SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934

                               (Amendment No. 13)*


                       Name of Issuer: Toll Brothers, Inc.

                   Title of Class of Securities: Common Stock

                             CUSIP Number: 889478103

                                December 31, 2004
             (Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:

[ ]   Rule 13d-1 (b)
[ ]   Rule 13d-1 (c)
[X]   Rule 13d-1 (d)


*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).





CUSIP No. 889478 103


1.  NAME OF REPORTING PERSON
    S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

                         Bruce E. Toll

2.  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

                         (a) [ ]

                         (b) [ ]

3. SEC USE ONLY


4. CITIZENSHIP OR PLACE OF ORGANIZATION

                         United States

NUMBER OF       5.  SOLE VOTING POWER                1,399,851
SHARES
BENEFICIALLY    6.  SHARED VOTING POWER              5,965,552
OWNED BY
EACH            7.  SOLE DISPOSITIVE POWER           1,399,851
REPORTING
PERSON WITH     8.  SHARED DISPOSITIVE POWER         5,965,552


9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.

                         7,365,403

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

                         [ ]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9.

                         9.60%

12. TYPE OF REPORTING PERSON*

                         IN



Item 1 (a).  Name of Issuer:

                                                     Toll Brothers, Inc.

Item 1 (b).  Address of Issuer's Principal Executive Offices:

                                                     250 Gibraltar Road
                                                     Horsham, PA  19044

Item 2 (a).  Name of Person Filing:

                                                     Bruce E. Toll

Item 2 (b).  Address of Principal Business Office or, if none,
             Residence:

                                                     Toll Brothers, Inc.
                                                     250 Gibraltar Road
                                                     Horsham, PA  19044

Item 2 (c).  Citizenship:                            United States

Item 2 (d).  Title of Class of Securities:           Common Stock

Item 2 (e).  CUSIP Number:                           889478103




Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
        check whether the person filing is a:

                                                     Not Applicable

(a)  [ ] Broker or Dealer registered under section 15 of the Act


(b)  [ ] Bank as defined in section 3 (a) (6) of the Act


(c)  [ ] Insurance Company as defined in section 3 (a) (19) of the Act


(d)  [ ] Investment Company registered under section 8 of the Investment
         Company Act

(e)  [ ] Investment Adviser registered under section 203 of the Investment
         Advisers Act of 1940


(f)  [ ] Employee Benefit Plan, Pension Fund which is subject to the
         provisions of the Employee Retirement Income of 1974 or
         Endowment Fund; see 240.13d-1 (b) (1) (ii) (F)


(g)  [ ] Parent Holding Company, in accordance with 240.13d-1 (b) (ii) (G)
         (Note: See Item 7)


(h)  [ ] Group in accordance with 240.13d-1(b) (1) (ii) (H)


Item 4. Ownership:

(a) Amount Beneficially Owned as of December 31, 2004:

                                                     7,365,403*

(b) Percent of Class:
                                                     9.60%

(c) Number of Shares as to which such person has:

(i) sole power to vote or to direct the vote:

                                                     1,399,851*

(ii) shared power to vote or to direct to the vote:

                                                     5,965,552

(iii) sole power to dispose or to direct the disposition of:

                                                     1,399,851*

(iv) shared power to dispose or to direct the disposition of:

                                                     5,965,552

* Includes 1,397,500 shares issuable pursuant to outstanding options granted,
  which are currently exercisable or which first become exercisable within 60
  days.





Item 5. Ownership of Five Percent or Less of a Class.

                                                     Not Applicable

If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following [ ].

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

                                                     Not Applicable

Item 7. Identification and Classification of the Subsidiary Which Acquired
        the Security Being Reported on By the Parent Holding Company.

                                                     Not Applicable

Item 8. Identification and Classification of Members of the Group.

                                                     Not Applicable

Item 9. Notice of Dissolution of Group.

                                                     Not Applicable

Item 10. Certification.

                                                     Not Applicable

After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.


                                                           February 11, 2005
                                                           --------------------
                                                           Date



                                                           Bruce E. Toll
                                                           --------------------
                                                           Signature


                                                           Bruce E. Toll
                                                           --------------------
                                                           Name