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                                                                    Exhibit 10.3


                       SECOND AMENDMENT TO PROMISSORY NOTE
                                (Extending Term)

                  This Second Amendment to Promissory Note is executed as of
this 30th day of April, 2002, by ROBERTS PROPERTIES RESIDENTIAL, L.P., a Georgia
limited partnership (the "Borrower"), and AMSOUTH BANK, an Alabama banking
corporation (the "Bank").

                                    Recitals

         A.       The Borrower executed to the order of the Bank that certain
Promissory Note dated August 31, 2001, in the principal amount of $2,700,000, as
amended by that certain increased, amended and restated promissory note, dated
December 21, 2001, in the principal amount of $3,700,000 (the "Note").

         B.       The Note matures on April 30, 2002, and the Borrower has
requested that the Bank renew the debt evidenced by the Note and extend the
maturity date of the Note.

         C.       The Bank has agreed to such renewal and extension on certain
conditions, one of which is the execution of this Second Amendment by the
Borrower.

                                    Agreement

         NOW, THEREFORE, in consideration of the above Recitals, the Borrower
and the Bank hereby amend the Note as follows:

         1.       The Borrower acknowledges that the outstanding principal
balance under the Note is $3,700,000 on the date hereof.

         2.       The maturity date is hereby extended from April 30, 2002,
until August 30, 2002.

         Notwithstanding the execution of this Second Amendment, the
indebtedness evidenced by the Note shall remain in full force and effect, and
nothing contained herein shall be interpreted or construed as resulting in a
novation of such indebtedness. The Borrower acknowledges and agrees that there
are no offsets or defenses to payment of the obligations evidenced by the Note,
as hereby amended, and hereby waives any defense, claim or counterclaim of the
Borrower regarding the obligations of the Borrower under the Note, as hereby
amended. The Borrower represents that there are no conditions of default or
facts or consequences which will or could lead to a default under the
obligations due from the Borrower under the Note, as amended herein.

         Except as expressly amended hereby, the Note shall remain in full force
and effect in accordance with its terms, including, without limitation, the
security and the guaranties for the Note.

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         IN WITNESS WHEREOF, the Bank and the Borrower have caused this Second
Amendment to be executed by their respective duly authorized representatives,
all as of the date first set forth above.

                             ROBERTS PROPERTIES RESIDENTIAL, L.P., a
                             Georgia limited partnership

                               By:  RobertsRealty Investors, Inc., a
                               Georgia corporation, sole general partner

                               By /s/ Charles R. Elliott
                                  --------------------------------------
                                  Charles R. Elliot, Secretary and Treasurer



                               AMSOUTH BANK

                               By  /s/ Lawrence Clark
                                 --------------------------------------
                                 Its Vice President


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