Supplemental Guarantor information

All of our senior notes are guaranteed jointly and severally on a senior basis by each of the Company's wholly-owned Homebuilding subsidiaries and certain other wholly-owned subsidiaries (collectively, the “Guarantors”). Such guaranties are full and unconditional. Supplemental consolidating financial information of the Company, including such information for the Guarantors, is presented below. Investments in subsidiaries are presented using the equity method of accounting. Separate financial statements of the Guarantors are not provided as the consolidating financial information contained herein provides a more meaningful disclosure to allow investors to determine the nature of the assets held by, and the operations of, the combined groups.

CONDENSED CONSOLIDATING BALANCE SHEET

JUNE 30, 2012

($000’s omitted)



	Unconsolidated								Eliminating Entries			Consolidated PulteGroup, Inc.
	PulteGroup, Inc.			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminating Entries			Consolidated PulteGroup, Inc.
ASSETS
Cash and equivalents	$	133,691		$	1,097,006	$	79,781		$	—		$	1,310,478
Restricted cash	66,920			4,601		15,274			—			86,795
House and land inventory	—			4,547,762		4,131			—			4,551,893
Land held for sale	—			139,346		—			—			139,346
Land, not owned, under option agreements	—			10,482		—			—			10,482
Residential mortgage loans available- for-sale	—			—		234,334			—			234,334
Securities purchased under agreements to resell	88,145			—		(88,145		)	—			—
Investments in unconsolidated entities	1,529			27,034		3,013			—			31,576
Income taxes receivable	28,897			—		—			—			28,897
Other assets	18,549			349,015		35,662			—			403,226
Intangible assets	—			155,798		—			—			155,798
Deferred income tax assets	(17,133		)	23		17,110			—			—
Investments in subsidiaries and intercompany accounts, net	5,026,364			6,252,083		5,933,545			(17,211,992		)	—
	$	5,346,962		$	12,583,150	$	6,234,705		$	(17,211,992	)	$	6,952,825
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Accounts payable, customer deposits, accrued and other liabilities	$	65,889		$	1,342,219	$	263,645		$	—		$	1,671,753
Income tax liabilities	212,477			—		—			—			212,477
Senior notes	3,093,548			—		—			—			3,093,548
Total liabilities	3,371,914			1,342,219		263,645			—			4,977,778
Total shareholders’ equity	1,975,048			11,240,931		5,971,060			(17,211,992		)	1,975,047
	$	5,346,962		$	12,583,150	$	6,234,705		$	(17,211,992	)	$	6,952,825

CONDENSED CONSOLIDATING BALANCE SHEET

DECEMBER 31, 2011

($000’s omitted)



	Unconsolidated								Eliminating Entries			Consolidated PulteGroup, Inc.
	PulteGroup, Inc.			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminating Entries			Consolidated PulteGroup, Inc.
ASSETS
Cash and equivalents	$	119,287		$	875,561	$	88,223		$	—		$	1,083,071
Restricted cash	83,199			3,255		15,406			—			101,860
House and land inventory	—			4,632,337		4,131			—			4,636,468
Land held for sale	—			135,307		—			—			135,307
Land, not owned, under option agreements	—			24,905		—			—			24,905
Residential mortgage loans available- for-sale	—			—		258,075			—			258,075
Securities purchased under agreements to resell	127,327			—		(127,327		)	—			—
Investments in unconsolidated entities	1,527			31,836		2,625			—			35,988
Income taxes receivable	27,154			—		—			—			27,154
Other assets	20,983			364,747		34,714			—			420,444
Intangible assets	—			162,348		—			—			162,348
Deferred income tax assets	(15,517		)	23		15,494			—			—
Investments in subsidiaries and intercompany accounts, net	4,937,002			6,533,838		6,366,758			(17,837,598		)	—
	$	5,300,962		$	12,764,157	$	6,658,099		$	(17,837,598	)	$	6,885,620
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Accounts payable, customer deposits, accrued and other liabilities	$	70,690		$	1,310,972	$	273,686		$	—		$	1,655,348
Income tax liabilities	203,313			—		—			—			203,313
Senior notes	3,088,344			—		—			—			3,088,344
Total liabilities	3,362,347			1,310,972		273,686			—			4,947,005
Total shareholders’ equity	1,938,615			11,453,185		6,384,413			(17,837,598		)	1,938,615
	$	5,300,962		$	12,764,157	$	6,658,099		$	(17,837,598	)	$	6,885,620

CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

For the three months ended June 30, 2012

($000’s omitted)



	Unconsolidated												Consolidated PulteGroup, Inc.
	PulteGroup, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminating Entries
Revenues:
Homebuilding
Home sale revenues	$	—		$	1,024,405		$	—		$	—		$	1,024,405
Land sale revenues	—			8,749			—			—			8,749
	—			1,033,154			—			—			1,033,154
Financial Services	—			457			35,794			—			36,251
	—			1,033,611			35,794			—			1,069,405
Homebuilding Cost of Revenues:
Home sale cost of revenues	—			869,379			—			—			869,379
Land sale cost of revenues	—			7,611			—			—			7,611
	—			876,990			—			—			876,990
Financial Services expenses	104			160			20,063			—			20,327
Selling, general and administrative expenses	—			123,259			927			—			124,186
Other expense (income), net	—			8,167			2,331			—			10,498
Interest income	(61		)	(1,081		)	(22		)	—			(1,164		)
Interest expense	198			—			—			—			198
Intercompany interest	153,332			(149,938		)	(3,394		)	—			—
Equity in (earnings) loss of unconsolidated entities	—			(1,246		)	(310		)	—			(1,556		)
Income (loss) before income taxes and equity in income (loss) of subsidiaries	(153,573		)	177,300			16,199			—			39,926
Income tax expense (benefit)	(9,935		)	1,550			5,875			—			(2,510		)
Income (loss) before equity in income (loss) of subsidiaries	(143,638		)	175,750			10,324			—			42,436
Equity in income (loss) of subsidiaries	186,074			10,254			95,463			(291,791		)	—
Net income (loss)	42,436			186,004			105,787			(291,791		)	42,436
Other comprehensive income (loss)	58			—			—			—			58
Comprehensive income (loss)	$	42,494		$	186,004		$	105,787		$	(291,791	)	$	42,494

CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

For the three months ended June 30, 2011

($000’s omitted)



	Unconsolidated											Consolidated PulteGroup, Inc.
	PulteGroup, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminating Entries
Revenues:
Homebuilding
Home sale revenues	$	—		$	899,763		$	—		$	—	$	899,763
Land sale revenues	—			5,068			—			—		5,068
	—			904,831			—			—		904,831
Financial Services	—			286			22,095			—		22,381
	—			905,117			22,095			—		927,212
Homebuilding Cost of Revenues:
Home sale cost of revenues	—			789,678			—			—		789,678
Land sale cost of revenues	—			3,787			—			—		3,787
	—			793,465			—			—		793,465
Financial Services expenses	183			55			38,815			—		39,053
Selling, general and administrative expenses	9,823			126,996			1,561			—		138,380
Other expense (income), net	3,496			8,749			(577		)	—		11,668
Interest income	(88		)	(976		)	(81		)	—		(1,145		)
Interest expense	317			—			—			—		317
Intercompany interest	10,691			(8,088		)	(2,603		)	—		—
Equity in (earnings) loss of unconsolidated entities	(1		)	(1,174		)	(18		)	—		(1,193		)
Income (loss) before income taxes and equity in income (loss) of subsidiaries	(24,421		)	(13,910		)	(15,002		)	—		(53,333		)
Income tax expense (benefit)	1,065			2,118			(1,131		)	—		2,052
Income (loss) before equity in income (loss) of subsidiaries	(25,486		)	(16,028		)	(13,871		)	—		(55,385		)
Equity in income (loss) of subsidiaries	(29,899		)	(13,004		)	(53,921		)	96,824		—
Net income (loss)	(55,385		)	(29,032		)	(67,792		)	96,824		(55,385		)
Other comprehensive income (loss)	64			—			—			—		64
Comprehensive income (loss)	$	(55,321	)	$	(29,032	)	$	(67,792	)	$	96,824	$	(55,321	)

CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

For the six months ended June 30, 2012

($000’s omitted)



	Unconsolidated												Consolidated PulteGroup, Inc.
	PulteGroup, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminating Entries
Revenues:
Homebuilding
Home sale revenues	$	—		$	1,838,191		$	—		$	—		$	1,838,191
Land sale revenues	—			47,147			—			—			47,147
	—			1,885,338			—			—			1,885,338
Financial Services	—			830			64,273			—			65,103
	—			1,886,168			64,273			—			1,950,441
Homebuilding Cost of Revenues:
Home sale cost of revenues	—			1,581,545			—			—			1,581,545
Land sale cost of revenues	—			41,008			—			—			41,008
	—			1,622,553			—			—			1,622,553
Financial Services expenses	170			273			41,893			—			42,336
Selling, general and administrative expenses	—			245,666			1,834			—			247,500
Other expense (income), net	(20		)	14,459			2,678			—			17,117
Interest income	(123		)	(2,194		)	(46		)	—			(2,363		)
Interest expense	415			—			—			—			415
Intercompany interest	262,466			(255,830		)	(6,636		)	—			—
Equity in (earnings) loss of unconsolidated entities	(2		)	(3,162		)	(388		)	—			(3,552		)
Income (loss) before income taxes and equity in income (loss) of subsidiaries	(262,906		)	264,403			24,938			—			26,435
Income tax expense (benefit)	19,256			(4,194		)	(19,397		)	—			(4,335		)
Income (loss) before equity in income (loss) of subsidiaries	(282,162		)	268,597			44,335			—			30,770
Equity in income (loss) of subsidiaries	312,932			44,736			145,594			(503,262		)	—
Net income (loss)	30,770			313,333			189,929			(503,262		)	30,770
Other comprehensive income (loss)	115			—			—			—			115
Comprehensive income (loss)	$	30,885		$	313,333		$	189,929		$	(503,262	)	$	30,885

CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

For the six months ended June 30, 2011

($000’s omitted)



	Unconsolidated											Consolidated PulteGroup, Inc.
	PulteGroup, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminating Entries
Revenues:
Homebuilding
Home sale revenues	$	—		$	1,682,234		$	—		$	—	$	1,682,234
Land sale revenues	—			6,364			—			—		6,364
	—			1,688,598			—			—		1,688,598
Financial Services	—			569			43,247			—		43,816
	—			1,689,167			43,247			—		1,732,414
Homebuilding Cost of Revenues:
Home sale cost of revenues	—			1,474,708			—			—		1,474,708
Land sale cost of revenues	—			4,717			—			—		4,717
	—			1,479,425			—			—		1,479,425
Financial Services expenses	328			201			58,997			—		59,526
Selling, general and administrative expenses	20,816			256,289			3,721			—		280,826
Other expense (income), net	3,537			13,492			(1,451		)	—		15,578
Interest income	(88		)	(2,303		)	(191		)	—		(2,582		)
Interest expense	668			—			—			—		668
Intercompany interest	21,403			(16,732		)	(4,671		)	—		—
Equity in (earnings) loss of unconsolidated entities	(1		)	(2,223		)	(78		)	—		(2,302		)
Income (loss) before income taxes and equity in income (loss) of subsidiaries	(46,663		)	(38,982		)	(13,080		)	—		(98,725		)
Income tax expense (benefit)	358			(3,683		)	(489		)	—		(3,814		)
Income (loss) before equity in income (loss) of subsidiaries	(47,021		)	(35,299		)	(12,591		)	—		(94,911		)
Equity in income (loss) of subsidiaries	(47,890		)	(11,444		)	(121,232		)	180,566		—
Net income (loss)	(94,911		)	(46,743		)	(133,823		)	180,566		(94,911		)
Other comprehensive income (loss)	22			—			—			—		22
Comprehensive income (loss)	$	(94,889	)	$	(46,743	)	$	(133,823	)	$	180,566	$	(94,889	)

CONSOLIDATING STATEMENT OF CASH FLOWS

For the six months ended June 30, 2012

($000’s omitted)



	Unconsolidated											Consolidated PulteGroup, Inc.
	PulteGroup, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminating Entries		Consolidated PulteGroup, Inc.
Net cash provided by (used in) operating activities	$	(272,489	)	$	420,574		$	63,455		$	—	$	211,540
Cash flows from investing activities:
Distributions from unconsolidated entities	—			2,696			—			—		2,696
Investments in unconsolidated entities	—			(858		)	—			—		(858		)
Net change in loans held for investment	—			—			627			—		627
Change in restricted cash related to letters of credit	16,280			—			—			—		16,280
Proceeds from the sale of fixed assets	—			4,627			—			—		4,627
Capital expenditures	—			(5,451		)	(1,546		)	—		(6,997		)
Net cash provided by (used in) investing activities	16,280			1,014			(919		)	—		16,375
Cash flows from financing activities:
Borrowings (repayments) under credit arrangements	—			400			—			—		400
Intercompany activities, net	271,521			(200,543		)	(70,978		)	—		—
Stock repurchases	(908		)	—			—			—		(908		)
Net cash provided by (used in) financing activities	270,613			(200,143		)	(70,978		)	—		(508		)
Net increase (decrease) in cash and equivalents	14,404			221,445			(8,442		)	—		227,407
Cash and equivalents at beginning of period	119,287			875,561			88,223			—		1,083,071
Cash and equivalents at end of period	$	133,691		$	1,097,006		$	79,781		$	—	$	1,310,478

CONSOLIDATING STATEMENT OF CASH FLOWS

For the six months ended June 30, 2011

($000’s omitted)



	Unconsolidated											Consolidated PulteGroup, Inc.
	PulteGroup, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminating Entries		Consolidated PulteGroup, Inc.
Net cash provided by (used in) operating activities	$	(31,096	)	$	(192,930	)	$	4,699		$	—	$	(219,327	)
Cash flows from investing activities:
Distributions from unconsolidated entities	—			3,856			—			—		3,856
Investments in unconsolidated entities	—			(3,184		)	—			—		(3,184		)
Net change in loans held for investment	—			—			519			—		519
Change in restricted cash related to letters of credit	(103,940		)	—			—			—		(103,940		)
Proceeds from the sale of fixed assets	—			9,178			—			—		9,178
Capital expenditures	—			(9,249		)	(1,599		)	—		(10,848		)
Net cash provided by (used in) investing activities	(103,940		)	601			(1,080		)	—		(104,419		)
Cash flows from financing activities:
Borrowings (repayments) under credit arrangements	(69,311		)	480			—			—		(68,831		)
Intercompany activities, net	294,696			(249,760		)	(44,936		)	—		—
Stock repurchases	(1,956		)	—			—			—		(1,956		)
Net cash provided by (used in) financing activities	223,429			(249,280		)	(44,936		)	—		(70,787		)
Net increase (decrease) in cash and equivalents	88,393			(441,609		)	(41,317		)	—		(394,533		)
Cash and equivalents at beginning of period	10,000			1,106,623			366,767			—		1,483,390
Cash and equivalents at end of period	$	98,393		$	665,014		$	325,450		$	—	$	1,088,857