Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in
Fiscal Year

On November 20, 2008, the Board of Directors of The Home Depot, Inc. approved amendments to the Company's By-Laws. The amendments revise Article I (Section 1) and Article II (Section 3) and are effective as of November 20, 2008.

Article I (Section 1), which outlines the advance notice procedure for shareholders to bring items of business before an annual meeting, was amended to, among other things, enhance the required notice disclosures to include hedges, derivatives and other similar ownership arrangements.

Article II (Section 3) previously authorized the Chairman of the Board, the President or a majority of directors to call special meetings of the Board. This section was amended to authorize the Chairman, the President or one-third of the directors to call special meetings and to authorize the Lead Director to call special meetings of non-employee directors.

Item 9.01. Financial Statements and Exhibits

Exhibit Description 3.1 By-Laws of The Home Depot, Inc. (As Amended and Restated Effective November 20, 2008)

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