EXHIBIT 4.5



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                D.R. HORTON, INC. AND THE GUARANTORS PARTY HERETO

                                       AND

                    AMERICAN STOCK TRANSFER & TRUST COMPANY,
                                       as
                                     Trustee



                               ------------------


                          NINTH SUPPLEMENTAL INDENTURE

                           Dated as of March 31, 2000

                               ------------------





                              10 1/2 % SENIOR NOTES
                                    DUE 2005














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<PAGE>



         NINTH SUPPLEMENTAL INDENTURE, dated and effective as of March 31, 2000,
to the Indenture, dated as of June 9, 1997 (as amended, modified or supplemented
from time to time in accordance therewith,  the "Indenture"),  by and among D.R.
HORTON, INC., a Delaware corporation (the "Company"),  the ADDITIONAL GUARANTORS
(as defined  herein),  the EXISTING  GUARANTORS (as defined herein) and AMERICAN
STOCK TRANSFER & TRUST COMPANY, as trustee (the "Trustee").

                                    RECITALS

         WHEREAS,  the Company and the Trustee  entered  into the  Indenture  to
provide  for the  issuance  from time to time of  senior  debt  securities  (the
"Securities") to be issued in one or more series as the Indenture provides;

         WHEREAS,  pursuant  to the Eighth  Supplemental  Indenture  dated as of
March 21, 2000 (the "Eighth  Supplemental  Indenture"),  among the Company,  the
guarantors  party  thereto ( the  "Existing  Guarantors")  and the Trustee,  the
Company  issued a series of  Securities  designated as its 10 1/2 % Senior Notes
due 2005 in the aggregate  principal amount of up to $150,000,000 (the "10 1/2 %
Notes");

         WHEREAS,  pursuant  to Section  4.05 of the  Indenture,  if the Company
organizes,  acquires or otherwise invests in another  Subsidiary which becomes a
Restricted  Subsidiary,  then  such  Subsidiary  shall  execute  and  deliver  a
supplemental  indenture  pursuant  to which  such  Restricted  Subsidiary  shall
unconditionally  guarantee all of the Company's obligations under the Securities
on the terms set forth in the Indenture;

         WHEREAS,  the execution of this Ninth  Supplemental  Indenture has been
duly  authorized  by the Boards of Directors  of the Company and the  Additional
Guarantors and all things necessary to make this Ninth Supplemental  Indenture a
valid,  binding and legal  instrument  according to its terms have been done and
performed;

         NOW THEREFORE,  for and in consideration of the premises,  the Company,
the Additional  Guarantors and the Existing  Guarantors  covenant and agree with
the Trustee for the equal and ratable  benefit of the respective  holders of the
Securities as follows:

                                   ARTICLE I.

                              ADDITIONAL GUARANTORS

         1.1.     As of March 31, 2000, and  in accordance  with Section 4.05 of
the  Indenture,   the  following   Restricted   Subsidiaries  (the   "Additional
Guarantors") hereby unconditionally guarantee


NINTH SUPPLEMENTAL INDENTURE                                    Page  1

<PAGE>



all of the Company's obligations under the 10 1/2 % Notes on the terms set forth
in the Indenture, including without limitation Article Nine thereof, Article One
of the Eighth Supplemental Indenture thereto and the Guarantees affixed thereto:


                                                              Jurisdiction of
Name                                                           Organization
----                                                           ------------
Astante Luxury Communities, Inc.                                 Delaware
DRH Cambridge Homes, LLC                                         Delaware
DRH Southwest Construction, Inc.                                California
DRH Title Company of Colorado, Inc.                              Colorado
Meadows VIII, Ltd.                                               Delaware

         1.2 The Trustee is hereby authorized to add the above-named  Additional
Guarantors to the list of Guarantors on the  Guarantees  affixed to the 10 1/2 %
Notes.

                                   ARTICLE II.
                            MISCELLANEOUS PROVISIONS

         2.1 This Ninth Supplemental  Indenture  constitutes a supplement to the
Indenture.  The Indenture,  and all Supplemental  Indentures thereto,  including
without limitation this Ninth Supplemental  Indenture, by and among the Company,
the  guarantors  thereto and the Trustee,  shall be read together and shall have
the effect so far as  practicable  as though all of the  provisions  thereof and
hereof are contained in one instrument.

         2.2  The   parties  may  sign  any  number  of  copies  of  this  Ninth
Supplemental  Indenture.  Each signed copy shall be an original, but all of them
together represent the same agreement.

         2.3 In case any one or more of the  provisions  contained in this Ninth
Supplemental  Indenture or the Securities,  including without  limitation the 10
1/2  %  Notes,  shall  for  any  reason  be  held  to  be  invalid,  illegal  or
unenforceable in any respect,  such invalidity,  illegality or  unenforceability
shall not affect any other  provisions of this Ninth  Supplemental  Indenture or
the Securities, including without limitation the 10 1/2 % Notes.

         2.4      The  article  and section headings  herein are for convenience
only and shall not affect the construction hereof.

         2.5 Any capitalized term used in this Ninth Supplemental Indenture that
is  defined in the  Indenture  and not  defined  herein  shall have the  meaning
specified in the Indenture, unless the context shall otherwise require.


NINTH SUPPLEMENTAL INDENTURE                                    Page  2

<PAGE>



         2.6 All covenants and agreements in this Ninth  Supplemental  Indenture
by the Company, the Existing Guarantors and the Additional Guarantors shall bind
each of  their  successors  and  assigns,  whether  so  expressed  or  not.  All
agreements of the Trustee in this Ninth  Supplemental  Indenture  shall bind its
successors and assigns.

         2.7  The  laws  of the  State  of New  York  shall  govern  this  Ninth
Supplemental Indenture, the Securities of each Series and the Guarantees.

         2.8 Except as amended by this Ninth Supplemental  Indenture,  the terms
and provisions of the Indenture shall remain in full force and effect.

         2.9 This  Ninth  Supplemental  Indenture  may not be used to  interpret
another  indenture,  loan or debt agreement of the Company or a Subsidiary.  Any
such  indenture,  loan or debt agreement may not be used to interpret this Ninth
Supplemental Indenture.

         2.10 All liability  described in paragraph 12 of the 10 1/2 % Notes, of
any  director,  officer,  employee or  stockholder,  as such,  of the Company is
waived and released.

         2.11 The Trustee  accepts the  modifications  of the trust  effected by
this Ninth  Supplemental  Indenture,  but only upon the terms and conditions set
forth in the Indenture.  Without  limiting the generality of the foregoing,  the
Trustee  assumes no  responsibility  for the  correctness of the recitals herein
contained  which  shall  be  taken  as the  statements  of the  Company  and the
Additional  Guarantors,  and the Trustee shall not be responsible or accountable
in any way  whatsoever  for or with  respect to the  validity  or  execution  or
sufficiency  of this Ninth  Supplemental  Indenture,  and the  Trustee  makes no
representation with respect thereto.

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

                                             D.R. HORTON, INC.



                                          By:  /s/ Samuel R. Fuller
                                             --------------------------
                                             Samuel R. Fuller
                                             Executive Vice President, Treasurer
                                             and Chief Financial Officer




NINTH SUPPLEMENTAL INDENTURE                                    Page  3

<PAGE>



                                        ADDITIONAL GUARANTORS:
                                        ---------------------
                                        Astante Luxury Communities, Inc.
                                        DRH Southwest Construction, Inc.
                                        DRH Title Company of Colorado, Inc.
                                        Meadows VIII, Ltd.



                                     By:  /s/ Samuel R. Fuller
                                        ---------------------------
                                        Samuel R. Fuller, Treasurer


                                     DRH Cambridge Homes, LLC

                                        By D.R. Horton, Inc. - Chicago, a member



                                     By:  /s/ Samuel R. Fuller
                                        ----------------------------
                                        Samuel R. Fuller, Treasurer


EXISTING GUARANTORS
-------------------
C. Richard Dobson Builders, Inc.
CHI Construction Company
CHTEX of Texas, Inc.
Continental Homes, Inc.
Continental Homes of Florida, Inc.
Continental Residential, Inc. (formerly L&W
Investments, Inc.)
D.R. Horton, Inc. - Birmingham
D.R. Horton, Inc. - Chicago
D.R. Horton, Inc. - Denver
D.R. Horton, Inc. - Greensboro
D.R. Horton, Inc. - Louisville
D.R. Horton, Inc. - Minnesota
D.R. Horton, Inc. - New Jersey
D.R. Horton, Inc. - Portland
D.R. Horton, Inc. - Sacramento
D.R. Horton, Inc. - San Diego
D.R. Horton, Inc. - Torrey
D.R. Horton Los Angeles Holding Company, Inc.
D.R. Horton San Diego Holding Company, Inc.



NINTH SUPPLEMENTAL INDENTURE                                    Page  4

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DRH Cambridge Homes, Inc.
DRH Construction, Inc.
DRH Tucson Construction, Inc.
DRHI, Inc.
KDB Homes, Inc.
Meadows I, Ltd.
Meadows IX, Inc.
Meadows X, Inc.



                                     By:  /s/ Samuel R. Fuller
                                        -------------------------
                                        Samuel R. Fuller, Treasurer

                                        CH Investments of Texas, Inc.
                                        Meadows II, Ltd.



                                     By:  /s/ William K. Peck
                                        --------------------------
                                        William K. Peck, President


                                        Continental Homes of Texas, L.P.

                                        By  CHTEX  of  Texas, Inc.,  its general
                                        partner



                                     By:  /s/ Samuel R. Fuller
                                        --------------------------
                                        Samuel R. Fuller, Treasurer


                                        D.R. Horton Management Company, Ltd.
                                        D.R. Horton - Texas, Ltd.

                                        By Meadows I, Ltd., its general partner



                                     By: /s/ Samuel R. Fuller
                                        ---------------------------
                                        Samuel R. Fuller, Treasurer


NINTH SUPPLEMENTAL INDENTURE                                    Page  5

<PAGE>



                                        SGS Communities at Grande Quay, LLC

                                        By Meadows IX, Inc., a member



                                     By:  /s/ Samuel R. Fuller
                                        -----------------------------
                                        Samuel R. Fuller, Treasurer

                                        and

                                        By Meadows X, Inc., a member



                                     By:  /s/ Samuel R. Fuller
                                        -----------------------------
                                        Samuel R. Fuller, Treasurer


NINTH SUPPLEMENTAL INDENTURE                                    Page  6

<PAGE>


                                 AMERICAN STOCK TRANSFER & TRUST
                                       COMPANY, as Trustee



                                     By:  /s/ Herbert J. Lemmer
                                        ------------------------------
                                        Name:  Herbert J. Lemmer
                                        ------------------------------
                                        Title:    Vice President
                                        ------------------------------



NINTH SUPPLEMENTAL INDENTURE                                    Page 7