vice President

[SEAL]

Attest:

/s/ Tony Richelieu

Tony Richelieu

Secretary


“Trustee”:		U.S. BANK NATIONAL ASSOCIATION,
		as Trustee

	By:	/s/ Muriel Shaw
		Name: Muriel Shaw
		Title: Assistant Vice President

[SEAL]

Attest:

/s/ Jack Ellerin

Name: Jack Ellerin

Title: Vice President

Exhibit 99.1

LOGO


FOR IMMEDIATE RELEASE				For Further Information Contact:
				Katoiya Marshall, Investor Relations
				(310) 893-7446 or kmarshall@kbhome.com

KB Home Announces Early Tender Offer Results

LOS ANGELES (February 1, 2012) — KB Home (NYSE: KBH), one of the nation’s premier homebuilders, today announced the expiration of the early tender period for its previously announced cash tender offers for up to $250 million in aggregate principal amount of its 5 ³ / 4 % Senior Notes due 2014 and of its 5 ⁷ / 8 % Senior Notes due 2015 and 6 ¹ / 4 % Senior Notes due 2015 (the “2014/2015 Notes”), as of 5:00 p.m., New York City time, on January 31, 2012 (the “Early Tender Date”). According to Global Bondholder Services Corporation, the depositary and information agent for the tender offers, as of the Early Tender Date, KB Home has received valid tenders in aggregate principal amount of $423.8 million from holders of the 2014/2015 Notes as set forth in the table below:


Title of Security	CUSIP Number	Principal Amount Outstanding		Acceptance Priority Level	Principal Amount Tendered		Tender Offer Consideration		Early Tender Premium (a)
2014 Note Tender Offer
5 ³ / 4 % Senior Notes due 2014	48666KAH2	$	250,000,000	1	$	56,304,000	$	980.00	$	30.00
2015 Note Tender Offers
5 ⁷ / 8 % Senior Notes due 2015	48666KAL3	$	300,000,000	2	$	169,970,000	$	970.00	$	30.00
6 ¹ / 4 % Senior Notes due 2015	48666KAM1	$	450,000,000	2	$	197,523,000	$	970.00	$	30.00

(a)	As set forth in the Offer to Purchase described below, the early tender premium will be payable only to holders of the 2014/2015 Notes, as the case may be, that were validly tendered (and not validly withdrawn) as of the Early Tender Date, and that are accepted for purchase.

The tender offers are scheduled to expire at 11:59 p.m., New York City time, on February 15, 2012 (the “Expiration Date”), unless extended or earlier terminated by KB Home. The tender offers are being made pursuant to an Offer to Purchase dated January 19, 2012 and a related Letter of Transmittal, which set forth a more detailed description of the tender offers.

KB Home has retained Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC to serve as dealer managers for the tender offers. Global Bondholder Services Corporation has been retained to serve as the depositary and information agent.

For additional information regarding the terms of the tender offers, please contact Citigroup Global Markets Inc. at (800) 558-3745 (toll free) or (212) 723-6106 (collect), or Credit Suisse Securities (USA) LLC at (800) 820-1653 (toll free) or (212) 538-2147 (collect). Requests for documents and questions regarding the tender of the 2014/2015 Notes, as the case may be, may be directed to Global Bondholder Services Corporation at (866) 540-1500 (toll free) or (212) 430-3774 (collect).

None of KB Home, its board of directors, the depositary and information agent, the dealer managers or the trustee with respect to the 2014/2015 Notes makes any recommendation as to whether holders of the 2014/2015 Notes, as the case may be, should tender or refrain from tendering all or any portion of the principal amount of such senior notes.

This announcement does not constitute an offer to buy or the solicitation of an offer to sell securities. The tender offers are being made solely by means of the Offer to Purchase and the related Letter of Transmittal. In those jurisdictions where the securities, blue sky or other laws require any tender offer to be made by a licensed broker or dealer, such tender offer will be deemed to be made on behalf of KB Home by the dealer managers or one or more registered brokers or dealers licensed under the laws of such jurisdiction.

About KB Home

KB Home (NYSE: KBH), one of the nation’s premier homebuilders, has delivered over half a million quality homes for families since its founding in 1957. The Los Angeles-based company is distinguished by its Built to Order™ homebuilding approach that puts a custom home experience within reach of its customers at an affordable price. KB Home has been named the #1 Green Homebuilder in a study by Calvert Investments and the #1 Homebuilder on FORTUNE magazine’s 2011 World’s Most Admired Companies list. The Company trades under the ticker symbol “KBH” and was the first homebuilder listed on the New York Stock Exchange. For more information about any of KB Home’s new home communities, call 888-KB-HOMES or visit www.kbhome.com.

Forward-Looking and Cautionary Statements

weather conditions, significant natural disasters and other environmental factors; government actions, policies, programs and regulations directed at or affecting the housing market (including, but not limited to, the Dodd-Frank Act, tax credits, tax incentives and/or subsidies for home purchases, tax deductions for residential consumer mortgage interest payments and property taxes, tax exemptions for profits on home sales, and programs intended to modify existing mortgage loans and to prevent mortgage foreclosures), the homebuilding industry, or construction activities; the availability and cost of land in desirable areas; our warranty claims experience with respect to homes previously delivered and actual warranty costs incurred; legal or regulatory proceedings or claims; our ability to access capital; our ability to use/realize the net deferred tax assets we have generated; our ability to successfully implement our current and planned product, geographic and market positioning (including, but not limited to, our efforts to expand our inventory base/pipeline with desirable land positions or interests at reasonable cost and to expand our community count and open new communities, and our increasing operational and investment concentration in markets in California and Texas), revenue growth, and overhead and other cost reduction strategies; consumer traffic to our new home communities and consumer interest in our product designs, including The Open Series™; the impact of our former unconsolidated mortgage banking joint venture ceasing to offer mortgage banking services after June 30, 2011; the manner in which our homebuyers are offered and obtain residential consumer mortgage loans and mortgage banking services; information technology failures and data security breaches; the possibility that the proposed offer and sale of unsecured senior debt securities to fund the purchase of the 2014/2015 Notes in the applicable tender offers will not timely close; the possibility that any or all of the tender offers will be undersubscribed; and other events outside of our control. Please see our periodic reports and other filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended November 30, 2011, for a further discussion of these and other risks and uncertainties applicable to our business.

Exhibit 99.2

LOGO


FOR IMMEDIATE RELEASE				For Further Information Contact:
				Katoiya Marshall, Investor Relations
				(310) 893-7446 or kmarshall@kbhome.com

KB Home Announces Offering of Senior Notes

LOS ANGELES (February 1, 2012) — KB Home (NYSE: KBH), one of the nation’s premier homebuilders, today announced that it has commenced a public offering for $250 million in aggregate principal amount of senior notes.

KB Home intends to apply all or a portion of the net proceeds from the senior notes offering toward the payment of the purchase price of notes validly tendered and accepted for purchase in its previously announced cash tender offers for up to $250 million in aggregate principal amount of its outstanding 5 ³ / 4 % Senior Notes due 2014 and of its 5 ⁷ / 8 % Senior Notes due 2015 and 6 ¹ / 4 % Senior Notes due 2015 (the “2014/2015 Notes”). After such payment for the 2014/2015 Notes, KB Home intends to use any remaining net proceeds from the sale of the senior notes for general corporate purposes.

Citigroup, Credit Suisse, BofA Merrill Lynch and Deutsche Bank Securities are acting as joint book-running managers for the senior notes offering. A shelf registration statement covering the issuance of the senior notes has been filed with the Securities and Exchange Commission and is effective. Copies of the prospectus supplement and accompanying prospectus describing the offering may be obtained by visiting EDGAR on the SEC’s web site at www.sec.gov or by contacting Citigroup at the following address: Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, New York 11220 or by telephone at 1-877-858-5407 or by e-mail at batprospectusdept@citi.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any senior notes nor shall there be any sale of senior notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The senior notes offering is being made only by means of the prospectus supplement and accompanying prospectus.

Corporate Profile

Forward-Looking and Cautionary Statements

Certain matters discussed in this press release, including any statements that are predictive in nature or concern future market and economic conditions, business and prospects, our future financial and operational performance, or our future actions and their expected results are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on current expectations and projections about future events and are not guarantees of future performance. We do not have a specific policy or intent of updating or revising forward-looking statements. Actual events and results may differ materially from those expressed or forecasted in forward-looking statements due to a number of factors. The most important risk factors that could cause our actual performance and future events and actions to differ materially from such forward-looking statements include, but are not limited to: general economic, employment and business conditions; adverse market conditions that could result in additional impairments or land option contract abandonment charges and operating losses, including an oversupply of unsold homes, declining home prices and increased foreclosure and short sale activity, among other things; conditions in the capital and credit markets (including residential consumer mortgage lending standards, the availability of residential consumer mortgage financing and mortgage foreclosure rates); material prices and availability; labor costs and availability; changes in interest rates; inflation; our debt level, including our ratio of debt to total capital, and our ability to adjust our debt level and structure and to access the credit, capital or other financial markets or other external financing sources; weak or declining consumer confidence, either generally or specifically with respect to purchasing homes; competition for home sales from other sellers of new and existing homes, including sellers of homes obtained through foreclosures or short sales; weather conditions, significant natural disasters and other environmental factors; government actions, policies, programs and regulations directed at or affecting the housing market (including, but not limited to, the 2010 Dodd-Frank Wall Street Reform and Consumer Protection Act, tax credits, tax incentives and/or subsidies for home purchases, tax deductions for residential consumer mortgage interest payments and property taxes, tax exemptions for profits on home sales, and programs intended to modify existing mortgage loans and to prevent mortgage foreclosures), the homebuilding industry, or construction activities; the availability and cost of land in desirable areas; our warranty claims experience with respect to homes previously delivered and actual warranty costs incurred; legal or regulatory proceedings or claims; our ability to access capital; our ability to use/realize the net deferred tax assets we have generated; our ability to successfully implement our current and planned product, geographic and market positioning (including, but not limited to, our efforts to expand our inventory base/pipeline with desirable land positions or interests at reasonable cost and to expand our community count and open new communities, and our increasing operational and investment concentration in markets in California and Texas), revenue growth and overhead and other cost reduction strategies; consumer traffic to our new home communities and consumer interest in our product designs; the impact of our former unconsolidated mortgage banking joint venture ceasing to offer mortgage banking services after June 30, 2011; the manner in which our homebuyers are offered and obtain residential consumer mortgage loans and mortgage banking services; our ability to establish a joint venture or marketing relationship with a financial institution or other mortgage banking services provider; information technology failures and data security breaches; the possibility that the proposed offer and sale of senior notes to fund the purchase of the 2014/2015 Notes in the applicable tender offers will not close timely or at all; the possibility that any or all of the tender offers will be undersubscribed; and other events outside of our control. Please see our periodic reports and other filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended November 30, 2011, for a further discussion of these and other risks and uncertainties applicable to our business.

Exhibit 99.3

LOGO


FOR IMMEDIATE RELEASE				For Further Information Contact:
				Katoiya Marshall, Investor Relations
				(310) 893-7446 or kmarshall@kbhome.com

KB Home Announces Upsizing and Pricing of Senior Notes Due 2020

LOS ANGELES (February 1, 2012) — KB Home (NYSE: KBH), one of the nation’s premier homebuilders, today announced that it has upsized and priced an offering of $350 million in aggregate principal amount of senior notes due 2020 (the “2020 Senior Notes”). The size of the offering was increased from the previously announced $250 million. The notes will bear interest at 8.0% per annum and be issued at a public offering price of 98.523% of their face amount. The Company expects to close the 2020 Senior Note offering on February 7, 2012, subject to the satisfaction of customary closing conditions.

KB Home also intends to upsize and amend certain terms of its previously announced cash tender offers for its 5 ³ / 4 % Senior Notes due 2014 and for its 5 ⁷ / 8 % Senior Notes due 2015 and 6 ¹ / 4 % Senior Notes due 2015 (the “2014/2015 Notes”), and to use the net proceeds from the offering of the 2020 Senior Notes to purchase notes validly tendered in the applicable tender offers and accepted for purchase. After payment for such validly tendered and accepted notes, KB Home would use any remaining net proceeds from the sale of the 2020 Senior Notes for general corporate purposes.

Citigroup, Credit Suisse, BofA Merrill Lynch and Deutsche Bank Securities are acting as joint book-running managers for the 2020 Senior Notes offering. A shelf registration statement covering the issuance of the 2020 Senior Notes has been filed with the Securities and Exchange Commission and is effective. Copies of the prospectus supplement and accompanying prospectus describing the offering may be obtained by visiting EDGAR on the SEC’s web site at www.sec.gov or by contacting Citigroup at the following address: Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, New York 11220 or by telephone at 1-877-858-5407 or by e-mail at batprospectusdept@citi.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any 2020 Senior Notes nor shall there be any sale of 2020 Senior Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The 2020 Senior Notes offering is being made only by means of the prospectus supplement and accompanying prospectus.

About KB Home

Forward-Looking and Cautionary Statements

markets in California and Texas), revenue growth and overhead and other cost reduction strategies; consumer traffic to our new home communities and consumer interest in our product designs; the impact of our former unconsolidated mortgage banking joint venture ceasing to offer mortgage banking services after June 30, 2011; the manner in which our homebuyers are offered and obtain residential consumer mortgage loans and mortgage banking services; our ability to establish a joint venture or marketing relationship with a financial institution or other mortgage banking services provider; information technology failures and data security breaches; the possibility that the offer and sale of the 2020 Senior Notes to fund the purchase of the 2014/2015 Notes in the applicable tender offers will not close timely or at all; the possibility that any or all of the tender offers will be undersubscribed; and other events outside of our control. Please see our periodic reports and other filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended November 30, 2011, for a further discussion of these and other risks and uncertainties applicable to our business.

Exhibit 99.4

LOGO


FOR IMMEDIATE RELEASE		For Further Information Contact:
		Katoiya Marshall, Investor Relations
		(310) 893-7446 or kmarshall@kbhome.com

KB Home Upsizes and Amends Pricing and Other Terms

of Its Previously Announced Tender Offers

LOS ANGELES (February 1, 2012) — KB Home (NYSE: KBH), one of the nation’s premier homebuilders, today announced that it has upsized, and amended certain pricing and other terms of, its previously announced cash tender offers for its 5 ³ / 4 % Senior Notes due 2014 (the “2014 Notes”) and for its 5 ⁷ / 8 % Senior Notes due 2015 and 6 ¹ / 4 % Senior Notes due 2015 (the “2015 Notes”).

Under the terms of the upsized tender offers, KB Home is offering to purchase for cash up to $100 million in aggregate principal amount (the “Maximum 2014 Amount”) of its 2014 Notes (the “2014 Note Tender Offer”) and up to $340 million, less any amount accepted in the 2014 Note Tender Offer, in aggregate principal amount (the “Maximum 2015 Amount”) of its 2015 Notes on an equal-priority basis. The applicable upsized tender offers represent an overall increase of $90 million to the aggregate size of the tender offers as previously announced. In addition, KB Home has extended the early tender premium of $30.00 per $1,000 principal amount of 2014 Notes to the applicable expiration date of 11:59 p.m., New York City time, on February 15, 2012. Including the tender premium, holders whose 2014 Notes are validly tendered and accepted for purchase on or before such expiration date will receive total consideration of $1,010 per $1,000 principal amount of the notes. The early tender premium for the 2015 Notes was not extended. The minimum size of the previously announced financing condition has been increased such that the tender offers are conditioned on KB Home’s completion of the proposed offer and sale of not less than $350 million in aggregate principal amount of unsecured debt securities on terms reasonably satisfactory to the Company.

All other terms of the tender offers previously announced are unchanged. In particular, the applicable Expiration Dates and Acceptance Priority Levels (as defined in the Offer to Purchase dated January 19, 2012 and the related Letter of Transmittal) are unchanged.

None of KB Home, its board of directors, the depositary and information agent, the dealer managers or the trustee with respect to the 2014 Notes or 2015 Notes makes any recommendation as to whether holders of such series of senior notes, as the case may be, should tender or refrain from tendering all or any portion of the principal amount of such senior notes.

About KB Home

Forward-Looking and Cautionary Statements

financial markets or other external financing sources; weak or declining consumer confidence, either generally or specifically with respect to purchasing homes; competition for home sales from other sellers of new and existing homes, including sellers of homes obtained through foreclosures or short sales; weather conditions, significant natural disasters and other environmental factors; government actions, policies, programs and regulations directed at or affecting the housing market (including, but not limited to, the Dodd-Frank Act, tax credits, tax incentives and/or subsidies for home purchases, tax deductions for residential consumer mortgage interest payments and property taxes, tax exemptions for profits on home sales, and programs intended to modify existing mortgage loans and to prevent mortgage foreclosures), the homebuilding industry, or construction activities; the availability and cost of land in desirable areas; our warranty claims experience with respect to homes previously delivered and actual warranty costs incurred; legal or regulatory proceedings or claims; our ability to access capital; our ability to use/realize the net deferred tax assets we have generated; our ability to successfully implement our current and planned product, geographic and market positioning (including, but not limited to, our efforts to expand our inventory base/pipeline with desirable land positions or interests at reasonable cost and to expand our community count and open new communities, and our increasing operational and investment concentration in markets in California and Texas), revenue growth, and overhead and other cost reduction strategies; consumer traffic to our new home communities and consumer interest in our product designs, including The Open Series™; the impact of our former unconsolidated mortgage banking joint venture ceasing to offer mortgage banking services after June 30, 2011; the manner in which our homebuyers are offered and obtain residential consumer mortgage loans and mortgage banking services; information technology failures and data security breaches; the possibility that the proposed offer and sale of unsecured senior debt securities to fund the purchase of the 2014 Notes and the 2015 Notes in the applicable tender offers will not close timely or at all; the possibility that any or all of the tender offers will be undersubscribed; and other events outside of our control. Please see our periodic reports and other filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended November 30, 2011, for a further discussion of these and other risks and uncertainties applicable to our business.