<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC  20549

                                   FORM 10-K

                       FOR ANNUAL AND TRANSITION REPORTS
                    PURSUANT TO SECTIONS 13 OR 15(D) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

            [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                  For the fiscal year ended December 31, 1997

                                       OR
         [   ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                For the transition period from ______ to ______

                        Commission file number 001-13254
                                               ---------

                               WEEKS CORPORATION
             (Exact name of registrant as specified in its charter)

         Georgia                                      58-1525322
--------------------------                            ----------
(State of Incorporation)                (I.R.S. Employer Identification No.)

                   4497 Park Drive, Norcross, Georgia  30093
                   -----------------------------------------
          (Address of principal executive offices, including zip code)

                                 (770) 923-4076
                                 --------------
              (Registrant's telephone number, including area code)

          Securities registered pursuant to Section 12(b) of the Act:


                                       Name of each exchange on
         Title of each class               which registered
-------------------------------------  ------------------------
    Common Stock, $.01 par value;      New York Stock Exchange
 8.0% Series A Cumulative Redeemable   New York Stock Exchange
 Preferred Stock, $.01 par value

       Securities registered pursuant to Section 12(g) of the Act:   None

     Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES X      NO___
                                             ----

     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. ___

     The aggregate market value of the shares of common stock held by non-
affiliates (based upon the closing sale price on the New York Stock Exchange on
March 20, 1998) was approximately $577,604,000.  As of March 20, 1998, there
were 18,992,768 shares of common stock, $.01 par value, outstanding.

                      DOCUMENTS INCORPORATED BY REFERENCE

     Portions of the Registrant's Proxy Statement in connection with its Annual
Meeting of Shareholders to be held May 20, 1998 are incorporated by reference in
Part III, Items 10, 11, and 13.
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                               TABLE OF CONTENTS


ITEM NO.       FINANCIAL INFORMATION                          PAGE NO.
--------       ----------------------------------  ---------------------------



               PART I

  1.           Business..............................             3
  2.           Properties............................            14
  3.           Legal Proceedings.....................            26
  4.           Submission of Matters to a Vote of
               Security Holders......................            26
  X.           Executive Officers of the Registrant..            27

               PART II

  5.           Market for Registrant's Common Equity
               and Related Shareholder Matters.......            30
  6.           Selected Financial Data...............            32
  7.           Management's Discussion and Analysis
               Condition and Results of Operations...            33
  8.           Financial Statements and
               Supplementary Data....................            46
  9.           Changes in and Disagreements with
               Accounting and Financial Disclosure...            46

               PART III

  10.          Directors and Executive Officers of
               the Registrant........................            46
  11.          Executive Compensation................            46
  12.          Security Ownership of Certain
               Beneficial Owners and Management......            47
  13.          Certain Relationships and Related
               Transactions..........................            50

               PART IV

  14.          Exhibits, Financial Statement Schedule
               and Reports on Form 8-K...............            50

                                       2
<PAGE>

                                     PART I

ITEM 1.  BUSINESS

                                  THE COMPANY

Weeks Corporation (the "Company" or "Registrant") is a self-administered, self-
managed, geographically focused real estate investment trust ("REIT") that was
organized in 1994 to continue and expand the fully integrated real estate
business previously conducted by the Company and its affiliates.  Since 1965,
the Company, together with its affiliates and predecessors, has developed,
owned, managed, constructed and acquired primarily institutional-quality
industrial and suburban office properties in select metropolitan markets in the
Southeast.

As of December 31, 1997, the Company's in-service property portfolio consisted
of 218 industrial properties, 21 suburban office properties and three retail
properties comprising 17,015,000 square feet. In-service properties exclude
properties under development which are not yet stabilized (i.e., substantially
leased) and properties under agreement to acquire.  As of December 31, 1997, the
Company's primary markets and the concentration of the Company's portfolio
(based on square footage of in-service properties) are Atlanta, Georgia (70%),
Nashville, Tennessee (12%), Raleigh-Durham-Chapel Hill (the "Research
Triangle"), North Carolina (12%), Orlando, Florida (4%), and Spartanburg, South
Carolina (2%).  In addition, 55 industrial, suburban office and retail
properties were under development, in lease-up or under agreement to acquire at
December 31, 1997, comprising an additional 6,210,000 square feet (see
"Properties" below).

As used herein, the term "Company" includes Weeks Corporation and its
subsidiaries, including Weeks Realty, L.P. (the "Operating Partnership"), unless
the context indicates otherwise.  The Company, through its wholly owned
subsidiaries, is the general partner of and owns a majority interest in the
Operating Partnership which, including the operations of its subsidiaries,
conducts substantially all of the on-going operations of the Company.  The
Company has elected to qualify and operate as a self-administered and self-
managed REIT under the Internal Revenue Code of 1986, as amended (the "Code").
As a REIT, the Company will not generally be subject to corporate federal income
taxes as long as it satisfies certain technical requirements of the Code
relating to the composition of its income and assets, and the requirement to
distribute 95% of its taxable income to its shareholders.

As of December 31, 1997, the Company had outstanding 17,703,992 shares of common
stock and owned the same number of units of common limited partnership interest
("Common Units") in the Operating Partnership, representing a 75.9% ownership
interest in the Operating Partnership.  Common Units held by persons other than
the Company totaled 5,632,695 as of December 31, 1997, and represented a 24.1%
minority interest in the Operating Partnership. Common Units are convertible by
their holders into shares of the Company's common stock on a one-for-one basis,
or into cash, at the Company's option, subject to certain restrictions discussed
under "Security Ownership of Certain Beneficial Owners and Management" in Item
12.  The Company's weighted average ownership interest in the Operating
Partnership was 76.5% and 80.6% for the years ended December 31, 1997 and 1996,

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respectively.  Of the 75.9% interest in the Operating Partnership held by the
Company as of December 31, 1997, the Company owned the sole 1.0% general
partnership interest in the Operating Partnership through Weeks GP Holdings,
Inc., a wholly owned Georgia corporation ("Weeks GP"), and a 74.9% limited
partnership interest in the Operating Partnership through Weeks LP Holdings,
Inc., a wholly owned Georgia corporation ("Weeks LP").  Both Weeks GP and Weeks
LP are qualified REIT subsidiaries within the meaning of Section 856(i)(2) of
the Code and their existence will be disregarded for federal income tax
purposes.

The Company conducts its third-party service businesses through two companies
(the "Service Companies"):  Weeks Realty Services, Inc. ("Weeks Realty
Services"), conducts third-party landscape, property management and leasing
services, and Weeks Construction Services, Inc. ("Weeks Construction Services),
conducts third-party construction services.  The Company holds 100% of the
nonvoting and 1% of the voting common stock of these Subsidiaries.  The
remaining voting common stock is held by three executive officers of the
Company.  The ownership of the common stock of the Service Companies entitles
the Company, to substantially all (99%) of the economic benefits from the
results of the Service Companies operations (see Notes 2 and 6 to the
consolidated financial statements).

On August 24, 1994, the Company completed a business combination and an initial
public offering of common stock resulting in the organizational and operating
structure discussed above.  The Company and its subsidiaries, including the
Service Companies, succeeded to substantially all of the interests in certain
land and industrial and suburban office buildings under common ownership and to
the development, construction, landscape and management businesses of the
predecessors to the Company referred to herein as the "Weeks Group."

The Operating Partnership owns five of its industrial buildings in Atlanta,
Georgia through its 99% ownership of Weeks Financing Limited Partnership (the
"Financing Partnership").  The Financing Partnership buildings are encumbered by
mortgage indebtedness.  The remaining 1% ownership interest in the Financing
Partnership is held by Weeks Realty Services.

Four buildings located in the Research Triangle are owned by Weeks NC Financing
Limited Partnership (the "NC Financing Partnership"), a subsidiary of the
Operating Partnership.  The Operating Partnership owns a 99% interest in the NC
Financing Partnership.  The remaining 1% interest is owned by a wholly-owned
subsidiary of the Operating Partnership.  The NC Financing Partnership buildings
are encumbered by mortgage indebtedness.

The Operating Partnership will terminate on the earlier of a sale of all or
substantially all of the assets of the Operating Partnership, the election of
the general partner (with the consent of the limited partners) to dissolve the
Operating Partnership, or December 31, 2093.

Based on shares of common stock outstanding on February 28, 1998, executive
officers and directors of the Company own approximately 14% of the common stock
of the Company, assuming an exchange for common stock of all of the Common Units
which are not currently held by the Company.  Such ownership excludes 2,774
shares of common stock and 320,124 Common Units beneficially owned by A. Ray
Weeks, Jr., as trustee of two trusts for the benefit of certain members of the
Weeks family, 31,810 shares of common stock held by a foundation of which A. Ray
Weeks, Jr., is a director, 3,000 shares of common stock held by a family trust
of which A. Ray Weeks, Jr., is a trustee, 1,3070,647 Common Units and 57,278
shares of common stock beneficially owned by John W. Nelley, Jr., and Albert W.
Buckley, Jr., as general partners of NWI Warehouse Group, L.P., and 546,435
shares of common stock issuable upon the exercise of options outstanding on
February 28, 1998, granted to executive officers and directors of the Company.

This Annual Report on Form 10-K, including documents incorporated herein by
reference, contains forward-looking statements within the meaning of Section 27A
of the Securities Act of 1933, as amended (the "Securities Act"), and Section
21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
Forward-looking statements are inherently subject to risks and uncertainties,
many of which cannot be predicted with accuracy and some of which might not even
be anticipated. Future events and actual results, financial and otherwise, may
differ materially from the events and results discussed in the forward-looking
statements. Factors that might cause such a difference include, but are not
limited to, the general economic climate, competition and the supply of and
demand for industrial and suburban office properties in the Company's markets,
interest rate levels, the availability of financing, potential environmental
liability and other risks associated with the ownership, development and
acquisition of properties, including risks that tenants will not take or remain
in occupancy or pay rent, or that construction or operating costs may be greater
than anticipated, and those discussed in "Management's Discussion and Analysis
of Results of Operations and Financial Condition" appearing elsewhere herein.

                                       4
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COMPANY HISTORY

The Company was founded in 1965 by A.R. Weeks, Sr., the father of A. Ray Weeks,
Jr., the Company's Chairman of the Board and Chief Executive Officer.  Under the
leadership of A. Ray Weeks, Jr. and Forrest W. Robinson, the Company's President
and Chief Operating Officer, the Company operated as a private real estate
Company until August 1994, when it completed the IPO and elected to be taxed as
a REIT.  Thomas D. Senkbeil joined the Company as Vice Chairman of the Board and
Chief Investment Officer in October 1992.  Prior to joining the Company, Mr.
Senkbeil had been a principal in another real estate development and management
firm in Atlanta, Georgia.

In November 1996, the Company completed the initial phase of the acquisition of
the properties and related operations of NWI Warehouse Group, L.P. ("NWI"), and
Buckley & Company Real Estate, Inc. ("Buckley"), each of Nashville, Tennessee
(see Note 7 to the consolidated financial statements).  Through that
transaction, the Company established a presence in Nashville, Tennessee, and
both of the principals of NWI and Buckley, John W. Nelley, Jr., and Albert W.
Buckley, Jr., joined the Company as Managing Directors with responsibility for
the Company's activities in Nashville, Tennessee.  In December 1996, the Company
completed the initial phase of its acquisition of the properties and related
operations of Lichtin Properties, Inc. ("Lichtin"), of the Research Triangle
area of North Carolina (see Note 7 to the consolidated financial statements).
Through that transaction, the Company established a presence in the Research
Triangle, and Harold S. Lichtin, the President of Lichtin, joined the Company's
Board of Directors.  John W. Nelley, Jr., and Harold S. Lichtin currently serve
on the Company's Board of Directors.

In January 1998, the Company acquired a 2,477,000 square foot, 24-building
property portfolio in Miami, Florida (see Note 7 to the consolidated financial
statements) and in February 1998, one of the Service Companies acquired a one-
third interest in Codina Group, Inc., a South Florida commercial and industrial
real estate services company that developed the portfolio (see Note 6 to the
consolidated financial statements).  St. Joe Corporation, a publicly traded
company which, through its subsidiaries, is the largest single private landowner
in the State of Florida, also purchased a one-third interest in Codina Group,
Inc.  Through these combined transactions, the Company established a presence in
South Florida with the intention of pursuing development and acquisition
activity in the area.

The Company was incorporated in Georgia as A. R. Weeks & Associates Inc. in
1983.  The Company changed its name to Weeks Corporation in June 1994.  The
Company's executive offices are located at 4497 Park Drive, Norcross, Georgia,
30093 and its telephone number is (770)923-4076.  The Company, the Operating
Partnership and the Service Companies currently employ approximately 408 full-
time employees.

COMPETITION

Numerous properties compete with the Company's properties in attracting tenants
and corporate users.  Some of these competing properties may be newer or better
located than the Company's properties.  The number of competitive industrial or
suburban office properties and the availability of land suitable for industrial

                                       5
<PAGE>

or suburban office development in a particular area could have a material effect
on the Company's ability to lease or develop space.  The Company may be
competing with other developers that have greater resources than the Company.
In addition, in order to maintain its qualification as a REIT, the Company will
be required under the Code to distribute annually significant amounts of cash
from operations, while some of its competitors may be able to retain more of
their working capital to finance projects.

The Company competes for tenants based on its high level of client service, the
quality of its properties and business parks, and its ability to successfully
develop a wide range of industrial and suburban office properties.  Leases at
the Company's properties are priced competitively based on market conditions,
supply and demand characteristics, and the quality of the Company's properties
and services.  The Company does not seek to compete solely on the basis of
providing the low-cost solution for all tenants.

REAL ESTATE INVESTMENTS

The Company's real estate investments are subject to varying degrees of risk.
Income from the Company's properties and the demand for new development
properties may be adversely affected by the general economic climate; local
conditions such as oversupply of industrial or office properties or a reduction
in demand for industrial or office properties in the markets where the Company
owns properties; the attractiveness of the Company's properties; the ability of
the Company to provide adequate maintenance and insurance; and increased
operating costs (including real estate taxes).  In addition, income from the
Company's properties and the value of its real estate are also affected by such
factors as the cost of regulatory compliance, interest rate levels and the
availability of financing.  The Company's income and operations would be
adversely affected if a significant number of tenants were unable to pay rent or
the Company's properties could not be rented on favorable terms. Certain
significant expenditures associated with the Company's investments in real
estate (such as mortgage payments, if any, real estate taxes and maintenance
costs) are generally not reduced when circumstances cause a reduction in income
from the property.

ENVIRONMENTAL LIABILITIES

Under various federal, state and local laws and regulations, an owner or
operator of real estate may be held liable for the costs of removal or
remediation of hazardous or toxic substances located on or in the property.
These laws often impose such liability without regard to whether the owner knows
of, or was responsible for, the presence of such hazardous or toxic substances.
The costs of any required remediation or removal of such substances may be
substantial.  In addition, the owner's liability as to any property is generally
not limited under such laws and regulations and could exceed the value of the
property and/or the aggregate assets of the owner.  The presence of such
substances, or the failure to remediate such substances properly, may also
adversely affect the owner's ability to sell or lease the property or to borrow
using the property as collateral.  Under such laws and regulations, an owner or
entity who arranges for the disposal or treatment of hazardous or toxic
substances at a disposal or treatment facility may also be liable for the costs
of removal or remediation of all such substances at such facility, whether or
not such facility is owned or operated by such person.  Certain tenants of the
Company handle and store hazardous substances at the Company's properties.  As a
result, in connection with the ownership of the Company's properties or land
held for development and a tenant's improper handling, storage, disposal or
treatment of such hazardous or toxic substances, the Company may be liable for
such costs, including the removal or remediation of all such substances from
such properties. Some laws and regulations impose liability for the release of

                                       6
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certain materials into the air or water from a property, including asbestos, and
such release can form the basis for liability to third parties for personal
injury or other damages. Other laws and regulations can limit the development of
and impose liability for the disturbance of wetlands or the habitats of
threatened or endangered species.

The Company regularly makes capital expenditures and reviews the conditions of
its properties and its land held for development in order to maintain compliance
with applicable environmental laws.  Based on facts currently known to it, the
Company does not believe it will be required under existing environmental laws
to expend amounts that would have a material adverse effect on its results of
operations, financial condition or liquidity.  However, no assurance can be
given that material environmental liabilities do not exist, that any prior owner
or operator of a property or land held for development did not create any
material environmental condition not known to the Company, that a material
environmental condition does not otherwise exist as to any one or more of the
properties or land held for development, or that future uses and conditions
(including changes in applicable environmental laws and regulations and the uses
and conditions of properties in the vicinity, such as leaking underground
storage tanks and the activities of the tenants) will not result in the
imposition of environmental liability.  No material expenditures were made by
the Company in 1997, 1996 or 1995 relating to environmental matters.

                 INVESTMENT OBJECTIVES AND OPERATING STRATEGIES

The Company's primary investment objectives are to increase shareholder value
and to increase per share cash available for distribution by (1) developing
institutional-quality, functional multi-tenant and build-to-suit industrial and
suburban office properties, (2) acquiring industrial and suburban office
properties in strategic locations where the Company can establish or enhance its
market presence, (3) maximizing cash flow through active leasing and management
of its properties, and (4) expanding strategically into new geographic markets.
The Company has structured its operations, as discussed in more detail below, to
meet these investment objectives.

FULLY INTEGRATED REAL ESTATE COMPANY
The Company is a fully integrated real estate company with resources dedicated
to:

                .  marketing           .  landscaping
                .  development         .  property management
                .  construction        .  civil engineering
                .  investment analysis .  legal
                .  asset management    .  design
                .  financing           .  information systems

The Company believes that by providing a full range of services it can control
quality and provide greater client service, improve timely delivery of its
industrial and suburban office developments and promote cost savings.

                                       7
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DEVELOPMENT OF BUSINESS PARK ENVIRONMENTS

The Company develops and owns its properties primarily in business park
environments (see discussion under "Properties").  Alone or with its joint
venture partners, the Company controls all aspects of the development process in
a majority of the business parks in which it operates, including site selection
and project concept, master planning and zoning, design and construction,
leasing and property management.  Each business park is in proximity to an
interstate highway interchange and retail and residential amenities.

The Company's business parks emphasize flexible land plans, extensive
landscaping and protective covenants which restrict the uses and control the
architecture and signage.  In addition to its properties, the Company provides
landscaping services for other corporate users in its controlled business parks.
The Company will continue to emphasize business park development in future
years.

PRODUCT FOCUS

The Company develops or acquires industrial and suburban office properties,
primarily in suburban locations (see related discussion of product types under
"Properties").  The Company's properties can include both single-tenant (build-
to-suit) buildings and multi-tenant buildings.  The Company designs properties
that can be modified economically to meet the needs of various clients and that
can often function as either multi-tenant or single-tenant buildings.

The Company develops institutional-quality, general purpose properties that are
designed to be architecturally attractive and to serve the needs of a variety of
tenants in a particular submarket.  The Company attempts to limit tenant
improvement expenditures to those which are in demand by, and adaptable with
moderate modification to, a high number of users in a market.  The Company
controls tenant improvement expenditures by utilizing its in-house interior
finish department to supervise the construction process and by compensating its
marketing representatives based on a formula which takes into account the cost
of tenant finish requirements.  The Company uses standard finish materials for
most of its tenants.  The Company's annual purchase programs allow it to procure
these materials on a volume discount basis.

                                       8
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GroupSoutheast Market Focus

The Company focuses its activities in what it believes are some of the fastest
growing markets in the Southeast.  As detailed below, states within the
Southeast where the Company focuses its activities have generally experienced
greater percentage growth in employment and population than the United States as
a whole.

                        Employment and Population Growth
                              (percentage change)
<TABLE>
<CAPTION>
-----------------------------------------------------------------------
                              Non-Farm
                          Employment Growth     Population Growth
                        Jan '97 - Jan '98(a)  Jul '96 - Jul '97(b)
-----------------------------------------------------------------------
<S>                     <C>                   <C>
Georgia                         3.4%                  2.1%
Florida                         4.1%                  1.6%
North Carolina                  3.2%                  1.6%
South Carolina                  3.0%                  1.2%
Tennessee                       2.3%                  1.1%
U.S. Average                    2.7%                  0.9%
</TABLE>

(a)  Source:  Bureau of Labor Statistics.
(b)  Source:  U.S. Census Bureau.

Metropolitan Atlanta, Georgia.  The Company was founded and is currently
headquartered in metropolitan Atlanta, and is one of metropolitan Atlanta's
largest industrial property owners.  Metropolitan Atlanta's rapid growth in both
employment and population is due in part to its role as a business and
distribution center for the entire Southeast.

According to Jamison Research, Inc. ("Jamison"), which publishes data on
metropolitan Atlanta's industrial and office real estate markets, the
metropolitan area in 1997 recorded industrial net absorption of approximately
13.2 million square feet, and over the past five years, metropolitan Atlanta's
industrial net absorption has totaled more than 50 million square feet. Also
according to Jamison, metropolitan Atlanta'a office market recorded net
absorption of approximately 3.8 million square feet during 1997. The
approximately 17.0 million square feet of combined industrial and office net
absorption in metropolitan Atlanta in 1997, compares to approximately 12.6
million square feet in 1996.

The Company's completed and in-service properties located in metropolitan
Atlanta were comprised of approximately 93% industrial properties and
approximately 7% suburban office properties at December 31, 1997, and had an
average occupancy rate on such date of 96.0%, nearly four percentage points
better than the overall market occupancy, according to figures published by
Jamison.

The Company believes that one of the reasons that the occupancy rate of its
metropolitan Atlanta properties is higher than the overall market is that it
generally focuses its activities on the submarkets that are among the
metropolitan area's strongest.  According to Jamison, the major submarkets where
the Company generally focuses its activities accounted for less than 50% of
metropolitan Atlanta's approximately 416 million square feet of industrial and
office space at December 31, 1997, but recorded more than 70% of the
metropolitan area's net absorption in 1997.  The Company allocates its

                                       9
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development activity in metropolitan Atlanta among all four of its primary
industrial and suburban office property types and among a number of distinct
submarkets, based on its determination of supply and demand conditions.

Nashville, Tennessee.  The Company entered the Nashville market in November
1996, with its acquisition of NWI (see Note 7 to the consolidated financial
statements).   Like Atlanta, Nashville is the state capital and has a well-
developed transportation infrastructure.  Nashville is also well located as a
point of distribution.  According to the Nashville Area Chamber of Commerce,
Nashville lies within a 600 mile radius of 50% of the United States population.
Because of NWI's established presence in the Nashville industrial real estate
market, the Company is operating in Nashville under the name "Weeks/NWI."

At December 31, 1997, all of the Company's completed and in-service properties
in Nashville are industrial properties and had an average occupancy rate on such
date of 91.8%.

Research Triangle, North Carolina.  The Company entered the Research Triangle
area of North Carolina in December 1996, with its acquisition of Lichtin (see
Note 7 to the consolidated financial statements).  The Research Triangle market
is characterized as a center for high technology, communications, research and
development and health care, and attracts many of its employees from its three
universities:  Duke University, The University of North Carolina and North
Carolina State University.  Research Triangle Park, which is located adjacent to
most of the Company's portfolio, is one of the nation's largest planned research
parks, with more than 70 national and international research organizations
employing over 35,000 people.  Research Triangle Park generally consists of
corporate-owned facilities devoted to research and development.  Many of the
Company's properties house administrative, technology and service functions
which complement the activities of businesses with facilities located within
Research Triangle Park.

The Company's completed and in-service properties in the Research Triangle were
comprised of 20 industrial properties and eight suburban office properties at
December 31, 1997, and had an average occupancy rate on such date of 98.1%.

Orlando, Florida.  The Company entered the Orlando market in April 1995 with the
purchase of an approximately 190,000 square foot portfolio of industrial
properties.  The Company's decision to expand into Orlando was based in part on
the city's geographic location as a point of distribution for the state of
Florida, the most highly populated state in the Southeast.  Since entering
Orlando in 1995, the Company has increased its portfolio of in-service
properties to approximately 739,000 square feet as of December 31, 1997, and has
opened a local office.  All of the Company's 11 completed and in-service
properties in Orlando at December 31, 1997, are industrial properties and had an
average occupancy rate on such date of 97.9%.

Tampa, Florida.  The Company entered the Tampa market in 1997, with plans to
develop two new business parks, totaling approximately 1.5 million square feet.
At year-end, the Company did not have any in-service properties in the Tampa
market.  The Company currently runs it Tampa operations using personnel located
in Orlando, however, the Company recently acquired an experienced Tampa-based
marketing officer.

                                       10
<PAGE>

Jacksonville, Florida.  The Company entered the Jacksonville market in 1997 by
acquiring the rights to the remaining land at Jacksonville International
Tradeport, the only industrial park in a tax increment financing district,
located near the Jacksonville International Airport.  The Company estimates that
the development potential of this land at December 31, 1997, may total more than
2.0 million square feet.  The Company also hired two local market officers who
had primary responsibility for developing Jacksonville International Tradeport.
The Company's one in-service industrial property in Jacksonville was 100%
occupied as of December 31, 1997.

Miami, Florida.  The Company entered the Miami market in early 1998 through the
acquisition of Beacon Centre, a 24-building, 2.5 million square foot mixed use
industrial, office and retail development, located near the Miami International
Airport. In connection with the acquisition of Beacon Centre, the Company also
acquired a one-third interest in Codina Group, Inc., a South Florida commercial
and industrial real estate services company that developed the property (see
notes 6 and 7 to the consolidated financial statements). St. Joe Corporation, a
publicly-traded company which, through its subsidiaries, is the largest single
private landowner in the State of Florida, also purchased a one-third interest
in Codina Group, Inc. Through these combined transactions, the Company intends
to pursue additional development and acquisition activity throughout South
Florida.

Spartanburg, South Carolina.  Spartanburg is the Company's smallest market and
is served out of the Company's Atlanta headquarters.  The Company's activities
in Spartanburg consist of properties owned and developed at Hillside business
park.  Hillside is located one exit north on I-85 from BMW's automobile
production facility that opened in 1995.  The occupancy rate of the Company's
approximately 386,000 square feet of completed and in-service properties in
Spartanburg was 100% as of December 31, 1997.

                            BUSINESS GROWTH STRATEGY

Development

The Company is an experienced developer of institutional-quality, general
purpose industrial  and suburban office multi-tenant and build-to-suit
properties, and has personnel engaged in all phases of the development process,
including market analysis, site selection, zoning, design, civil engineering,
construction and landscaping.  The Company currently has adequate sources for
raw materials needed to construct its new properties, including access to
qualified labor and subcontractors.  In 1997 and 1996, the Company completed and
stabilized 26 development properties and two property expansions totaling
approximately 2.8 million square feet.

Acquisitions

The Company balances its development activity by making opportunistic
acquisitions in strategic locations that establish or enhance the Company's
market position, or where the Company's skills and market knowledge can enhance
value through additional development, property management or physical upgrades.
In 1997 and 1996, the Company acquired 83 properties totaling approximately 5.4
million square feet.

                                       11
<PAGE>

Risks of Development and Acquisitions

New project development is subject to a number of risks, including risks of
construction delays or cost overruns that may increase project costs, risks that
the project will not achieve anticipated occupancy levels or sustain anticipated
rent levels, and new project commencement risks such as the failure to obtain
zoning, occupancy and other required government permits and authorizations, and
the incurrence of development costs in connection with projects that are not
pursued to completion.

Acquisitions entail risks that (i) existing agreements to acquire properties may
fail to close, (ii) acquired properties may not perform in accordance with
management's expectations, including projected occupancy and rental rates, (iii)
the senior executives and employees of an acquired business will not be
successfully integrated into the Company, or (iv) the Company may have
underestimated the cost of improvements required to bring an acquired property
up to standards established for the market position intended for that property.
Although the Company has successfully acquired properties and effectively
integrated their operations in the past, there can be no assurance that the
Company will be able to continue to make successful acquisitions in the future
or that any such acquisitions will be successfully integrated into the Company's
operations.  Furthermore, there can be no assurance that an acquisition will not
have an adverse effect upon the Company's operating results, particularly in the
fiscal quarters immediately following the consummation of such acquisition, or
that the Company will be able to continue to operate an acquired business in a
profitable manner.

Both development and acquisitions also involve risks that the Company will fail
to obtain adequate sources of financing (see "Management's Discussion and
Analysis of Financial Condition and Results of Operations -- Liquidity and
Capital Resources").

Land Control

An important part of the Company's development strategy is to own or control
land sufficient to allow it to develop exclusive business park environments and
to accommodate the expansion and relocation needs of its tenants.  The Company
employs a number of ownership and control arrangements in its land strategy,
including outright purchases, joint ventures, staged acquisitions, options and
exclusive marketing and development agreements.  By doing so, the Company
believes that it can control sufficient land acreage, while mitigating the
negative impact of land carrying costs.

At December 31, 1997, the Company owned or controlled (through agreements to
purchase, options and marketing and development agreements) approximately 2,017
net usable acres of undeveloped land, located primarily in existing business
parks with zoning and infrastructure in place.  The Company believes the
development potential of this land may ultimately total approximately 20.3
million square feet (see "Properties").

Internal Growth

The Company attempts to maximize its available cash flow by increasing the
occupancy rate of those properties that are not fully leased, maintaining high
occupancy rates, raising effective rental rates and controlling operating
expenses and capital expenditures.  The occupancy rate of the Company's
stabilized properties (i.e., those having reached substantial lease-up) was
96.0% as of December 31, 1997.  The Company believes that its emphasis on
providing quality facilities and client service has resulted in a high retention
of its tenants and low turnover.  Of the leases that expired in 1997

                                       12
<PAGE>

(representing approximately 3.0 million square feet), tenants occupying
approximately 72% of such space renewed their leases with the Company.  The
Company believes that this high retention of its tenants results in lower re-
leasing costs and decreased potential loss due to vacancy.  In addition, in
1997, 55 tenant expansions were completed for existing tenants, totaling
approximately 650,000 square feet.

The leases for the Company's properties have terms ranging from one to fifteen
years, with terms for multi-tenant properties typically between three and five
years and for build-to-suit properties typically between seven and ten years.
Typically, the tenant in a multi-tenant property pays for increases in taxes,
operating costs and insurance above a base year level.  For build-to-suit
properties, the tenant typically pays for all taxes, insurance and operating
costs.  Approximately 65% of the Company's leases (based on leased square
footage as of December 31, 1997) contain contractual rent escalations.

The high average occupancy of the Company's properties reflects the generally
strong supply and demand conditions in its markets.  As a result, the Company
continues to be able to increase average rents and generally to avoid offering
tenant concessions.  During 1997, the Company renewed or re-leased approximately
3.0 million square feet of second-generation space in its properties.  Cash-
basis rental rates on this space increased by an average of 6.0%, calculated by
comparing the initial cash-basis rent to be paid by the tenant under the new or
renewed lease with the ending cash-basis rent paid by the tenant under the
previous lease on the same space.

As shown in the table provided under "Properties -- Tenants," no single tenant
accounted for more than 3.1% of annualized base rent from leases under which
tenants were paying rent as of December 31, 1997.

Geographic Expansion

From the Company's base in metropolitan Atlanta, Georgia, the Company intends to
continue expanding carefully into new southeastern markets.  Additionally, the
Company intends to explore opportunities in other major growth markets which are
a logical expansion of its current southeastern geographic focus.  Such markets
could extend into the southwestern and mid-Atlantic regions of the United
States.  The Company intends to expand into other markets only when it believes
it can achieve over time a significant market presence.  The Company's
geographic expansion  activities to date have included the 1990 expansion into
Spartanburg, South Carolina, the 1995 expansion into Orlando, Florida, the 1996
expansions into Nashville, Tennessee and the Research Triangle area of North
Carolina, the 1997 expansions into Tampa and Jacksonville, Florida and the early
1998 expansion into Miami and the greater South Florida markets.  As a result of
its geographic expansion, the Company has reduced its concentration of
properties in metropolitan Atlanta, Georgia, to 70% at December 31, 1997 (based
on square footage of in-service properties, excluding properties under
development and/or under agreement to acquire), from 95% at December 31, 1995
(calculated on the same basis).  The Company's concentration in metropolitan
Atlanta, Georgia is expected to continue to decline with the expansions into
additional markets.  For a breakdown of the Company's properties by market,
including properties under development or in lease-up or under agreement to
acquire, see the table following.

                                       13
<PAGE>

ITEM 2.  PROPERTIES

As of December 31, 1997, the Company owned or had agreements to acquire 297
properties, including 28 properties which were under development or in lease-up
and 27 properties which were under agreement to acquire.  One additional
property was held in a 50% owned entity.  Of these 298 properties (including the
50% owned property), 264 were industrial buildings, 29 were office buildings and
five were retail buildings.  The Company's 243 completed and in-service
properties (i.e., excluding properties under development or in lease-up or under
agreement to acquire) were 96.0% occupied at December 31, 1997.


The following table sets forth, as of December 31, 1997, the location and type
of property by square feet for the 298 properties discussed above.

                        Location and Type of Properties
                                (by square feet)

<TABLE>
<CAPTION>

                          Business      Bulk      Business      Total     Suburban                            Percent
Location                Distribution  Warehouse    Service    Industrial    Office      Retail     Total      of Total
----------------------------------------------------------------------------------------------------------------------
<S>                      <C>          <C>         <C>         <C>          <C>         <C>       <C>          <C>
Atlanta, GA               6,730,995   4,409,490   1,342,488   12,482,973   1,154,460    48,977   13,686,410    58.7%
Miami, FL                 1,951,113          --     136,361    2,087,474      63,240   415,851    2,566,565    11.0%
Nashville, TN             1,699,476     636,282     353,775    2,689,533          --        --    2,689,533    11.6%
Research Triangle, NC       630,775          --     982,453    1,613,228     810,120        --    2,423,348    10.4%
Orlando, FL                 310,007     486,883     241,330    1,038,220     108,000        --    1,146,220     4.9%
Spartanburg, SC              92,400     293,200          --      385,600          --        --      385,600     1.7%
Tampa, FL                    68,480     173,514          --      241,994          --        --      241,994     1.0%
Jacksonville, FL                 --     171,000          --      171,000          --        --      171,000     0.7%
---------------------------------------------------------------------------------------------------------------------
Total                    11,483,246   6,170,369   3,056,407   20,710,022   2,135,820   464,828   23,310,670   100.0%
---------------------------------------------------------------------------------------------------------------------
Percent of Total               49.3%       26.4%       13.1%        88.8%        9.2%      2.0%       100.0%
---------------------------------------------------------------------------------------------------------------------
</TABLE>

Industrial Properties

The Company owned, had under development or in lease-up or had agreements to
acquire 264 industrial buildings as of December 31, 1997, of which 173 are
located in Atlanta Georgia, 26 are located in Nashville, Tennessee, 21 are
located in the Research Triangle area of North Carolina, 22 are located in
Miami, Florida, 15 are located in Orlando, Florida, three are located in
Spartanburg, South Carolina, two are located in Tampa, Florida and two are
located in Jacksonville, Florida.  These buildings can be characterized by their
use: business distribution, bulk warehouse or business service.  The Company
owned, had under development or in lease-up or had agreements to acquire 166
business distribution buildings, 40 bulk warehouse buildings, and 58 business
service buildings at year-end.

The Company's business distribution buildings are generally 20,000 to 200,000
square feet in size, have warehouse clear ceiling heights of 18 to 24, building
depths of 100 to 240, office finish of 10% to 55%, dock-high truck doors (which
are designed to accommodate tractor-trailers) and typically cost $37 to $48 per
square foot to construct.  These buildings may function as headquarters, sales
and administration, research and development and light manufacturing facilities
in addition to distribution facilities.

                                       14
<PAGE>

The Company's bulk warehouse buildings are generally 75,000 to 360,000 square
feet in size, have clear ceiling heights of 24 to 30, building depths of 200 to
500, office finish of 2% to 20%, dock-high truck doors and typically cost $22 to
$28 per square foot to construct.  These buildings generally function as
regional or local distribution and warehouse facilities.

The Company's business service buildings are generally 20,000 to 110,000 square
feet in size, have clear ceiling heights of 14 to 16, building depths of 80 to
160, office finish of 35% to 100%, drive-in truck doors (which are designed to
accommodate delivery vans) and typically cost $65 to $80 per square foot to
construct.  These buildings are used by tenants primarily for clerical,
administrative and executive offices.

Office Properties

At December 31, 1997, the Company owned, had under development or in lease-up or
had agreements to acquire 29 suburban office buildings, of which 16 are located
in Atlanta, Georgia, 11 are located in the Research Triangle area of North
Carolina, one is located in Miami, Florida and one is located in Orlando,
Florida.  The Company's typical suburban office building ranges in size from
approximately 30,000 to 150,000 square feet, with an average of 4.5 parking
spaces per 1,000 square feet of leasable space and a typical replacement cost of
$85 to $115 per square foot.

Occupancy Rate of In-Service Properties by Property Type

The occupancy rate of the Company's in-service properties as of December 31,
1997 (by Property type) was as follows:

                    Occupancy Rate of In-Service Properties
                            as of December 31, 1997
                               (by Property type)

          Business distribution                     95.7%
          Bulk warehouse                            99.2%
          Business service                          91.3%
          -----------------------------------------------
           Total industrial average                 96.1%
          -----------------------------------------------
          Suburban office                           94.3%
          Retail                                    97.5%
          -----------------------------------------------
           Total average                            96.0%
          -----------------------------------------------

Business Parks

A key to the Company's success has been the development of properties within
business parks where the Company controls virtually all aspects of the
development process, including site selection and project concept, master
planning and zoning, design and construction, leasing and property management.
For developments of land held in joint ventures, the Company must obtain certain
approvals from its joint venture partners.

The Company's business parks are generally in proximity to an interstate highway
interchange and are close to retail and residential amenities.  The business
parks are generally master planned to accommodate a variety of uses.  The
business parks are generally well landscaped with protective covenants which
restrict the uses and control the architecture and signage.

                                       15
<PAGE>

The majority of the Company's properties and land held for development are
located in business parks.  The Company's ability to develop both multi-tenant
buildings for lease and build-to-suit buildings for lease or sale results in
more rapid development of the business parks. The Company's control of land in
business parks also generates revenues from various sources including land
sales, building construction, landscape installation and maintenance, lease
commissions and property management fees.

The buildings within business parks typically have a mix of uses ranging from
distribution and service to office and light manufacturing.  The Company
facilitates the coexistence of these diverse functions within business parks
through controlled signage and architecture, landscaping and placement of
buildings.

The information provided in the table set forth below reflects information
regarding the Company's properties (summarized by submarket and business park)
as of December 31, 1997, including properties under development or in lease-up,
or under agreement to acquire.

                                       16
<PAGE>

<TABLE>
<CAPTION>

                                  Weeks Corporation Properties
                                   (As of December 31, 1997)


                                                               Total
                                            Number of         Square            Office         Occupancy
Market/Business Park                        Buildings          Feet            Finish (1)      Rate (2)
-------------------------------------------------------------------------------------------------------
<S>                                        <C>              <C>              <C>              <C>

IN-SERVICE PROPERTIES

METROPOLITAN ATLANTA, GA
NORTHEAST/I-85 SUBMARKET
Gwinnett Park                                    38          2,366,481            40.2%           93.4%
Horizon                                           6          1,063,354             7.0%          100.0%
Northwoods                                       16            709,625            41.1%           93.7%
Gwinnett Pavilion                                 8            538,713            42.0%           99.8%
Berkeley Lake Distribution Center                 3            514,160             3.2%          100.0%
Peachtree Corners Business Center                 4            356,355            10.7%           96.6%
Pinebrook                                         3            346,402            13.9%          100.0%
Northbrook                                        2            308,480             5.9%           94.8%
Druid Chase Office Park                           4            281,198            98.5%           97.1%
Meadowbrook                                       4            249,767            34.9%          100.0%
Crestwood Pointe                                  1            105,295           100.0%           88.9%
Park Creek                                        2            103,477            50.4%          100.0%
Sugarloaf(3)                                      1             86,000           100.0%          100.0%
River Green                                       2             59,138            80.0%          100.0%
Other Northeast/I-85                             10            677,434            32.9%           97.6%
-------------------------------------------------------------------------------------------------------
Total Northeast/I-85 Submarket                  104          7,765,879            32.7%           96.6%
-------------------------------------------------------------------------------------------------------

NORTH CENTRAL SUBMARKET
Northmeadow                                      10            570,036            75.5%           94.0%
Hembree Crest                                     4            285,247            16.3%          100.0%
Mansell Commons                                   9            223,762            55.9%          100.0%
Hembree Park                                      5            221,304            64.2%           95.4%
Northwinds                                        1             64,981           100.0%          100.0%
Other North Central Properties                    1             58,093           100.0%          100.0%
-------------------------------------------------------------------------------------------------------
Total North Central Submarket                    30          1,423,423            60.9%           96.9%
-------------------------------------------------------------------------------------------------------

AIRPORT/SOUTH ATLANTA SUBMARKET
Southridge                                        7            452,241            20.0%           94.6%
Sullivan International                            4             78,168            36.1%           95.0%
Other Airport/South Atlanta Properties            1            253,890             1.2%          100.0%
-------------------------------------------------------------------------------------------------------
Total Airport/South Atlanta Submarket            12            784,299            15.5%           96.4%
-------------------------------------------------------------------------------------------------------

NORTHWEST/I-75 SUBMARKET
Northwest Business Center                        10            376,080            62.4%           95.7%
Franklin Forest                                   9            306,321            69.8%           94.9%
Town Point                                        3            305,200            17.7%           89.5%
Other Northwest/I-75 Properties                   2            385,551            15.0%          100.0%
-------------------------------------------------------------------------------------------------------
Total Northwest/I-75 Submarket                   24          1,373,152            40.8%           95.4%
-------------------------------------------------------------------------------------------------------
</TABLE>

                                                  17
<PAGE>

                         Weeks Corporation Properties
                           (As of December 31, 1997)

<TABLE>
<CAPTION>
                                                                Total
                                             Number of          Square            Office         Occupancy
Market/Business Park                         Buildings           Feet            Finish(1)         Rate(2)
---------------------------------------------------------------------------------------------------------

<S>                                          <C>               <C>              <C>              <C>
STONE MOUNTAIN SUBMARKET
Park North                                        8              542,470            49.1%           86.2%
---------------------------------------------------------------------------------------------------------
Total Stone Mountain  Submarket                   8              542,470            49.1%           86.2%
---------------------------------------------------------------------------------------------------------

CHATTAHOOCHEE SUBMARKET
Chattahoochee                                     1               48,007            25.8%          100.0%
---------------------------------------------------------------------------------------------------------
Total Chattahoochee Submarket                     1               48,007            25.8%          100.0%
---------------------------------------------------------------------------------------------------------

---------------------------------------------------------------------------------------------------------
TOTAL METROPOLITAN ATLANTA, GA                  179           11,937,230            36.6%           96.0%
---------------------------------------------------------------------------------------------------------

RESEARCH TRIANGLE, NC
Perimeter Park                                    8              473,574            96.9%           98.8%
Perimeter Park West                               6              413,510            95.3%           96.1%
Enterprise Center                                 3              281,497            62.0%           94.4%
Metro Center                                      3              271,219            56.4%          100.0%
Woodlake Center                                   2              205,500            63.5%          100.0%
Research Triangle Industrial Center               3              154,056            12.6%          100.0%
Interchange Plaza                                 2              106,781            49.1%          100.0%
Other Research Triangle Properties                1               93,990            90.7%          100.0%
---------------------------------------------------------------------------------------------------------
TOTAL RESEARCH TRIANGLE, NC                      28            2,000,127            73.4%           98.1%
---------------------------------------------------------------------------------------------------------

NASHVILLE, TN
Airpark Business Center                          13            1,160,212            39.7%           90.5%
Brentwood South Business Center                   6              504,264            19.0%           92.3%
Four-Forty Business Center                        1              165,902             3.0%          100.0%
Aspen Grove Business Center                       1              127,285            26.4%           90.4%
---------------------------------------------------------------------------------------------------------
TOTAL NASHVILLE, TN                              21            1,957,663            30.4%           91.8%
---------------------------------------------------------------------------------------------------------


ORLANDO, FL
Park South Distribution                           3              368,633            13.7%          100.0%
Airport Commerce Center                           7              310,007            36.1%           98.1%
Technology Park                                   1               60,711            73.0%           84.0%
---------------------------------------------------------------------------------------------------------
TOTAL ORLANDO, FL                                11              739,351            28.0%           97.9%
---------------------------------------------------------------------------------------------------------

SPARTANBURG, SC
Hillside                                          3              385,600            15.2%          100.0%
---------------------------------------------------------------------------------------------------------
TOTAL SPARTANBURG, SC                             3              385,600            15.2%          100.0%
---------------------------------------------------------------------------------------------------------

JACKSONVILLE, FL
Jacksonville International Tradeport              1               81,000             5.8%          100.0%
---------------------------------------------------------------------------------------------------------
TOTAL JACKSONVILLE, FL                            1               81,000             5.8%          100.0%
---------------------------------------------------------------------------------------------------------

---------------------------------------------------------------------------------------------------------
TOTAL PROPERTIES IN SERVICE(3)                  243           17,100,971            39.2%           96.0%
---------------------------------------------------------------------------------------------------------
</TABLE>

                                          18

<PAGE>

<TABLE>
<CAPTION>

                                     Weeks Corporation Properties
                                      (As of December 31, 1997)

                                                                     Total
                                                   Number of        Square             Office        Occupancy
Market/Business Park                               Buildings         Feet              Finish(1)       Rate(2)
---------------------------------------------------------------------------------------------------------------
PROPERTIES UNDER DEVELOPMENT OR IN LEASE-UP
<S>     <C>                                      <C>     <C>     <C>         <C>     <C>     <C>     <C>

METROPOLITAN ATLANTA, GA
NORTHEAST/I-85 SUBMARKET
Horizon                                                1             267,619            10.0%          100.0%
Sugarloaf                                              1              79,588            20.1%           67.2%
Berkeley Lake Distribution Center                      1             152,000            10.0%           42.3%
Crestwood Pointe                                       1             105,295           100.0%           19.9%
Park Creek                                             1              80,450           100.0%          100.0%
---------------------------------------------------------------------------------------------------------------
Total Northeast/I-85 Submarket                         5             684,952            35.6%           71.1%
---------------------------------------------------------------------------------------------------------------

NORTH CENTRAL SUBMARKET
Hembree Park                                           2             189,000            12.5%           80.0%
Northwinds                                             1             149,797           100.0%           12.3%
Brookside                                              1             106,631           100.0%          100.0%
Northmeadow                                            1              47,600            50.0%           80.5%
---------------------------------------------------------------------------------------------------------------
Total North Central                                    5             493,028            61.6%           63.8%
---------------------------------------------------------------------------------------------------------------

AIRPORT/SOUTH ATLANTA SUBMARKET
Liberty Distribution Center                            2             511,200             3.1%           41.2%
Southridge                                             1              60,000            13.0%          100.0%
---------------------------------------------------------------------------------------------------------------
Total Airport/South Atlanta Submarket                  3             571,200             4.2%           47.4%
---------------------------------------------------------------------------------------------------------------

---------------------------------------------------------------------------------------------------------------
TOTAL METROPOLITAN ATLANTA, GA                        13           1,749,180            32.7%           61.3%
---------------------------------------------------------------------------------------------------------------

RESEARCH TRIANGLE, NC
Regency Forest                                         1             102,561           100.0%           97.1%
Perimeter Park West                                    2             176,923           100.0%          100.0%
Enterprise  Center                                     1             143,737            50.0%            6.4%
---------------------------------------------------------------------------------------------------------------
TOTAL RESEARCH TRIANGLE, NC                            4             423,221            83.0%           67.5%
---------------------------------------------------------------------------------------------------------------

NASHVILLE, TN
Nashville Business Center                              1             194,750            10.0%            0.0%
Metro Center                                           1             166,441            10.0%            0.0%
Four-Forty Business Center                             1             103,473            25.0%           84.7%
---------------------------------------------------------------------------------------------------------------
TOTAL NASHVILLE, TN                                    3             464,664            13.3%           18.9%
---------------------------------------------------------------------------------------------------------------

ORLANDO, FL
Orlando Central Park                                   1             118,250             0.0%           27.4%
Technology Park                                        2             117,819             0.0%            8.4%
Northpoint                                             1             108,000           100.0%            0.0%
Celebration Service Center                             1              62,800             0.0%            0.0%
---------------------------------------------------------------------------------------------------------------
TOTAL ORLANDO, FL                                      5             406,869            26.5%           10.4%
---------------------------------------------------------------------------------------------------------------
</TABLE>

                                                       19
<PAGE>

                         Weeks Corporation Properties
                           (As of December 31,1997)

<TABLE>
<CAPTION>
                                                                                       Total
                                                                    Number of          Square            Office       Occupancy
Market/Business Park                                                Buildings           Feet             Finish(1)      Rate(2)
-------------------------------------------------------------------------------------------------------------------------------
<S>                                                               <C>             <C>                  <C>             <C>

JACKSONVILLE, FL
Jacksonville International Tradeport                                    1               90,000             0.0%           60.0%
-------------------------------------------------------------------------------------------------------------------------------
TOTAL JACKSONVILLE, FL                                                  1               90,000             0.0%           60.0%
-------------------------------------------------------------------------------------------------------------------------------

TAMPA, FL
Fairfield Distribution Center                                           2              241,994             0.0%            0.0%
-------------------------------------------------------------------------------------------------------------------------------
TOTAL TAMPA, FL                                                         2              241,994             0.0%            0.0%
-------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------
TOTAL PROPERTIES UNDER DEVELOPMENT OR IN LEASE-UP                      28            3,375,928            32.4%           45.7%
-------------------------------------------------------------------------------------------------------------------------------

PROPERTIES UNDER AGREEMENT TO ACQUIRE

NASHVILLE, TN
Aspen Grove Business Center                                             2              267,206            25.0%           55.2%
-------------------------------------------------------------------------------------------------------------------------------
TOTAL NASHVILLE, TN                                                     2              267,206            25.0%           55.2%
-------------------------------------------------------------------------------------------------------------------------------

MIAMI, FL
Beacon Centre                                                          25            2,566,565            27.2%           96.5%
-------------------------------------------------------------------------------------------------------------------------------
TOTAL MIAMI, FL                                                        25            2,566,565            27.2%           96.5%
-------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------
TOTAL PROPERTIES UNDER AGREEMENT TO ACQUIRE                            27            2,833,771            27.0%           92.6%
-------------------------------------------------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------------------------------------------
TOTAL PORTFOLIO(3)                                                    298           23,310,670            36.7%           88.3%
===============================================================================================================================
</TABLE>

(1)  Represents the percentage of rentable square feet that is built out as
     office space rather than as warehouse or distribution space. For properties
     under development represents current budgeted office finish.
(2)  Occupancy or leasing rate includes percentage occupancy for completed and
     in service properties at December 31, 1997. For properties under
     development or in lease-up represents leasing or pre-leasing as of February
     28, 1998.
(3)  Includes one building totaling 86,000 square feet held in a 50% owned
     entity.
<PAGE>

DEVELOPMENT LAND

The following schedule details the Company's undeveloped land interests at
December 31, 1997.  The land detailed below is located primarily in existing
business parks with zoning and infrastructure in place.  The Company estimates
that the total development potential of the development land could ultimately
total approximately 20.3 million square feet.

                                DEVELOPMENT LAND
                              at December 31, 1997
                             (in net usable acres)
<TABLE>
<CAPTION>

                                                                                                                    Estimated
                                                   Research                                                         Potential
                           Atlanta,   Nashville,   Triangle,   Orlando,    Tampa,  Jacksonville, Spartanburg,        (square
                             GA           TN          NC          FL         FL         FL          SC      Total   feet)/(1)/
                           -------    ---------    --------    -------     -----   -----------  ---------   -----   -----------
<S>                         <C>          <C>         <C>         <C>       <C>         <C>        <C>     <C>       <C>
Company owned               220.9        55.7        30.5        41.4       42.1         --         --      390.6    5,061,000
Owned in joint
   ventures/(2)/            213.2         --          --          --         --          --       372.7     585.9    5,016,500/(5)/
Under agreement to
   acquire/(3)/              68.2       104.5        53.0        12.0       23.4       227.8        --      488.9    5,629,000
Optioned                      --          --        166.9       118.1       18.6         --         --      303.6    2,940,000
Marketing/
   development
   agreements/(4)/          224.7         --          --          --        23.4         --         --      248.1    1,647,500
                        ---------   ---------   ---------   ---------  ---------   ---------  ---------   -------   ----------
Total                       727.0       160.2       250.4       171.5      107.5       227.8      372.7   2,017.1   20,294,000
                        =========   =========   =========   =========  =========   =========  =========   =======   ==========
Estimated
   development
   potential
   (square
   feet)/(1)/           7,837,500   1,946,000   2,670,000   1,959,000  1,265,000   2,019,000  2,597,500             20,294,000
                        =========   =========   =========   =========  =========   =========  =========             ==========
</TABLE>
(1)  Based upon the Company's estimate of the appropriate density and
     anticipated building types that may be developed, net of land necessary to
     provide for adequate infrastructure.  There can be no assurance that the
     Company's estimate of development potential will be realized.

(2)  The Company's interests in its undeveloped land held in joint ventures
     range from 0% to 30%.

(3)  The Company has agreed to purchase this land over various periods ranging
     up to approximately five years, subject to the completion of due diligence
     and customary closing conditions.

(4)  Under the terms of the development agreements, the Company will generally
     either develop properties for a fee, or have certain rights to acquire land
     for development or to acquire developed properties upon their completion.
     The marketing agreements generally provide for the Company or its
     subsidiaries to be paid marketing or management fees in conjunction with
     services provided. Both the development and marketing agreements generally
     contain certain non-competition provisions covering a limited geographic
     area.

(5)  The Company estimates it will eventually develop approximately one-half the
     acreage in Spartanburg it owns in joint ventures and that the remainder
     will be sold to third parties.  Estimated development potential reflects
     only that land which is not currently expected to be sold.


TENANTS
The Company believes that its emphasis on developing quality properties and
providing a high level of client service has resulted in increased tenant
retention.  As of December 31, 1997, the Company's properties were leased to 727
tenants including local, regional, national and international companies.  The
Company's 30 largest tenants (measured by annualized base rent at December 31,
1997) occupy a total of approximately 4.6 million square feet and represent
29.2% of the Company's total annualized base rent as shown in the table below.

                                       21
<PAGE>

              30 LARGEST TENANTS MEASURED BY ANNUALIZED BASE RENT
<TABLE>
<CAPTION>
                                                                                            % of Total
                                                   Square       Number     Annualized       Annualized
Tenant                                              Feet      of Leases   Base Rent/(1)/  Base Rent/(1)/    Location
--------------------------------------------      --------    ---------   --------------  --------------    --------
<S> <C>                                           <C>            <C>        <C>               <C>            <C>
1   Northern Telecom, Inc./(2)/                    416,271         9        $3,085,968         3.1%           NC,TN
2   Scientific Atlanta, Inc.                       600,413        11         2,693,337         2.7%             GA
3   IKON Office Solutions, Inc.                    170,000         3         1,422,900         1.4%             GA
4   GTE Mobilnet Service Corporation               126,124         3         1,320,874         1.3%           GA,NC
5   360 degree Communications                      114,476         7         1,283,731         1.3%             NC
6   Radian International LLC                        90,159         2         1,170,275         1.2%             NC
7   Square D Company                               100,822         1           966,816         1.0%             TN
8   Honeywell, Inc.                                 70,016         3           963,953         1.0%             GA
9   DeVry, Inc.                                     64,981         1           928,269         0.9%             GA
10  PPD Pharmaco, Inc.                              89,130         5           917,349         0.9%             NC
11  The Athlete's Foot Group, Inc.                 162,651         1           897,155         0.9%             GA
12  Fisher Scientific Company                      223,219         1           875,019         0.9%             GA
13  Tridom Corporation                             117,403         4           826,437         0.8%             GA
14  National Data Corporation                       50,283         4           786,777         0.8%             GA
15  AT&T Corp.                                      67,551         5           752,082         0.8%             GA
16  Saab Cars U.S.A., Inc.                          63,625         3           749,509         0.8%          GA,NC,TN
17  Intelligent Systems Corporation                137,100         1           719,775         0.7%             GA
18  Best Buy Stores, L.P.                          222,643         1           703,552         0.7%             GA
19  United Healthcare                               72,991         2           699,856         0.7%           GA,SC
20  Sally Foster, Inc.                             197,200         2           673,237         0.7%             SC
21  Data General Corporation                        86,000         1           670,800         0.7%             GA
22  Vanstar Corporation                             86,880         4           668,124         0.7%             GA
23  Yokohama Tire Corporation                      252,092         1           665,383         0.7%             GA
24  Auto-Lok, Inc.                                 222,900         2           658,879         0.7%             GA
25  Ahlstrom Recovery, Inc.                         62,893         2           649,493         0.7%             GA
26  Astronet Corporation                            34,138         1           648,622         0.7%             GA
27  Siemens Energy & Automation, Inc.              240,000         3           637,200         0.6%             GA
28  The Bombay Company, Inc.                       253,890         2           631,344         0.6%             GA
29  Southern Multimedia Communications, Inc.           647         3           604,692         0.6%             GA
30  United Parcel Service, Inc.                    128,275         3           594,201         0.6%           TN,FL
                                                ----------    ---------   --------------  --------------
                                                4 ,641,773        91       $28,865,609        29.2%
                                                ==========    =========   ==============  ==============

</TABLE>
(1)  Annualized cash base rent net of rental concessions, if any, based on
     leases in place for stabilized properties and properties in lease-up where
     tenants were paying rent as of December 31, 1997.

(2)  Leases with Northern Telecom totaling 370,824 square feet expire on June
     30, 2005, but are subject to an early-termination right that permits
     Northern Telecom to terminate any of the leases on June 30, 2000, by
     delivering an early-termination notice to the Company on or before June 30,
     1999. In the event it exercises its early-termination option, Northern
     Telecom will be obligated to make certain termination payments to the
     Company.

                                       22
<PAGE>

LEASE EXPIRATIONS
The following tables show scheduled lease expirations for the Company's total
property portfolio, for its industrial property portfolio and for its office
property portfolio based on leases under which tenants were paying rent as of
December 31, 1997, assuming no exercise of renewal options or termination
rights, if any:

                                                                  % of Total
              Year of     Square     % of Total    Annualized     Annualized
            Expiration     Feet      Square Feet  Base Rent/(1)/   Base Rent
            ----------    ------     -----------  --------------  ----------
TOTAL
  PORTFOLIO
                1998      3,329         19.5%        $ 17,397        16.7%
                1999      1,921         11.3%          11,565        11.1%
                2000      3,105         18.2%          18,322        17.5%
                2001      1,379          8.1%           8,078         7.7%
                2002      2,291         13.5%          17,629        16.9%
                2003        679          4.0%           6,235         6.0%
                2004      1,050          6.2%           5,763         5.5%
                2005        875          5.1%           5,389         5.2%
                2006        612          3.6%           3,046         2.9%
                2007      1,104          6.5%           6,627         6.3%
                2008        223          1.3%             783         0.7%
                2009         20          0.1%             157         0.2%
                2011        294          1.7%           1,704         1.6%
                2012        152          0.9%           1,744         1.7%
                         ------        -----         --------       -----
                         17,034/(2)/   100.0%        $104,439       100.0%
                         ======        =====         ========       =====
INDUSTRIAL
  PROPERTIES
                1998      3,150         20.1%        $ 14,947        17.8%
                1999      1,833         11.7%          10,485        12.5%
                2000      2,890         18.5%          15,298        18.2%
                2001      1,303          8.3%           6,976         8.3%
                2002      1,954         12.5%          12,191        14.5%
                2003        475          3.0%           3,162         3.8%
                2004        946          6.0%           4,063         4.8%
                2005        846          5.4%           4,950         5.9%
                2006        590          3.8%           2,677         3.2%
                2007      1,054          6.7%           6,168         7.3%
                2008        223          1.4%             783         0.9%
                2009         20          0.1%             157         0.2%
                2011        294          1.9%           1,704         2.0%
                2012         87          0.6%             580         0.6%
                         ------        -----         --------       -----
                         15,665        100.0%        $ 84,141       100.0%
                         ======        =====         ========       =====

                                       23
<PAGE>

                                                                  % of Total
              Year of     Square     % of Total    Annualized     Annualized
            Expiration     Feet      Square Feet  Base Rent/(1)/   Base Rent
            ----------    ------     -----------  --------------  ----------
SUBURBAN
  OFFICE
  PROPERTIES
                1998        178         13.5%         $ 2,437        12.3%
                1999         86          6.5%           1,058         5.3%
                2000        178         13.5%           2,715        13.7%
                2001         76          5.8%           1,102         5.6%
                2002        338         25.5%           5,438        27.4%
                2003        204         15.4%           3,073        15.5%
                2004        104          7.9%           1,700         8.6%
                2005         26          1.9%             382         1.9%
                2006         17          1.3%             309         1.6%
                2007         50          3.8%             460         2.3%
                2008          0          0.0%               0         0.0%
                2009          0          0.0%               0         0.0%
                2011          0          0.0%               0         0.0%
                2012         65          4.9%           1,164         5.8%
                         ------        -----         --------       -----
                          1,322        100.0%         $19,838       100.0%
                         ======        =====         ========       =====

(1)  Annualized base rent represents the annualized monthly base rental at the
     time of lease expiration.

(2)  The total square footage expiring as of December 31, 1997 is comprised of
     16,408,572 square feet of leases in stabilized properties, and 625,543
     square feet of leases in development properties where tenants are paying
     rent as of December 31, 1997.

RE-LEASING COSTS
Although re-leasing costs may vary from year-to-year depending on conditions in
the Company's real estate markets and the mix of leasing between property types,
the Company endeavors to control re-leasing costs by:

 .    acting as general contractor with respect to construction of tenant
     improvements, thereby saving the fees paid to outside contractors and
     enabling the Company to control the quality and timely completion of the
     work;

 .    constructing general purpose improvements that can be adapted to different
     tenants' requirements at relatively low cost;

 .    paying leasing commissions to its in-house marketing representatives that
     take into account the cost of tenant improvements thereby providing an
     incentive to minimize cost; and

 .    using its in-house marketing representatives to negotiate directly with
     tenants when possible, thereby saving the cost of commissions to outside
     brokers.

                                       24
<PAGE>

The following table summarizes by year the Company's capitalized tenant
improvement and leasing costs incurred in the renewal or re-leasing of
previously occupied space.

               CAPITALIZED TENANT IMPROVEMENTS AND LEASING COSTS
<TABLE>
<CAPTION>
----------------------------------------------------      ------           ------            ------
  (In thousands, except per square foot information)       1997             1996              1995
----------------------------------------------------      ------           ------            ------
<S>                                                       <C>              <C>               <C>
INDUSTRIAL PROPERTIES
  RE-LEASING
   Square feet leased                                      1,073              678               317
   Capitalized tenant improvements and
     leasing commissions                                  $2,276           $1,395            $  462
   Capitalized tenant improvements and
     leasing commissions per square foot                  $ 2.12           $ 2.06            $ 1.46
  RENEWAL
   Square feet renewed                                     2,358            1,027               814
   Capitalized tenant improvements and
     leasing commissions                                  $1,392           $1,055            $  469
   Capitalized tenant improvements and
     leasing commissions per square foot                  $ 0.59           $ 1.03            $ 0.58
  TOTAL
   Square feet                                             3,431            1,705            $1,131
   Capitalized tenant improvements and
     leasing commissions                                  $3,668           $2,450            $  931
   Capitalized tenant improvements and
     leasing commissions per square foot                  $ 1.07           $ 1.44            $ 0.82

SUBURBAN OFFICE PROPERTIES
  RE-LEASING
   Square feet leased                                         69               16               111/(1)/
   Capitalized tenant improvements and
     leasing commissions                                  $  493           $   45            $1,578/(1)/
   Capitalized tenant improvements and
     leasing commissions per square foot                  $ 7.11           $ 2.80            $14.25/(1)/
  RENEWAL
   Square feet renewed                                       134              106                47
   Capitalized tenant improvements and
     leasing commissions                                  $  267           $  290            $   50
   Capitalized tenant improvements and
     leasing commissions per square foot                  $ 1.99           $ 2.74            $ 1.06
  TOTAL
   Square feet                                               203              122               158/(1)/
   Capitalized tenant improvements and
     leasing commissions                                  $  760           $  335            $1,628/(1)/
   Capitalized tenant improvements and
     leasing commissions per square foot                  $ 3.74           $ 2.75            $10.27/(1)(2)/

</TABLE>
(1)  Includes $1,377,000 or $15.68 per square foot to re-tenant 87,845 square
     feet of the Company's 94,677 square foot  suburban office property which
     was vacated and then converted from a single tenant to a multi-tenant
     property.
(2)  Excluding amounts incurred to re-lease the office property discussed in (1)
     above, capitalized tenant improvements and leasing commissions would have
     been $3.55 per square foot for released and renewed space during 1995.

                                       25
<PAGE>

ITEM 3.  LEGAL PROCEEDINGS

The Company is not currently involved in any material litigation other than
litigation which is expected to be covered by liability insurance or which is
not expected to have a material adverse effect on the Company's results of
operations or financial condition.


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matters were submitted to security holders for a vote during the fourth
quarter of 1997.

                                       26
<PAGE>

ITEM X.  EXECUTIVE OFFICERS OF THE REGISTRANT

The Executive Officers of the Company and their positions are as follows:

Name                    Age  Title
----------------------  ---  ---------------------------------------------------
A. Ray Weeks, Jr.        45  Chairman of the Board and Chief Executive Officer
Thomas D. Senkbeil       48  Vice Chairman of the Board and Chief Investment
                             Officer
Forrest W. Robinson      46  President, Chief Operating Officer
John W. Nelley, Jr.      49  Managing Director, Nashville Operations
Albert W. Buckley, Jr.   54  Managing Director, Nashville Operations
David P. Stockert        35  Senior Vice President and Chief Financial Officer
Robert G. Cutlip         48  Senior Vice President, North Carolina Operations
Charles D. Graham        54  Senior Vice President, North Florida Operations
Clyde H. Duckett         55  Senior Vice President, Construction Services
Mark W. Flowers          40  Senior Vice President, Landscape Services
Eben Hardie, III         39  Senior Vice President, Development
Klay W. Simpson          42  Senior Vice President, Marketing
Bobby L. Beavers         52  Vice President, Jacksonville Operations
Elizabeth C. Belden      43  Vice President, Corporate Counsel
Arthur J. Quirk          40  Vice President and Controller
Thomas W. Trocheck       43  Vice President, Development & Acquisitions
Robert T. Weeks          37  Vice President, Information Technology
Susan C. Walker          44  Vice President, Investor Relations
-------------------------------------------------------------------------------

The following is a biographical summary of the experience of the executive
officers of the Company:

A. Ray Weeks, Jr.  Chairman of the Board and Chief Executive Officer of the
Company since 1983.  President of the Company from January 1982 through March
1991.  Chairman of the Board of the Georgia Department of Industry, Trade and
Tourism.  Chairman, Metro Business Forum.  Co-Chairman, Regional Leadership
Institute.  Juris Doctor from Mercer University, Master of Social Science in
Urban Studies from Georgia State University and Bachelor of Arts from Furman
University.

Thomas D. Senkbeil.  Vice Chairman of the Board and Chief Investment Officer of
the Company since 1992.  Executive Vice President and Managing Partner of
Senkbeil & Associates Inc. and Anderson & Senkbeil Inc., each a real estate
development firm, from September 1984 to October 1992.  Immediate Past
President, National Executive Committee of the National Association of
Industrial and Office Properties.  Master of Business Administration from the
University of North Carolina and Bachelor of Science in industrial engineering
from Auburn University.

Forrest W. Robinson.  Board member, President of the Company since April 1991
and Chief Operating Officer since May 1988.  Senior Development Officer from
March 1986 to April 1988.  Executive Vice President, Marketing from February
1984 to February 1986.  Joined the Company in 1977.  Bachelor of Business
Management from Jacksonville State University.

                                       27
<PAGE>

John W. Nelley, Jr.  Board member, Managing Director of the Company, with
responsibilities for the Company's activities in Nashville, Tennessee,  since
November 1996.  Since 1982, General Partner and Chief Financial Officer of NWI
Warehouse Group, L.P., an industrial warehouse development company in Nashville,
Tennessee whose assets and business have been acquired, or are under agreement
to be acquired, by the Company.  Also since 1973, a practicing attorney and CPA
specializing in real estate and estate planning.  Juris Doctor from the
University of Notre Dame and Bachelor of Science in Accounting from Western
Kentucky University.

Albert W. Buckley, Jr.  Managing Director of the Company since November 1996.
General Partner and Chief Executive Officer of NWI Warehouse Group, L.P., an
industrial warehouse development company in Nashville, Tennessee from 1982 to
1996.  Also since 1976, President of Buckley & Company Real Estate, Inc., a real
estate brokerage firm specializing in industrial property management and
development.  Master of Business Administration and Bachelor of Science in
Business Administration from Middle Tennessee State University.

David P. Stockert.  Senior Vice President and Chief Financial Officer of the
Company since June 1995.  Vice President and Associate in the Real Estate
Investment Banking Group of Dean Witter Reynolds Inc. (now Morgan Stanley Dean
Witter) from July 1990 to June 1995.  CPA with Ernst & Whinney (now Ernst &
Young) from May 1985 to August 1988.  Master of Business Administration from
Columbia University Business School and Bachelor of Science in Accounting from
the University of Colorado.

Robert G. Cutlip.  President, North Carolina Operations, of the Company since
October 1997.  Senior Vice President, Development, of the Company from April
1993 to September 1997.  Vice President and Principal-in-Charge of Dallas
Industrial and Phoenix/Colorado Operations from January 1992 to April 1993,
Paragon Group, a real estate development firm, Vice President and Principal of
Dallas Industrial from January 1990 to December 1991 and Vice President,
Operations from January 1988 to January 1990.  Master of Business Administration
from University of Southern California, Master of Science in Civil Engineering
from Vanderbilt University and Bachelor of Science in Civil Engineering from
U.S. Air Force Academy.

Charles D. Graham. Senior Vice President, North Florida Operations, since
October 1997. President of Wilma, Inc., a national real estate development firm,
from June 1983 to October 1997. Vice President and Chief Financial Officer of
the Sea Pines Company, a national real estate developer of resort communities,
from 1980 to 1983. Master of Accountancy and Bachelor of Science in Business
Administration from Florida State University.

Clyde H. Duckett.  Senior Vice President, Construction Services, of the Company
since January 1989.  Professional Engineer registered in Georgia, South Carolina
and Tennessee.  Bachelor of Science in Mechanical Engineering from Tennessee
Technological University.

Mark W. Flowers.  Senior Vice President, Landscape Services, of the Company
since October 1993.  Vice President, Landscape of the Company from October 1987
through September 1993.  Bachelor of Science in Horticulture from the University
of Georgia.

Eben Hardie, III.  Senior Vice President, Development of the Company since
October 1997.  President of Cauble Development Services Company from December
1994 to October 1997.  Senior Vice President, Kern Realty Services from 1988 to
1994.  Bachelor of Science in Economics from the Wharton School of the
University of Pennsylvania.

                                       28
<PAGE>

Klay W. Simpson.  Senior Vice President, Marketing, of the Company since October
1992.  Vice President of Marketing of Senkbeil & Associates Inc. and Anderson &
Senkbeil Inc., each a real estate development firm, from 1986 to September 1992.
Bachelor of Business Administration from Stephen F. Austin State University.

Bobby L. Beavers.  Vice President, Jacksonville Operations, since October 1997.
Senior Vice President of Wilma South, a national real estate development firm,
in charge of the Florida operations, from December 1991 to September 1997.
Bachelor of Science in Construction Management from North Texas State
University.

Elizabeth C. Belden.  Vice President, Corporate Counsel, of the Company since
October 1985.  Juris Doctor from Emory University and Bachelor of Social
Sciences from Colorado State University.

Arthur J. Quirk.  Vice President and Controller of the Company since December
1994.  Vice President-Controller and Chief Accounting Officer for Allegiant
Physician Services, Inc., a physician management services company, from August
1993 to November 1994.  Chief Financial Officer/Controller for TransTel Group
Inc., a start-up telecommunications company, from November 1991 to July 1993.
From June 1980 to October 1991 served in various capacities including Senior
Audit Manager at Arthur Andersen LLP.  Bachelor of Science in Accounting from
Auburn University.

Thomas W. Trocheck.  Vice President, Development & Acquisitions, of the Company
since May 1989.  Professional Engineer registered in Georgia, Florida and South
Carolina.  Bachelor of Science in civil engineering from the Georgia Institute
of Technology and Bachelor of Arts in Government and Business Administration
from Florida State University.

Robert T. Weeks.  Vice President, Information Technology, of the Company since
January 1992.  Director of Information Systems of the Company from March 1989
through December 1991.  Master of Business Administration from Georgia State
University and Bachelor of Business Administration from the University of
Georgia.  Ray Weeks and Robert Weeks are first cousins.

Susan C. Walker.  Vice President, Investor Relations, of the Company since
October 1997. Public Information Manager and speech writer for the President of
the Federal Reserve Bank of Atlanta from June 1991 through September 1997.
Previous editorial positions with the Gwinnett Daily News, the Washington
Business Journal, and Inc. magazine. Bachelor of Arts in Classics from Stanford
University.

                                       29
<PAGE>

                                    PART II

ITEM 5.   MARKET FOR THE REGISTRANT'S COMMON EQUITY AND  RELATED SHAREHOLDER
          MATTERS

The common stock of the Company trades on the New York Stock Exchange ("NYSE")
under the symbol "WKS."  The following table reflects the quarterly high and low
closing prices per share of the common stock and its per share quarterly cash
dividends for 1996 and 1997, respectively:

Quarter Ended                        High        Low      Dividend
----------------------------       -------     -------    --------
1996
  March 31, 1996                   $ 26.75     $ 25.00     $ 0.40
  June 30, 1996                    $ 26.00     $23.625     $ 0.40
  September 30, 1996               $29.250     $25.625     $ 0.40
  December 31, 1996                $33.250     $27.875     $ 0.43
1997
  March 31, 1997                   $ 36.25     $ 31.75     $ 0.43
  June 30, 1997                    $ 34.50     $ 31.00     $ 0.43
  September 30, 1997               $ 32.75     $29.875     $ 0.43
  December 31, 1997                $33.875     $29.375     $0.465

As of March 20, 1998, the Company had 189 shareholders of record and the last
reported sale price of its common stock was $31.75.

The Company currently anticipates paying regular quarterly dividends of $0.465
per share, which is equivalent to an annual dividend rate of $1.86 per share.
The dividends for each quarterly period are declared and paid one quarter in
arrears.  Future dividends are dependent upon many factors including the
Company's earnings, capital requirements, its financial condition and its
available cash flow and are governed by the discretion of the Board of
Directors.  The dividends paid in 1996 were 95% taxable to the Company's
shareholders as ordinary income with the remaining 5% representing a return of
capital.  The dividends paid in 1997 and 1995 were 100% taxable to the Company's
shareholders as ordinary income.  In future periods, some portion of the
dividends paid to shareholders may represent a return of capital.

The Company has in place a dividend reinvestment plan under which current
shareholders may elect to automatically reinvest their dividends in additional
shares of common stock.  A total of 300,000 shares of common stock have been
authorized and reserved for issuance under the plan.  In 1997 and 1996, 2,343
and 1,514 shares of common stock, respectively, were issued through the dividend
reinvestment plan.

Effective December 1, 1997, the Company caused the Operating Partnership to
issue a total of 422,432 Common Units, in partial or full consideration for the
acquisition of certain real estate properties of NWI.  The aggregate value of
the properties acquired by the Company in exchange for such Units was
approximately $13.4 million.  Common Units are convertible by their holders into
shares of the Company's common stock on a one-for-one basis, or into cash, at
the Company's option.  The Common Units were issued pursuant to an exemption
from registration under Section 4(2) of the Securities Act in reliance, in part,
upon the representations and warranties set forth in the NWI acquisition
agreements.  These Common Units are subject to a registration rights and lock-up
agreement which restricts the disposition of the Common

                                       30
<PAGE>

Units for a period of one year from the date of issuance with respect to all
Common Units and further restricts the disposition of Common Units beneficially
owned by John W. Nelley, Jr. and Albert W. Buckley, Jr. (approximately 43% of
the total Common Units issued) until November 1, 1999.

Effective October 1, 1997, the Company caused the Operating Partnership to issue
57,300 Common Units in partial or full consideration for the acquisition of
certain real estate properties of Lichtin.  The aggregate value of the
properties acquired by the Company in exchange for such Common Units was
approximately $1.5 million.  The Common Units were issued pursuant to an
exemption from registration under Section 4(2) of the Securities Act in
reliance, in part, upon the representations and warranties set forth in the
Lichtin acquisition agreements.  The Common Units are subject to a registration
rights and lock-up agreement which restricts the disposition of the Common Units
until December 31, 1999.

On October 27, 1997, November 15, 1997, and December 30, 1997, the Company
caused the Operating Partnership to issue 11,561 Common Units in partial or full
consideration for the acquisition of certain land and real estate properties
located in Jacksonville, Florida.  The aggregate value of the land and
properties acquired by the Company in exchange for such Common Units was
approximately $374,000.  The Common Units were issued pursuant to an exemption
from registration under Section 4(2) of the Securities Act in reliance, in part,
upon the representations and warranties set forth in the acquisition agreement.
The Common Units are subject to a registration rights and lock-up agreement
which restricts the disposition of the Common Units for a period of one year
from the date of issuance.

                                       31
<PAGE>

<TABLE>
<CAPTION>
ITEM 6.     SELECTED FINANCIAL DATA
                                                        Weeks Corporation                 Weeks Group/1/
                                              ----------------------------------------     -------------------
(In thousands, except per share amounts)       1997       1996      1995      1994         1993
<S>                                            <C>        <C>       <C>        <C>        <C>
BALANCE SHEET DATA, AT YEAR END
Real estate assets before
   accumulated depreciation              $     856,500   $592,841   $319,763  $162,709    $95,831
Real estate assets, net                        794,952    551,372    289,874   139,750     76,944
Total assets                                   852,361    591,849    320,441   176,674    101,366
Total indebtedness                             275,515    296,975    147,305    71,961    117,280
Shareholders' equity                           459,048    213,711    132,949    73,470    (24,197)


                                                             Weeks Corporation                               Weeks Group/(1)/
                                               ----------------------------------------------              --------------------
                                           Year Ended     Year Ended    Year Ended   Aug. 24 to          Jan. 1 to     Year ended
                                         Dec. 31, 1997  Dec. 31, 1996  Dec.31, 1995  Dec.31, 1994      Aug. 23 1994  Dec. 31, 1993

<S>                                            <C>           <C>           <C>           <C>               <C>            <C>
OPERATING DATA
Rental and
   reimbursement revenues                     $  90,806      $  52,679    $ 34,015      $  8,877         $ 11,914        $ 18,023
Total revenues                                   92,020         53,883      35,271         9,312           16,538          24,817
Operating, maintenance and                       18,488         10,750       6,896         1,714            2,721           3,928
   real  estate tax expense
Depreciation and
   amortization                                  24,144         13,474       8,177         2,098            2,920           4,456
Interest expense                                 17,900         11,779       8,106         1,958            6,682          10,254
Amortization of deferred financing costs            933            864         691           252              322             372
General and administrative expenses               5,068          3,039       1,848           472            1,514           2,191
Interest income                                   1,509            492         334           224               --              --
Equity in earnings of unconsolidated entities     1,989          1,340       1,220           692               91            (113)
Income before minority interests and             29,194         15,809      11,107         3,734              516             998
   extraordinary loss
Income before extraordinary loss                 22,975         12,745       8,426         2,791              516             998
Net income                                       22,975         12,745       8,426           798              516             998
Net income available to common shareholders      20,255         12,745       8,426           798              516             998
Weighted average common shares - basic           16,357         11,512       8,171         7,675
Weighted average common shares - diluted         21,580         14,386      10,832        10,286

PER COMMON SHARE DATA
Income before extraordinary loss - basic     $     1.24    $      1.11   $    1.03     $    0.36
Income before extraordinary loss - diluted         1.23           1.10        1.03          0.36
Net income - basic                                 1.24           1.11        1.03          0.10
Net income - diluted                               1.23           1.10        1.03          0.10
Dividends/(2)/                                    1.755           1.63       1.525         0.525

OTHER DATA
Cash provided by (used in):
 Operating activities                        $   49,097      $  28,031   $  18,678      $  3,954         $  2,769       $   3,569
 Investing activities                          (173,574)      (120,323)   (117,127)      (38,148)         (14,953)         (1,974)
 Financing activities                           129,638         91,570      93,097        40,352           12,229          (1,541)
Funds from
 operations/(3)(4)/                              38,517         23,640      14,662         4,359               --              --

(1)  Represents the historical combined operations and combined financial
     position of Weeks Group, the predecessor entity.  On August 24, 1994, Weeks
     Corporation (the "Company") completed an initial public offering and
     related formation transactions.
(2)  Dividends and distributions are declared and paid quarterly in arrears.
     Amounts reflect dividends and distributions attributable to the year
     presented.
(3)  The Company believes that funds from operations provides an additional
     indicator of the financial performance of the Company.  Funds from
     operations is defined by the National Association of Real Estate Investment
     Trusts ("NAREIT")  to mean net income (loss) determined in accordance with
     generally accepted accounting principles ("GAAP"), excluding gains(or
     losses) from debt restructuring and sales of property, plus depreciation
     and amortization, and after adjustments for unconsolidated partnerships and
     joint ventures.  Adjustments for unconsolidated partnerships and joint
     ventures will be calculated to reflect funds from operations on the same
     basis.  The Company computes funds from operations under the current NAREIT
     definition by subtracting from net income the dividends to preferred
     shareholders before making an adjustment for the non-cash items described
     above.  Funds from operations does not represent cash flow from operating,
     investing and financing activities as defined by GAAP, and detailed above.
     Additionally, funds from operations does not measure whether cash flow is
     sufficient to fund all cash flow needs, including principal amortization,
     capital expenditures and dividends to shareholders, and should not be
     considered as an alternative to net income for purposes of evaluating the
     Company's operating performance or as an alternative to cash flow, as
     defined by GAAP, as a measure of liquidity.  Funds from operations
     presented herein under the NAREIT guidelines is not necessarily comparable
     to funds from operations presented by other real estate companies due to
     the fact that not all real estate companies use the same definition.
     However, the Company's funds from operations is comparable to the funds
     from operations of real estate companies that use the current NAREIT
     definition.
(4)  Represents the Company's share of funds from operations.
</TABLE>

                                       32
<PAGE>

ITEM 7.    MANAGEMENT'S DISCUSSION AND ANALYSIS  OF FINANCIAL CONDITION AND
           RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the
Selected Financial Data and the accompanying Consolidated Financial Statements
of the Company and the notes thereto.

GENERAL
The Company was founded in 1965 and operated as a private real estate company
until August 1994, when it completed an initial public offering ("IPO") and
elected to be taxed as a real estate investment trust ("REIT").  As a self-
administered and self-managed REIT, the Company owns, develops, acquires and
manages primarily industrial and suburban office properties in the southeastern
United States. The Company's third-party service businesses are conducted
through two subsidiaries (the "Service Companies"), Weeks Realty Services, Inc.
(fee landscape, property management and leasing services) and Weeks Construction
Services, Inc. (fee construction), which are accounted for on the equity method.
For a further description of the Company, see Note 1 to the consolidated
financial statements.

RESULTS OF OPERATIONS

Operating results in 1997 when compared to 1996, reflect the Company's continued
strong performance as measured by increases in total revenue of $38,137,000 or
70.8%, net income attributable to common shareholders of $7,510,000 or 58.9%,
and net income per common share (basic) of $0.13 or 11.7%.  As discussed in more
detail below, these increases were achieved through both the operating results
from acquired properties and stabilized development properties (i.e., those
development properties placed in-service) and to a lesser extent the increased
year-to-year performance of the core or "same store" property portfolio.

A large part of the Company's operating achievements for 1997 can be attributed
to its fourth quarter 1996 acquisition of 31 properties totaling 2,513,000
square feet and the related business operations of two privately-owned real
estate companies -- NWI Warehouse Group, L.P. and affiliates ("NWI"), whose
properties and operations are located in Nashville, Tennessee, and Lichtin
Properties, Inc. and affiliates ("Lichtin"), whose properties and operations are
located in the Raleigh-Durham-Chapel Hill area of North Carolina (see Note 7 to
the consolidated financial statements).  In addition to these properties
acquired in late 1996, operating results for the year were also positively
impacted by an additional 18 stabilized development properties totaling
1,447,000 square feet acquired from NWI and Lichtin in 1997, all of which
represented additional phases of the 1996 acquisition arrangements with those
two companies.

The Company's operating results also continue to be positively impacted by an
active development program which resulted in the stabilization of eight
properties and one property expansion totaling 834,000 square feet in 1996 and
18 properties and two property expansions totaling 2,014,000 square feet in
1997.  These stabilized development properties continue to achieve higher yields
than those achieved on acquisition properties, and, as a result, are expected to
continue to be a significant element of the Company's future growth strategy.
Core properties, as defined below, also contributed to overall operating results
with increased property operating revenues less property operating expenses, of
1.3% in 1997.

                                       33
<PAGE>

The Company continues to diversify its property holdings throughout the
southeastern United States.  Including properties under development and under
agreement to acquire at year end 1997, the Company's current portfolio is
located in eight cities in five states and the percentage of its holdings in
each state (measured by square feet) are Georgia (58.7%), Florida (17.6%),
Tennessee (11.6%), North Carolina (10.4%), and South Carolina (1.7%).  This
compares to two cities in two states at year end 1994, with Georgia representing
96.2% of the portfolio at that time (also measured by square feet and including
properties under development and under agreement to acquire).

Operating information relating to the Company's properties for 1997, 1996 and
1995 is summarized below (in thousands):
<TABLE>
<CAPTION>

                                                            1997    1996       1995     1996    1995
-----------------------------------------------------------------------------------------------------
<S>                                                          <C>      <C>        <C>       <C>     <C>
Rental revenues                                           $80,419   $48,162   $31,217     67.0%  54.3%
Tenant reimbursements                                      10,387     4,517     2,798    130.0%  61.4%
-----------------------------------------------------------------------------------------------------
Property operating revenues                               $90,806   $52,679   $34,015     72.4%  54.9%
-----------------------------------------------------------------------------------------------------
Operating and maintenance expenses                        $11,278   $ 6,025   $ 3,899     87.2%  54.5%
Real estate taxes                                           7,210     4,725     2,997     52.6%  57.7%
Depreciation and amortization                              24,144    13,474     8,177     79.2%  64.8%
-----------------------------------------------------------------------------------------------------
Property operating expenses                               $42,632   $24,224   $15,073     76.0%  60.7%
-----------------------------------------------------------------------------------------------------
Property operating revenues
 less property operating expenses                         $48,174   $28,455   $18,942     69.3%  50.2%
-----------------------------------------------------------------------------------------------------
</TABLE>

COMPARISON OF YEAR ENDED DECEMBER 31, 1997 TO YEAR ENDED DECEMBER 31, 1996

Year to year comparisons of property operating revenues and expenses for 1997
and 1996 are discussed herein using the categories "core properties,"
"development properties" and "acquisition properties." Core properties are
defined as properties which were stabilized and operating for comparable full
year periods.  The Company defines a property as stabilized upon the earlier of
substantial lease-up or one year from building shell completion.  Development
properties reflect properties completed and stabilized, and acquisition
properties are properties acquired, subsequent to January 1, 1996.

Property operating revenues increased $38,127,000 or 72.4% in 1997.  Of this
increase, $29,626,000, $7,660,000 and $841,000 were attributable to acquisition,
development and core properties, respectively.  The increases from acquisition
and development properties were due to the acquisition of 83 stabilized
properties (37 in 1997 and 46 in 1996) totaling 5,402,000 square feet and the
stabilization of 26 development properties (18 in 1997 and eight in 1996) and
three property expansions (two in 1997 and one in 1996) totaling 2,848,000
square feet.  Property operating expenses increased $18,408,000 or 76.0% between
years, due primarily to the growth in the property portfolio resulting from the
acquisition and development properties discussed above.

                                       34
<PAGE>

For the comparable years of 1997 and 1996, operating results of the core
properties, representing 134 properties totaling 8,861,000 square feet, are
summarized below (in thousands):
<TABLE>
<CAPTION>

                                                                  1997       1996    % Change
----------------------------------------------------------------------------------------------
<S>                                                              <C>       <C>        <C>
Rental revenues                                                  $43,216    $42,549    1.6%
Tenant reimbursements                                              4,196      4,022    4.3%
----------------------------------------------------------------------------------------------
Property operating revenues                                      $47,412    $46,571    1.8%
----------------------------------------------------------------------------------------------
Operating and maintenance
  expenses                                                       $ 5,914    $ 5,539    6.8%
Real estate taxes                                                  4,114      4,299   (4.3%)
Depreciation and amortization                                     12,229     11,889    2.9%
----------------------------------------------------------------------------------------------
Property operating expenses                                      $22,257    $21,727    2.4%
----------------------------------------------------------------------------------------------
Property operating revenues less
  property operating expenses                                    $25,155    $24,844    1.3%
----------------------------------------------------------------------------------------------
Average occupancy                                                  95.2%      96.1%
----------------------------------------------------------------------------------------------
</TABLE>

Property operating revenues from core properties increased 1.8% despite the
impact of lost property operating revenues between years of approximately
$242,000 resulting from the sale of a 96,000 square foot building in April 1997
and a small decrease in overall average occupancy.  Adjusted for the building
sale discussed above, property operating revenues from core properties increased
2.3% between years.  This increase was due to both rental rate and reimbursement
increases between periods.  Property operating expenses increased 2.4% due
primarily to increased utilities, repair and maintenance expenses offset by
lower real estate taxes in 1997.  Lower real estate taxes resulted primarily
from the successful resolution of disputed property tax assessments.  Property
operating revenues less property operating expenses from core properties
increased 2.3%, exclusive of depreciation and amortization expense and after
adjusting for the building sale discussed above.

Interest expense increased $6,121,000 or 52.0% from $11,779,000 in 1996 to
$17,900,000 in 1997, due to higher interest on mortgage notes payable in 1997
offset by lower interest on the Company's revolving line of credit (the "Credit
Facility").  Mortgage interest increased $6,418,000 due to interest costs
associated with mortgage indebtedness assumed in connection with the Company's
1996 and 1997 acquisitions.  Interest expense on Credit Facility borrowings
decreased $297,000 due primarily to a larger percentage of Credit Facility
borrowings being utilized for the Company's increased development activity in
1997, resulting in increased interest capitalization as a percentage of total
Credit Facility interest expense in 1997 compared to 1996 (see Note 4 to the
consolidated financial statements).

Company general and administrative expenses increased $2,029,000 or 66.8% from
$3,039,000 in 1996 to $5,068,000 in 1997, due primarily to increased personnel
and related administrative costs attributable to the Company's southeast
expansion.  The majority of the increase relates to the additional general and
administrative expenses associated with the Company's Nashville, Tennessee and
Raleigh, North Carolina operations, both of which were acquired in the fourth
quarter of 1996, and expenses related to the establishment of an office in
Orlando, Florida, which also occurred in the fourth quarter of 1996.  As a
percentage of total revenue, general and administrative expenses decreased from
5.6% in 1996 to 5.5% in 1997.

                                       35
<PAGE>

Interest income increased $1,017,000 or 206.7% from $492,000 in 1996 to
$1,509,000 in 1997.  Of the total increase between years, $442,000 relates to
interest earned on loans to affiliated entities and others with the remaining
increase due primarily to increased loan balances on real estate development
loans (see Note 5 to the consolidated financial statements).

Equity in earnings of unconsolidated entities primarily represents the Company's
99% economic interest in the earnings of the Service Companies and their
subsidiaries after the elimination of interest expense and gains on property
sales to the Company.  The Company's share of the earnings of the Service
Companies and their subsidiaries increased by $629,000 or 46.9% from $1,340,000
in 1996 to $1,969,000 in 1997 due primarily to gains on sales of real estate
properties, principally land, and increased earnings from partnerships and joint
ventures, also principally due to gains from land sales.  Apart from these
gains, net earnings from the operations of the Service Companies was comparable
between years.

COMPARISON OF YEAR ENDED DECEMBER 31, 1996 TO YEAR ENDED DECEMBER 31, 1995

Year to year comparisons of property operating revenues and expenses for 1996
and 1995 are discussed herein using the "core properties," "development
properties" and "acquisition properties" categories discussed above.   However,
for purposes of this comparison, development properties reflect properties
completed and stabilized, and acquisition properties are properties acquired,
subsequent to January 1, 1995.

Property operating revenues increased $18,664,000 or 54.9% in 1996.  Of this
increase, $13,733,000, $3,750,000 and $1,181,000 were attributable to
acquisition, development and core properties, respectively.  The increases from
acquisition and development properties were due to the acquisition of 81
properties (49 in 1995 and 32 in 1996) totaling 4,727,000 square feet, excluding
14 properties totaling 1,109,000 square feet acquired on December 31, 1996, and
the stabilization of 15 development properties (seven in 1995 and eight in 1996)
and two property expansions (one each year) totaling 1,799,000 square feet.
Property operating expenses increased $9,151,000 or 60.7% between years, due
primarily to the growth in the property portfolio resulting from the acquisition
and development properties discussed above.

For the comparable years of 1996 and 1995, operating results of the core
properties, representing 78 properties totaling 5,331,000 square feet, are
summarized below (in thousands):
<TABLE>
<CAPTION>

                                                                  1996       1995    % Change
<S>                                                               <C>        <C>       <C>
----------------------------------------------------------------------------------------------
Rental revenues                                                  $25,157    $24,045    4.6%
Tenant reimbursements                                              2,000      1,931    3.6%
----------------------------------------------------------------------------------------------
Property operating revenues                                      $27,157    $25,976    4.5%
----------------------------------------------------------------------------------------------
Operating and maintenance
  expenses                                                       $ 3,685    $ 3,210   14.8%
Real estate taxes                                                  2,299      2,300     --
Depreciation and amortization                                      7,178      6,310   13.8%
----------------------------------------------------------------------------------------------
Property operating expenses                                      $13,162    $11,820   11.4%
----------------------------------------------------------------------------------------------
Property operating revenues less
  property operating expenses                                    $13,995    $14,156   (1.1%)
----------------------------------------------------------------------------------------------
Average occupancy                                                   95.1%      95.9%
----------------------------------------------------------------------------------------------
</TABLE>

                                       36
<PAGE>

Property operating revenues from core properties increased 4.5% despite a small
decrease in overall average occupancy.  This was due in part to re-leasing two
buildings totaling 344,000 square feet vacated in early 1995; re-leasing these
two buildings produced a property operating revenue increase of $912,000 in
1996.  The positive impact of re-leasing these buildings was offset by decreased
average 1996 occupancy in six other buildings totaling 336,000 square feet which
resulted in decreased property operating revenues of $691,000.  Exclusive of
these occupancy related impacts, core property operating revenues increased 4.2%
between years due primarily to rental rate increases.

Property operating expenses increased 11.4% due to both increased operating and
maintenance expenses and depreciation and amortization in 1996.  Net of the
impact of the eight buildings affected by occupancy changes, property operating
expenses increased by 8.6% (6.1% excluding depreciation and amortization
expense).  The increase in property operating and maintenance expenses reflects
increased property maintenance and security expenses between years.  Excluding
the impact of the eight buildings affected by occupancy changes, property
operating revenues less property operating expenses from core properties,
increased 3.7%, exclusive of depreciation and amortization expense between
years.

Interest expense increased $3,673,000 or 45.3% from $8,106,000 in 1995 to
$11,779,000 in 1996, due to higher interest on Credit Facility borrowings and
higher mortgage interest in 1996.  Higher weighted average Credit Facility
borrowings in 1996 compared to 1995, due to the Company's acquisition and
development activity, resulted in increased Credit Facility interest costs in
1996 of $1,410,000.  Mortgage interest increased $2,263,000 due to interest
costs associated with mortgage indebtedness assumed in connection with the
Company's 1995 and 1996 acquisitions.

Amortization of deferred financing costs increased by $173,000 or 25.0% from
$691,000 in 1995 to $864,000 in 1996, due primarily to the amortization of the
deferred financing costs associated with a $5,140,000 industrial revenue bond
refinancing in the first quarter of 1996 and costs associated with increasing
the availability under and restructuring of the Credit Facility.

Company general and administrative expenses increased by $1,191,000 or 64.4%
from $1,848,000 in 1995 to $3,039,000 in 1996, due primarily to increased
personnel and related administrative costs attributable to the Company's growth
and to a lesser extent by a shift in certain expenses relating to properties
which were fee-managed by the Service Companies in 1995, but which were
subsequently acquired and owned by the Company in 1996.  A portion of the
increased expenses in 1996 also relates to establishing of an office in Orlando,
Florida and the general and administrative expenses associated with the
Company's acquired Nashville, Tennessee operations, both of which occurred in
the fourth quarter of 1996.  As a percentage of total revenue, general and
administrative expenses increased from 5.2% in 1995 to 5.6% in 1996.  General
and administrative expenses of the Company, when combined with the general and
administrative expenses of the Service Companies increased $1,367,000 or 40.6%
from $3,366,000 in 1995 to $4,733,000 in 1996 for the reasons discussed above.
As a percentage of the combined revenues of the Company and the Service
Companies, the combined general and administrative expenses of the Company and
the Service Companies decreased from 8.0% in 1995 to 7.6% in 1996.

                                       37
<PAGE>

Interest income for the year ended December 31, 1996, consists primarily of
interest earned under the real estate loan arrangements discussed more fully in
Note 5 to the consolidated financial statements.  For the year ended December
31, 1995, interest income represented $213,000 earned under a short-term note
arrangement, made in connection with a 1995 property acquisition, $60,000 earned
under the real estate loan arrangements discussed above, with the remainder
earned on short-term cash investments.

Equity in earnings of unconsolidated entities represents the Company's 99%
economic interest in the earnings of the Service Companies and their
subsidiaries after the elimination of interest expense to the Company.  The
Company's share of the earnings of the Service Companies and their subsidiaires
increased $120,000 or 9.8% from $1,220,000 in 1995 to $1,340,000 in 1996.  This
increase was due to increased profitability of both the third-party fee
construction and landscape businesses in 1996, offset by decreased earnings from
the property management fee business due to the Company's acquisition in late
1995 of 37 properties which were previously fee-managed.

LIQUIDITY AND CAPITAL RESOURCES

The Company continues to generate increasing cash flows from operations.  Cash
provided by operating activities increased 75.2% or $21,066,000 to $49,097,000
in 1997.  The increase resulted primarily from a full year of operating income
in 1997 from 46 buildings acquired and eight development properties and one
property expansion stabilized in 1996, and from the partial year operating
income from 37 buildings acquired and 18 development properties and two property
expansions stabilized in 1997.

The Company's net cash flow from operations is currently sufficient to meet the
Company's current operational needs and to satisfy the Company's current
quarterly dividends.  Company management believes that operating cash flows will
continue to be adequate to fund these requirements in 1998.  The Company
operates as and intends to maintain its qualification as a REIT under the
Internal Revenue Code of 1986, as amended (the "Code").  As a REIT, the Company
will generally not be subject to corporate federal income taxes as long as it
satisfies certain technical requirements of the Code, including the requirement
to distribute 95% of its taxable income to its shareholders.

In 1997, the Company invested $182,762,000 in property acquisition, development,
construction and real estate loan activities.  This compares to $121,202,000 in
1996.  This increased cash investment activity primarily reflects the impact of
increased development and land acquisition activity in 1997.

Financing for the Company's property investment activities consisted primarily
of $251,193,000 from both common and preferred equity offerings, offset by
repayments of Credit Facility borrowings and retirements of mortgage and other
notes payable of $86,329,000, in 1997, compared to $68,532,000 from a common
equity offering and $45,042,000 of additional net borrowings in 1996.  The debt
and equity components of the Company's on-going financing strategy may differ
based upon future market conditions.

In 1997, the Company increased its available borrowing capacity under its multi-
bank, unsecured, Credit Facility from $175,000,000 to $225,000,000 and lowered
its borrowing costs from LIBOR plus 1.35% to LIBOR plus 1.05%. The Credit
Facility may be used to, among other things, meet the Company's operational
obligations and annual REIT dividend requirements.

                                       38
<PAGE>

The Company currently intends to finance its development, construction and
acquisition activities primarily through borrowings under the Credit Facility.
At December 31, 1997, the Company had available capacity under the Credit
Facility of approximately $125,000,000 (see Note 4 to the consolidated financial
statements). The Credit Facility matures on December 31, 2000, and provides for
annual extensions through December 31, 2002.

In January 1998, the Company acquired a 2,477,000 square foot, 24-building
property portfolio in Miami, Florida for approximately $175,000,000 (see Note 7
to the consolidated financial statements), including cash of approximately
$64,400,000 funded through Credit Facility borrowings.  Additionally, in
February 1998, one of the Service Companies acquired a one-third interest in
Codina Group, Inc., for approximately $9,000,000 (see Note 6 to the consolidated
financial statements), in cash also from Credit Facility borrowings, and the
Company raised net proceeds of approximately $33,100,000 through a 1,073,000
share common stock offering which was used to repay Credit Facility borrowings.
Net of these activities, the Company's available capacity under the Credit
Facility would be approximately $85,000,000.

The Company received corporate preferred stock and unsecured debt ratings from
Standard & Poor's, Moody's and Duff & Phelps in 1997.  The ratings achieved will
give the Company "investment grade" status for all current unsecured debt and
preferred stock offerings.  These ratings will serve to reduce the Company's
unsecured debt interest costs and preferred stock dividends compared to unrated
unsecured debt and preferred stock.  These corporate rating levels are subject
to change based on the above agencies' continuing assessments of the Company's
financial strength and operating performance.  Any change in rating status could
increase or decrease the Company's financing costs.

The Company believes it currently has adequate liquidity and sources of capital,
including available borrowing capacity under its existing Credit Facility and
remaining capacity of $415,000,000 under its $600,000,000 universal shelf
registration, to meet its current operational requirements, to fund annual
principal requirements under existing mortgage notes payable and to fund its
current development and acquisition activity.  It is management's expectation
that the Company will continue to have access to the additional capital
resources necessary to further expand and develop its business and to refinance
mortgage notes payable as they begin to mature in 1998.  These resources include
debt and equity financings, in both public and private markets, including the
use of the Company's available capacity under its current universal shelf
registration.  Future development and acquisition activities will be undertaken
by the Company only as suitable opportunities arise.  Such activities are not
expected to be undertaken unless adequate sources of financing are available and
a satisfactory budget with targeted returns on investment has been internally
approved.  The Company maintains staffing levels sufficient to meet its existing
construction and leasing activities.  If market conditions warrant, the Company
may adjust staffing levels to avoid a negative impact on the Company's results
of operations.

Total consolidated debt amounted to $275,515,000 at December 31, 1997, including
Credit Facility borrowings of $82,920,000 and mortgage notes payable of
$192,595,000.  Of the $192,595,000 of mortgage indebtedness, $186,798,000 is
fixed rate and $5,797,000 is variable rate.  At December 31, 1997, the weighted
average interest rate on the Company's fixed rate mortgage debt was 8.1% and on
its variable rate mortgage debt was 4.5%.  The weighted average interest rate
under the Credit Facility, exclusive of the impact of the interest rate swaps
discussed below, at December 31, 1997, was 7.0%.  Based on the outstanding

                                       39
<PAGE>

balance of mortgage notes payable at December 31, 1997, the weighted average
interest rates on the mortgage notes with a final maturity in each of the next
five years and thereafter were 8.6% in 1998, 7.4% in 1999, 8.7% in 2000, 7.4% in
2001, 8.2% in 2002 and 8.1% thereafter.

At December 31, 1997, the Company's mortgage debt on its consolidated properties
totaled $192,595,000.  Including Credit Facility borrowings of $82,920,000 for
the Company and $16,620,000 for the unconsolidated Service Companies and their
subsidiaries and $2,000,000 of other notes payable on unconsolidated properties,
the total debt obligations of the Company and its unconsolidated entities was
$294,135,000 or 25% of total market capitalization at December 31, 1997
(assuming the exchange of all of the Common Units of the Operating Partnership
for shares of common stock).  Based on the closing price of the common stock of
$32.00 on December 31, 1997, and assuming the exchange of all of the Common
Units of the Operating Partnership for shares of common stock, there would be
23,336,687 shares of common stock outstanding with a total market value of
$746,774,000, and 6,000,000 shares of preferred stock outstanding with a total
market value of $150,000,000 (based on the closing stock price of $25.00 on
December 31, 1997), resulting in total equity value of $896,774,000.

As discussed above, the Company acquired certain properties in Miami, Florida in
January 1998 for approximately $175,000,000, and the Service Companies acquired
a one-third interest in a related real estate services company in February 1998
for approximately $9,000,000.  The Company also received net proceeds of
approximately $33,100,000 from a February 1998 common stock offering.  Adjusted
for these transactions, the total debt obligations of the Company and its
unconsolidated entities would have been $413,000,000 or 30% of total market
capitalization of $1,373,000,000 (also reflecting the equity value of these
transactions), at December 31, 1997.

MANAGEMENT OF INTEREST RATE RISKS

The Company uses interest rate swap and treasury rate guarantee hedge
arrangements to manage its exposure to interest rate changes on its variable
rate indebtedness.  The Company has in place interest rate swap agreements to
effectively fix the Company's interest costs on $50,000,000 of variable rate
Credit Facility borrowings.  The weighted average effective interest rate under
the fixed swap arrangements is approximately 7.7%.  If interest rates under the
Credit Facility, in excess of the $50,000,000 discussed above, and under the
Company's variable rate mortgage debt fluctuated by 1.0%, interest costs to the
Company, based on outstanding borrowings at December 31, 1997, would increase or
decrease by approximately $600,000 on an annualized basis.  In 1997, the Company
entered into a treasury rate guarantee hedge arrangement to fix its interest
costs on an anticipated public debt financing transaction.  This hedge
effectively locks in, for the period through March 1998, a seven year treasury
rate of approximately 6.3% on anticipated borrowings of approximately
$100,000,000.

These swap and hedge arrangements serve to decrease the negative impact of
increased interest rates on the Company's financial results by fixing interest
rates on otherwise variable rate debt instruments.  However, due to the decline
in interest rates at the end of 1997, these arrangements would require the

                                       40
<PAGE>

payment of approximately $4,265,000 (at December 31, 1997), if the arrangements
were terminated.  Under current accounting rules, these potential costs are not
recognized currently in the Company's financial statements, but instead are
reflected as part of interest expense over the life of the related hedged
borrowings, causing reported interest costs to be higher than current interest
costs on similar unhedged debt securities.  The costs associated with terminated
swap and hedge arrangements can result in charges to operations to the extent
hedged borrowings are not completed or are no longer outstanding.

CURRENT DEVELOPMENT AND ACQUISITION ACTIVITY

At year end, the Company had committed development and acquisitions totaling
approximately $200,004,000 representing 31 buildings totaling 3,733,000 square
feet, exclusive of the 2,477,000 square foot, 24 building Miami, Florida
acquisition, completed in January 1998 at a total cost of approximately
$175,000,000.  In February 1998, the Company announced additional committed
developments totaling $110,590,000 representing 15 buildings and one property
expansion totaling 2,074,000 square feet.  Including the developments announced
in February 1998 and net of two buildings stabilized in 1998 totaling 140,000
square feet at a total cost of $8,624,000, the Company had at February 28, 1998,
committed development and acquisitions totaling approximately $301,970,000
representing 44 buildings and one property expansion totaling 5,667,000 square
feet.  Properties to be acquired as of February 28, 1998, consist of three
buildings totaling 357,000 square feet with a total expected cost of
approximately $17,295,000.  Development properties as of February 28, 1998,
consist of 41 buildings and one building expansion totaling 5,310,000 square
feet with a total expected cost of $284,675,000.

It is expected that such development and acquisition properties will stabilize
or be acquired as detailed below:
<TABLE>
<CAPTION>
   ---------------------------------------------
                            Square     Estimated
    Year        Buildings     Feet          Cost
   ---------------------------------------------
    <S>            <C>        <C>        <C>
    1998             20  2,900,000  $137,209,000
    1999             23  2,664,000   154,085,000
    2000              1    103,000    10,676,000
   ---------------------------------------------
                     44  5,667,000  $301,970,000
   ---------------------------------------------
</TABLE>
In addition, the Company has committed, subject to due diligence procedures, to
acquire development land totaling $25,403,000 over various periods ranging up to
five years.

It is expected that future development and land acquisition expenditures will be
funded primarily through Credit Facility borrowings, refinanced as required
through new debt or equity offerings in both private and public markets, and
future acquisitions will be consummated primarily through a combination of cash
funded through borrowings under the Credit Facility, the issuance of Common
Units and the assumption of indebtedness, some of which will also be repaid
through borrowings under the Credit Facility.

The information provided above includes forward-looking data about expected
property acquisitions or stabilizations that is based on current construction
schedules, the status of lease negotiations with potential tenants, the
successful completion of due diligence procedures and other relevant factors
currently available to the Company.  There can be no assurance that any of these
factors will not change or that any change will not affect the accuracy of such
forward-looking data.

                                       41
<PAGE>

SUPPLEMENTAL DISCLOSURE OF FUNDS FROM OPERATIONS

The Company believes that funds from operations provides an additional indicator
of the financial performance of the Company.  Funds from operations is defined
by the National Association of Real Estate Investment Trusts ("NAREIT") to mean
net income (loss) determined in accordance with generally accepted accounting
principles ("GAAP") excluding gains (or losses) from debt restructuring and
sales of property, plus depreciation and amortization, and after adjustments for
unconsolidated partnerships and joint ventures.  Adjustments for unconsolidated
partnerships and joint ventures will be calculated to reflect funds from
operations on the same basis.  The Company computes funds from operations under
the current NAREIT definition by subtracting from net income the dividends to
preferred shareholders before making an adjustment for the non-cash items
described above.  Funds from operations is influenced not only by the operations
of the properties, but also by the capital structure of the Company.
Accordingly, management expects that funds from operations will be one of the
factors considered by the Board of Directors in determining the amount of cash
dividends the Company will pay to its shareholders.  Funds from operations does
not represent cash flow from operating, investing and financing activities as
defined by GAAP, which are discussed under "Liquidity and Capital Resources"
above.  Additionally, funds from operations does not measure whether cash flow
is sufficient to fund all cash flow needs, including principal amortization,
capital expenditures and dividends to shareholders, and should not be considered
as an alternative to net income for purposes of evaluating the Company's
operating performance or as an alternative to cash flow, as defined by GAAP, as
a measure of liquidity.  Funds from operations presented herein under the NAREIT
guidelines is not necessarily comparable to funds from operations presented by
other real estate companies due to the fact that not all real estate companies
use the same definition.  However, the Company's funds from operations is
comparable to the funds from operations of real estate companies that use the
current NAREIT definition.

The Company's calculation of funds from operations follows the guidelines issued
by NAREIT, including the recognition of rental income on the "straight-line"
basis consistent with its treatment in the Company's statement of operations
under GAAP.  The "straight-line" rental adjustment increased rental revenues by
$680,000 and $475,000 in 1997 and 1996, respectively, and decreased rental
revenue by $19,000 in 1995.  In accordance with the NAREIT guidelines, the
Company excludes gains or losses on sales of operating (previously depreciated)
real estate assets in calculating funds from operations, but includes gains or
losses on sales of undepreciated assets (land) that are of a recurring nature.
Pre-tax gains on land sales are included in funds from operations in the amount
of $636,000, $67,000 and $125,000 in 1997, 1996, and 1995, respectively.

                                       42
<PAGE>

In 1997, funds from operations available to common shareholders increased
$14,877,000 or 62.9% to $38,517,000 compared to funds from operations of
$23,640,000 in 1996.  Funds from operations for 1997, 1996 and 1995, are
detailed below (in thousands):
<TABLE>
<CAPTION>

                                                     1997        1996      1995
----------------------------------------------------------------------------------------
<S>                                                   <C>       <C>          <C>
Net income available to common
 shareholders                                        $20,255   $12,745    $ 8,426
Minority interests                                     6,219     3,064      2,681
Depreciation and amortization                         24,144    13,474      8,177
Depreciation and amortization --
 unconsolidated entities                                  10        40         23
Gain on sale of operating real estate
 property                                               (209)       --         --
Gain on sale of operating real estate
 property -- unconsolidated entities                     (76)       --         --
----------------------------------------------------------------------------------------
Funds from operations available to
 common shareholders -- Common
 Units fully converted                               $50,343   $29,323    $19,307
Percentage attributable to common
 shareholders/(a)/                                      76.5%     80.6%      75.9%
----------------------------------------------------------------------------------------
Funds from operations available to
 common shareholders                                 $38,517   $23,640    $14,662
----------------------------------------------------------------------------------------
Weighted average common shares
 Basic                                                16,357    11,512      8,171
 Diluted/(b)/                                         21,580    14,386     10,832
----------------------------------------------------------------------------------------
</TABLE>

(a) Represents the Company's ownership percentage of the Operating Partnership
    (see Note 1 of the consolidated financial statements).

(b) Represents the weighted average shares of common stock outstanding plus the
    weighted average Common Units of limited partnership interest in the
    Operating Partnership outstanding (Common Units are convertible into common
    stock on a one-for-one basis) and the dilutive effect of outstanding stock
    options. Weighted average Common Units outstanding totaled 5,023,000,
    2,768,000 and 2,589,000 in 1997, 1996, and 1995, respectively. Common stock
    equivalents related to outstanding stock options totaled 200,000, 106,000
    and 72,000 in 1997, 1996, and 1995, respectively (see Note 1 of the
    consolidated financial statements).

                                       43
<PAGE>

SUPPLEMENTAL INFORMATION ON CAPITAL EXPENDITURES AND LEASING COSTS
The following table details the Company's capital expenditures and leasing costs
for 1997, 1996, and 1995 (in thousands):
<TABLE>
<CAPTION>

                                                                            1997      1996      1995
<S>                                                                       <C>       <C>       <C>
------------------------------------------------------------------------------------------------------
Building acquisitions/(1)(2)/                                             $129,884  $201,660  $110,141
Development and land acquisition activity/(3)(4)/                          137,815    70,476    42,835
Non-revenue-producing building improvements                                  1,059       543       331
Revenue-producing building improvements/(5)/                                    --        --     3,520
Tenant improvement and leasing costs on
  second-generation leases/(6)/                                              4,541     2,995     2,597
------------------------------------------------------------------------------------------------------
                                                                          $273,299  $275,674  $159,424
------------------------------------------------------------------------------------------------------
</TABLE>
(1)  Building acquisitions in 1997 included two buildings acquired while still
     under development.  These buildings were not stabilized as of December 31,
     1997.
(2)  Reflects aggregate acquisition costs including the settlement of real
     estate loans of $7,376,000, the assumption of indebtedness of $64,869,000,
     the issuance of $31,598,000 of Common Units and other acquisition related
     payables, net of receivables, of $756,000 in 1997; including the assumption
     of mortgage notes payable of $104,628,000, the issuance of $48,085,000 of
     Common Units, the issuance of $7,124,000 of common stock and other
     acquisition related payables, net of receivables, of $906,000 in 1996; and
     including the assumption of mortgage notes payable of $39,511,000 and the
     application of notes receivable and deposits of $3,540,000 in 1995 (see
     Note 14 to the consolidated financial statements).
(3)  Includes first-generation leasing costs on development properties totaling
     $3,774,000, $1,287,000 and $1,292,000 in 1997, 1996, and 1995,
     respectively.
(4)  Reflects aggregate development and leasing costs, exclusive of the decrease
     in construction payables of $776,000 and $743,000 in 1997 and 1996,
     respectively, and the increase in construction payables of $52,000 in 1995.
(5)  In 1995, revenue-producing building improvements included $520,000 in
     building improvements to convert a 94,677 square foot single-tenant office
     building to a multi-tenant facility. By dividing the space for lease to a
     number of tenants, rather than leasing the entire building to a single
     tenant, the Company believes it has achieved higher rents and has
     substantially reduced its rollover risk and potential loss due to vacancy.
     Also in 1995, the Company invested approximately $3,000,000 in building
     improvements to convert a 249,200 square foot bulk warehouse building to a
     manufacturing facility. The new tenant also invested a similar amount in
     improvements to the building. Management believes that this combined
     investment has enhanced the value of the building and that the Company has
     achieved higher rent as a result of the renovation and conversion of this
     building.
(6)  Includes second-generation leasing costs totaling $2,073,000, $1,331,000
     and $1,159,000 in 1997, 1996, and 1995, respectively.
RECENT ACCOUNTING PRONOUNCEMENTS

In February 1997, Statement of Financial Accounting Standards ("SFAS") 128,
"Earnings per Share," was issued prescribing a new method for computing earnings
per share, which superseded Accounting Principles Board Opinion 15, "Earnings
per Share," the prior accounting literature utilized in computing earnings per
share under generally accepted accounting principles.  SFAS 128 became effective
for the Company during the fourth quarter and year ended December 31, 1997.
Under SFAS 128, the Company has presented both basic and diluted earnings per
share in its consolidated financial statements and, as required under SFAS 128,
all prior period earnings per share data was restated.  The impact of SFAS 128
on the Company's consolidated earnings per share amounts and additional
disclosures required by SFAS 128 for 1997, 1996 and 1995 are discussed in Note 8
to the consolidated financial statements.

In June 1997, SFAS 130, "Reporting Comprehensive Income," was issued
establishing new standards for the reporting and display of comprehensive income
and its components in a full set of financial statements.  SFAS 130 will be
effective for the Company beginning with the fourth quarter and year ended
December 31, 1998.  The implementation of SFAS 130 is not expected to have a
material impact on the Company's financial statement presentation.

                                       44
<PAGE>

In June 1997, SFAS 131, "Disclosures About Segments of an Enterprise and Related
Information," was issued prescribing new guidelines for the reporting of segment
data.  SFAS 131 will apply to all public, for-profit companies and will be
effective for the Company beginning with the fourth quarter and year ended
December 31, 1998.  The Company was not subject to segment reporting under prior
accounting standards, but will be required to provide certain segment
disclosures under SFAS 131.  The Company has not yet determined the specific
nature and magnitude of the disclosures requried by SFAS 131.

IMPACT OF INFLATION

In the last three years, inflation has not had a significant impact on the
Company because of the relatively low inflation rate.  Substantially all tenant
leases do, however, contain provisions designed to protect the Company from the
impact of inflation.  Most of the Company's leases require the tenants to pay a
share of operating expenses, including common area maintenance, real estate
taxes and insurance, thereby reducing the Company's exposure to increases in
costs and operating expenses resulting from inflation.  In addition, many of the
leases are for terms of less than seven years which may enable the Company to
replace existing leases with new leases at higher base rentals if rents under
the existing leases are below the then-existing market rate.  However, there can
be no assurance that the Company would be able to replace existing leases with
new leases at higher base rentals.

OTHER MATTERS

The Company is currently assessing the potential impact of the year 2000 on the
processing of date-sensitive information by the Company's hardware and software
information systems.  The year 2000 issue is the result of many computer
programs recognizing a date ending with "00" as the year 1900 rather than the
year 2000, causing potential system failures or miscalculations which could
result in disruptions of normal business operations.  The Company's primary
financial and operating systems are supplied by third-party suppliers.  Based on
communications with third-party suppliers, evaluations of third-party systems
and internal assessments of in-house information systems, the costs of
addressing potential year 2000 issues are not expected to have a material
adverse impact on the Company's financial position, results of operations or
cash flows in future periods.  In fact, most of the Company's software systems
are either currently year 2000 compliant or will be compliant well in advance of
January 1, 2000.  However, such conclusions are based upon communications,
evaluations and assessments to date and if future negative events occur which
can not be resolved in a timely manner, it could result in material financial
risk to the Company.  The Company plans to allocate the time and resources
necessary to timely resolve any significant year 2000 issues.

                                       45
<PAGE>

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The consolidated financial statements of the Registrant and supplementary data
are detailed under Item 14(a) and filed as part of this report on the pages
indicated.

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE

None.

                                    PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The sections under the heading "Election of Directors" entitled "Nominees for
Election -- Terms Expiring in 2001," "Incumbent Directors -- Terms Expiring in
2000," "Incumbent Directors -- Terms Expiring in 1999" and "Section 16(a)
Beneficial Ownership Reporting Compliance" of the Registrant's Proxy Statement
for the 1998 Annual Meeting of Shareholders to be held May 20, 1998 (the "Proxy
Statement") are incorporated herein by reference for information regarding
Directors of the Registrant. See Item X in Part I hereof for information
regarding executive officers of the Registrant.

ITEM 11.  EXECUTIVE COMPENSATION

The section under the heading "Election of Directors" entitled "Compensation of
Directors" of the Proxy Statement and the sections under the heading entitled
"Executive Compensation" of the Proxy Statement are incorporated herein by
reference.

                                       46
<PAGE>

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
          OWNERS AND MANAGEMENT

The following table sets forth information concerning the beneficial ownership
of shares of Common Stock of the Company as of February 28, 1998 for (i)
directors of the Company, (ii) the Chief Executive Officer and each of the four
other most highly compensated executive officers of the Company (collectively,
the "Named Executive Officers"), (iii) the directors and executive officers of
the Company as a group and (iv) each person known to the Company who is, or may
be deemed to be, the beneficial owner of more than 5% of the Company's common
stock.  The number of shares represents the number of shares of common stock the
person holds plus the number of shares into which Common Units in the Operating
Partnership held by the person are exchangeable (if the Company elects to issue
shares rather than pay cash upon such exchange).  Units are exchangeable for
common stock or cash, at the option of the Company.  The right to exchange Units
for shares of common stock or cash (the "Exchange Rights") may be exercised by
the holders of Units (other than John W. Nelley, Jr. and Harold S. Lichtin and
certain entities controlled by them) from time to time, in whole or in part.

The Exchange Rights may be exercised by John W. Nelley, Jr., and certain
entities controlled by him, with respect to Units beneficially owned by him
through such entities, from time to time, in whole or in part, after November 1,
1999.  The Exchange Rights may be exercised by Harold S. Lichtin and certain
entities that he controls from time to time, in whole or in part, subject to the
limitation that the Exchange Rights may not be exercised prior to the later of
one year from the date of issuance, as defined, or the date on which either a
registration statement under the Securities Act of 1933, as amended (the
"Securities Act"), relating to the shares of common stock issuable upon exercise
of such Exchange Rights becomes effective or, in the opinion of counsel, such
shares of common stock may be issued without registration, provided that in no
event may such Exchange Rights be exercised prior to December 31, 1999.

                                       47
<PAGE>

<TABLE>
<CAPTION>
                                                       Beneficial Ownership Assuming                  Beneficial Ownership Assuming
                                                           No  Exchange of Units                            Exchange of Units
                                                             for Common Stock                                for Common Stock
                                                 --------------------------------------          -----------------------------------

                                                      Number of         % of Shares of                Number of      % of Shares of
Name and                                              Shares of          Common  Stock                Shares of       Common  Stock
Address of Beneficial Owner                       Common Stock/1/         Outstanding              Common Stock/1/     Outstanding
------------------------------------------------------------------------------------------------------------------------------------

<S>                                              <C>                    <C>                       <C>                <C>
LaSalle Advisors Capital                           1,843,250/(2)/             9.71%                1,843,250              7.21%
Management, Inc./ABKB/LaSalle
Securities Limited Partnership/(2)/
  200 East Randolph Drive
  Chicago, IL  60601

FMR Corp./(3)/                                      930,700/(3)/              4.90%                  930,700              3.64%
  82 Devonshire Street
  Boston, MA 02109
A. Ray Weeks, Jr./(4)/                              357,685/(5)(6)/           1.88%                1,790,590/(5)(6)/      6.98%
  Chairman, Chief Executive Officer
  and Director
Thomas D. Senkbeil/(4)/                             116,832/(6)/                  *                 212,899/(6)(7)(8)/        *
   Vice Chairman, Chief
   Investment Officer and Director
Forrest W. Robinson/(4)/                             87,460/(6)/                  *                159,587/(6)(7)(8)/         *
   President, Chief Operating Officer
   and Director
David P. Stockert/(4)/                               69,156/(6)/                  *                 69,156/(6)/               *
  Senior Vice President and
  Chief Financial Officer
Klay W. Simpson/(4)/                                 19,111/(6)/                  *                 23,221/(6)/               *
  Senior Vice President, Marketing
John W. Nelley, Jr./(4)/                            145,500/(6)(9)/               *              2,426,773/(6)(9)/        9.47%
  Managing Director and Director
Harold S. Lichtin/(4)/                              322,178/(6)(10)/          1.69%                946,476/(6)(10)/       3.69%
  Director
Barrington H. Branch/(4)/                            14,000/(11)/                 *                 14,000/(11)/              *
  Director
George D. Busbee/(4)/                                18,000/(11)/                 *                 18,000/(11)/              *
  Director
William Cavanaugh III/(4)/                            5,000/(11)/                 *                  5,000/(11)/              *
  Director
Charles R. Eitel/(4)/                                15,000/(11)/                 *                 15,000/(11)/              *
  Director
William O. McCoy/(4)/                                17,000/(11)/                 *                 17,000/(11)/              *
  Director
All executives officers and directors             1,348,937/(12)/             6.90%              5,805,523/(12)/         22.22%
  as a group (20 persons)
</TABLE>
*    Represents less than 1% of the Company's outstanding common stock.
(1)  Except as otherwise indicated, each of the parties listed has sole voting
     and investment power over the shares owned.
(2)  According to a Schedule 13G, dated February 13, 1998, filed on behalf of
     LaSalle Advisors Capital Management, Inc.  ("LaSalle") and ABKB/LaSalle
     Securities Limited Partnership ("ABKB"), registered investment advisory
     companies, each entity represents the following beneficial ownership,
     voting rights and stock disposition powers with respect to the Company's
     Common Stock.  LaSalle claims beneficial ownership of 731,250 shares or
     3.85% of the Company's Common Stock, the sole power to vote or to direct
     the vote and sole power to dispose or to direct the disposition of 411,550
     shares, shared power to dispose or to direct the disposition of 319, 700
     shares and disclaims sole or shared voting power of 319,700 shares of
     Common Stock.  ABKB claims beneficial ownership of 1,112,00 shares of 5.86%
     of the Company's Common Stock, the sole power to vote or to direct the vote
     and sole power to dispose or to direct the disposition of 277,500 shares,
     shared power to vote or to direct the vote of 790,775 shares, shared power
     to dispose or to direct the disposition of 834,500 shares and disclaims
     sole or shared voting power to 43,725 shares of common stock.

                                       48
<PAGE>

(3)  According to a Schedule 13G, dated February 14, 1998, filed on behalf of
     FMR Corp., a parent holding company, Edward C. Johnson 3d, as Chairman and
     a significant shareholder of FMR Corp., and Abigail P. Johnson, as
     significant shareholder of FMR Corp., may also be deemed beneficial owners
     of said shares by virtue of their relationships to FMR Corp., and the
     companies discussed herein.  FMR Corp. through a wholly owned investment
     advisory company, Fidelity Management & Research Company ("Fidelity"), has
     sole power to dispose of 727,000 shares of the Company's Common Stock owned
     by Fidelity funds ("Funds") for which it serves as an advisor.  Neither FMR
     Corp. nor Edward C. Johnson 3d has the sole power to vote or direct the
     voting of 727,000 shares as such power resides with each Fidelity Funds'
     Board of Trustees.  FMR Corp., through a wholly owned subsidiary bank,
     Fidelity Management Trust Company, has sole power to dispose or direct the
     disposition of 203,700 shares, the sole power to vote or direct the vote of
     188,000 shares and disclaims the power to vote or to direct the vote of
     15,700 shares in its capacity as investment manager of the bank's
     institutional accounts.  The Company understands that as of February 28,
     1998, FMR Corp. is the beneficial owner of more than the 930,700 shares of
     the Company's Common Stock shown above, although the Company has no
     information as to the specific number of shares beneficially owned on that
     date.
(4)  Beneficial owner's address is 4497 Park Drive, Norcross, GA  30093.
(5)  Includes 31,810 shares of common stock held by a foundation of which Mr.
     Weeks is a director and 3,000 shares of Common Stock held by a family trust
     of which Mr. Weeks is a trustee.  Also, includes 3,467 shares of Common
     Stock and 400,155 Units held by trusts of which Mr. Weeks is co-trustee and
     a 20% beneficiary, and 255,623 Units held by corporations that Mr. Weeks
     controls, including Units held by those corporations discussed in notes (7)
     and (8) below, and 163,048 Units held by Mr. Weeks' spouse.  Mr. Weeks
     disclaims beneficial ownership of 34,810 shares of Common Stock held by the
     foundation and  family trust discussed herein.
(6)  Includes 76,667, 61,667, 61,667, 54,833, 17,667 and 40,000 shares issuable
     to Mr. Weeks, Mr. Senkbeil, Mr. Robinson, Mr. Stockert, Mr. Simpson, Mr.
     Nelley and Mr. Lichtin, respectively, upon exercise of stock options which
     are currently exercisable or exercisable within 60 days, but does not
     include 23,333, 13,333, 13,333, 11,667 and 5,333 shares issuable to Mr.
     Weeks, Mr. Senkbeil, Mr. Robinson, Mr. Stockert and Mr. Simpson,
     respectively, upon exercise of stock options which are not exercisable
     within 60 days.
(7)  Includes 42,993 Units held by a corporation which is owned 60%, 30% and
     10%, respectively, by Mr. Weeks, Mr. Senkbeil and Mr. Robinson.
(8)  Includes 257 Units held by a corporation which is owned 75%, 20% and 5%,
     respectively, by Mr. Weeks, Mr. Senkbeil and Mr. Robinson.
(9)  Includes 100,000 shares of Common Stock and 2,281,273 Units held by a
     partnership of which Mr. Nelley is a general partner.  Mr. Nelley disclaims
     beneficial ownership of 78,437 of such shares of Common Stock and 1,789,358
     of such Units.
(10) Includes 282,178 shares of Common Stock and 134,673 Units held by entities
     which Harold S. Lichtin controls and 153 Units held by Mr. Lichtin's
     spouse.
(11) Includes 13,000, 13,000, 4,000, 12,600 and 13,000 shares issuable to Mr.
     Branch, Mr. Busbee, Mr. Cavanaugh, Mr. Eitel and Mr. McCoy, respectively,
     upon the exercise of stock options which are currently exercisable or
     exercisable within 60 days.
(12) Includes 546,435 shares issuable upon the exercise of stock options which
     are currently exercisable or exercisable within 60 days, but does not
     include 122,665 shares issuable upon exercise of stock options which are
     not exercisable within 60 days.

                                       49
<PAGE>

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The sections under the heading titled "Certain Transactions" of the Proxy
Statement are incorporated herein by reference.


                                    PART IV

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULE AND REPORTS ON FORM 8-K

(A)1.   Financial Statements

        The following Consolidated Financial Statements of the Company together
        with the applicable Report of Independent Public Accountants, are listed
        below:

        WEEKS CORPORATION AND SUBSIDIARIES                           PAGE NUMBER
<TABLE>
<CAPTION>

        <S>                                                               <C>
        Report of Independent Public Accountants on Financial
          Statements and Schedule.......................................  F-1
        Consolidated Balance Sheets of the Company
          at December 31, 1997 and 1996.................................  F-2
        Consolidated Statements of Operations of the Company
          for the years ended December 31, 1997, 1996 and 1995..........  F-3
        Consolidated Statements of Shareholders' Equity of the Company
          for the years ended December 31, 1997, 1996 and 1995..........  F-4
        Consolidated Statements of Cash Flows of the Company
          for the years ended December 31, 1997, 1996 and 1995..........  F-5
        Notes to Consolidated Financial Statements......................  F-6
</TABLE>

   2.   Financial Statement Schedule

        Schedule III - Real Estate Assets
          and Accumulated Depreciation.........................  S-1 to S-11

   3.   Exhibits

        Certain of the exhibits required by item 601 of Regulation S-K have been
        filed with previous reports by the Registrant and are herein
        incorporated by reference thereto.

                                       50
<PAGE>

Exhibit No.  Description
--------------------------------------------------------------------------------
2.1**        Agreement of Merger by and between NWI Warehouse Group, LLC and
             Weeks Realty, L.P., dated November 1, 1996.
2.2**        Contribution Agreement for Development Properties between Weeks
             Realty, L.P., and NWI Warehouse Group, L.P., dated November 1,
             1996.
2.3**        Contribution Agreement for Aspen Grove Land between Weeks Realty,
             L.P., and NWI Warehouse Group, L.P., dated November 1, 1996.
2.4**        Contribution Agreement for I-440 Land between Weeks Realty, L.P.,
             and NWI Warehouse Group, L.P., dated November 1, 1996.
2.5**        Contribution Agreement for NWI Operating Business by and between
             Weeks Realty, L.P. and NWI Warehouse Group, L.P., dated
             November 1, 1996.
2.6**        Contribution Agreement for Buckley Operating Business by and
             between Weeks Realty, L.P. and Buckley & Company Real Estate,
             Inc., dated November 1, 1996.
2.7**        Contribution Agreement for Briley Land between Weeks Realty, L.P.
             and NWI Warehouse Group, L.P., dated November 1, 1996.
2.8***       Contribution Agreement by and between Harold S. Lichtin and Weeks
             Realty, L.P., dated December 31, 1996.
2.9***       Agreement and Plan of Merger by and among Lichtin Properties,
             Inc., Harold S. Lichtin and Weeks Corporation, dated December 31,
             1996.
2.10***      Contribution Agreement for Northern Telecom Properties, among the
             Contributors identified therein (the "Contributors") and Weeks
             Realty, L.P. doing business as Weeks Realty Limited Partnership,
             dated December 31, 1996.
2.11***      Contribution Agreement (Perimeter Park West Land) among Harold S.
             Lichtin, Marie Antoinette Robertson, and Perimeter Park West
             Associates, and Weeks Realty, L.P. doing business as Weeks Realty
             Limited Partnership, dated December 31, 1996.
2.12***      Contribution Agreement for Completed Properties Lichtin Portfolio
             among the Contributors and Weeks Realty, L.P. doing business as
             Weeks Realty Limited Partnership, dated December 31, 1996.
2.13***      Contribution Agreement for Development Properties and Regency
             Forrest Land among the Contributors and Weeks Realty, L.P. doing
             business as Weeks Realty Limited Partnership, dated December 31,
             1996.
2.14*****    Beacon Centre Contribution Agreement dated January 2, 1998 by and
             between Armando Codina, Codina West Dade Development Corporation,
             Codina Family Investments, Ltd., The Benenson Capital Company, Raha
             Associates, Inc., Laurence Tisch, Preston Tisch, Raha Associates
             II, Inc., Codina West Dade Development Corporation No.5, and Weeks
             Realty, L.P., and Weeks Corporation.
3.1****      Amended and Restated Articles of Incorporation of the Company.
3.2+++       Articles of Amendment of the Registrant's Restated Articles of
             Incorporation.
3.3+++       Articles of Amendment of the Registrant's Restated Articles of
             Incorporation.
3.4***       Third Amended and Restated Bylaws of Weeks Corporation.
4.1*         Specimen certificate of Common Stock.
4.2++++      Specimen certificate of Preferred Stock.
10.1****     First Amended and Restated Agreement of Limited Partnership
             dated August 24, 1994 of Weeks Realty L.P.

                                       51
<PAGE>

10.2****     Registration Rights and Lock-Up Agreement dated August 24, 1994
             among the Company and the persons named therein.
10.3****     Incentive Stock Plan.
10.4****     Employment Agreements between the Company and A. Ray Weeks, Jr.,
             Thomas D. Senkbeil and Forrest W. Robinson, respectively.
10.5****     Employment Agreements between Weeks Realty L.P. and A. Ray Weeks,
             Jr., Thomas D. Senkbeil and Forrest W. Robinson, respectively.
10.6****     Employment Agreements between Weeks Realty Services, Inc. and
             A. Ray Weeks, Jr., Thomas D. Senkbeil and Forrest W. Robinson,
             respectively.
10.7****     Employment Agreements between Weeks Construction Services, Inc. and
             A. Ray Weeks, Jr. and Forrest W. Robinson, respectively.
10.8****     Noncompetition Agreements among the Company, Weeks Realty, L.P.,
             Weeks Realty Services, Inc., Weeks Construction Services, Inc. and
             each of A. Ray Weeks, Jr., Thomas D. Senkbeil and Forrest W.
             Robinson.
10.9*        Form of Officers and directors Indemnification Agreement.
10.10+       Credit Agreement dated September 25, 1996, by and among Wachovia
             Bank of Georgia, N.A., as agent bank for Wachovia Bank of Georgia,
             N.A., First Union National Bank of Georgia, Commerzbank A.G. and
             Mellon Bank, N.A. as lenders, Weeks Realty, L.P., Weeks
             Construction Services, Inc., Weeks Realty Services, Inc., Weeks
             Development Partnership and Weeks Financing Limited Partnership, as
             borrowers, and Weeks Corporation and Weeks Realty, L.P., as
             guarantors.
10.11++      Park North Purchase and Sale Agreement between Copley Properties
             Inc., Parknorth Associates, Parknorth Associates II, Parknorth
             Associates III and Weeks Realty, L.P., dated March 28, 1995.
10.12#       Purchase and Sale Agreement by and among North Meadow Associates
             Joint Venture, ASC North Fulton Associates Joint Venture and Weeks
             Realty, L.P., dated July 7, 1995.
10.13##      Employment Agreement between Weeks Corporation and David P.
             Stockert, dated June 26, 1995.
10.14##      Noncompetition Agreement between Weeks Corporation, Weeks Realty,
             L.P., Weeks Realty Services, Inc. and Weeks Construction Services,
             Inc. and David P. Stockert, dated June 26, 1995.
10.15##      Agreement of Purchase and Sale between Premprop-Northwoods 6
             Partnership, Premprop-Northwoods 18-22 Partnership, and Premprop-
             Northwoods 23 Partnership and Weeks Realty, L.P. dated November 6,
             1995. The Exhibits and Schedules to this Agreement are listed in,
             but not filed with, this exhibit. Such Exhibits and Schedules have
             been omitted for purposes of this filing, but will be furnished to
             the Commission supplementary upon request.
10.16###     Real Estate Purchase and Sale Agreement by and between Principal
             Mutual Life Insurance Company and Weeks Realty, L.P., dated May 28,
             1996.
10.17###     Amendment to Weeks Corporation Incentive Stock Plan, dated May 21,
             1996.
10.18**      Employment Agreement by and between John W. Nelley, Jr. and Weeks
             Corporation, dated November 1, 1996.

                                       52
<PAGE>

10.19**      Employment Agreement by and between Albert W. Buckley, Jr. and
             Weeks Corporation, dated November 1, 1996.
10.20**      Noncompetition Agreement by and among NWI Warehouse Group, L.P.,
             Weeks Corporation, Weeks Realty, L.P., Weeks Realty Services,
             Inc., Weeks Construction Services, Inc., Weeks GP Holdings, Inc.,
             Weeks LP Holdings, Inc., and their respective successors, dated
             November 1, 1996.
10.21**      Noncompetition Agreement by and among John W. Nelley, Jr., Weeks
             Corporation, Weeks Realty, L.P., Weeks Realty Services, Inc., Weeks
             Construction Services, Inc., Weeks GP Holdings, Inc., Weeks LP
             Holdings, Inc., and any other entity under the common control of
             Weeks Corporation, and their respective successors, dated
             November 1, 1996.
10.22**      Noncompetition Agreement by and among Albert W. Buckley, Jr., Weeks
             Corporation, Weeks Realty, L.P., Weeks Realty Services, Inc.,
             Weeks Construction Services, Inc., Weeks GP Holdings, Inc., Weeks
             LP Holdings, Inc., and any other entity under the common control of
             Weeks Corporation, and their respective successors, dated
             November 1, 1996.
10.23**      Indemnification Agreement by and between Weeks Corporation and John
             W. Nelley, Jr., dated November 1, 1996.
10.24**      Registration Rights and Lock-Up Agreement by and among Weeks
             Corporation, NWI Warehouse Group, L.P., Buckley & Company Real
             Estate, Inc., John W. Nelley, Jr., and Albert W. Buckley, Jr.,
             dated November 1, 1996.
10.25**      Registration Rights Agreement for Post-March 31, 1998 Shares and
             Units, by and among Weeks Corporation, NWI Warehouse Group, L.P.,
             and Buckley & Company Real Estate, Inc., dated November 1, 1996.
10.26**      Second Amended and Restated Agreement of Limited Partnership of
             Weeks Realty, L.P., dated October 30, 1996.
10.27**      First Amendment to the Second Amended and Restated Agreement of
             Limited Partnership of Weeks Realty, L.P. by and among NWI
             Warehouse Group, L.P., Buckley & Company Real Estate, Inc. and
             Weeks GP Holdings, Inc., dated November 1, 1996.
10.28***     Registration Rights and Lock-Up Agreement by and among Weeks
             Corporation and Harold S. Lichtin, Noel A. Lichtin, Marie A.
             Robertson, Amy R. Ehrman, Roland G. Robertson and Perimeter Park
             West Associates Limited Partnership, dated December 31, 1996.
10.29***     Registration Rights and Lock-Up Agreement for Post-June 30, 1998
             Units by and among Weeks Corporation and Harold S. Lichtin, Noel A.
             Lichtin, Marie A. Robertson, Amy R. Ehrman, Roland G. Robertson and
             Perimeter Park West Associates Limited Partnership, dated December
             31, 1996.
10.30        Consulting Agreement by and between Harold S. Lichtin and Weeks
             Corporation, dated December 30, 1997, effective October 1, 1997.
10.31***     Noncompetition Agreement by and between Harold S. Lichtin, Weeks
             Corporation, Weeks Realty, L.P., Weeks Realty Services, Inc., Weeks
             Construction Services, Inc., Weeks GP Holdings, Inc., Weeks LP
             Holdings, Inc., and any other entity under the common control of
             Weeks Corporation, and their respective successors, dated December
             31, 1996.

                                       53
<PAGE>

10.32***     Indemnification Agreement by and between Weeks Corporation and
             Harold S. Lichtin, dated December 31, 1996.
10.33***     Second Amendment to the Second Amended and Restated Agreement of
             Limited Partnership of Weeks Realty, L.P. by and among Harold S.
             Lichtin, Noel A. Lichtin, Marie Antoinette Robertson, Amy R.
             Ehrman, Roland G. Robertson and Perimeter Park West Associates
             Limited Partnership, Weeks GP Holdings, Inc. and Weeks Corporation,
             dated December 31, 1996.
10.34++      First Amendment to Credit Agreement dated September 1, 1997 by and
             among Wachovia Bank of Georgia, N.A., as agent bank for Wachovia
             Bank of Georgia, N.A., First Union National Bank of Georgia,
             Commerzbank A.G. and Mellon Bank, as lenders, Weeks Realty, L.P.,
             Weeks Construction Services, Inc., Weeks Realty Services, Inc.,
             Weeks Development Partnership and Weeks Financing Limited
             Partnership, as borrowers, and Weeks Corporation, Weeks GP
             Holdings, Inc., Weeks LP Holdings, Inc., and Week Realty, L.P., as
             guarantors.
10.35+++++   Third Amendment to Second Amended and Restated Agreement of Limited
             Partnership of Weeks Realty, L.P., dated January 31, 1997.
10.36        Fourth Amendment to Second Amended and Restated Agreement of
             Limited Partnership of Weeks Realty, L.P., dated August 1, 1997.
10.37++++    Fifth Amendment to Second Amended and Restated Agreement of Limited
             Partnership of Weeks Realty, L.P., dated October 7, 1997.
10.38        Sixth Amendment to Second Amended and Restated Agreement of Limited
             Partnership of Weeks Realty, L.P., dated October 27, 1997.
10.39        Seventh Amendment to Second Amended and Restated Agreement of
             Limited Partnership of Weeks Realty, L.P., dated December 30, 1997,
             but effective as of August 1, 1997.
10.40        Settlement Agreement and Mutual Release by and among Weeks
             Corporation, the affiliates and related companies of Weeks
             Corporation identified therein, and Harold S. Lichtin, dated
             December 30, 1997, effective October 1, 1997.
10.41*****   Eighth Amendment to the Second Amended and Restated Agreement of
             Limited Partnership of Weeks Realty, L.P. dated January 9, 1998.
10.42*****   Registration Rights Agreement dated January 9, 1998 by and among
             Weeks Corporation and The Benenson Capital Company, Raha
             Associates, Inc., Laurence Tisch and Preston Tisch.
10.43*****   Registration Rights and Lock-Up Agreement dated January 9, 1998 by
             and among Weeks Corporation and Armando Codina, Codina Family
             Investments, Ltd., and Codina West Dade Development Corporation.
10.44#####   Securities Purchase Agreement among Codina Group, Inc., Armando
             Codina, St. Joe Corporation and Weeks Realty Services, Inc., dated
             as of February 24, 1998.
10.45#####   Shareholders' Agreement among Codina Group Inc., Armando Codina,
             St. Joe Corporation and Weeks Realty Services, Inc., dated as of
             February 24, 1998.
11.1         Computation of earnings per share.
21.1         List of subsidiaries of the Registrant.
23.1         Consent of Arthur Andersen LLP regarding the Company's Form S-3,
             file No. 33-96534, Form S-3, file No. 333-1106, Form S-8, file
             No. 333-1108, Form S-8, file No. 333-18305, Form S-3, file
             No. 333-42821, and Form S-3, filed No. 333-32755.
27.1         Financial Data Schedule for the year ended December 31, 1997.
27.2         Financial Data Schedule for the year ended December 31, 1996 as
             restated for the implementation of SFAS 128.
27.3         Financial Data Schedule for the nine months ended September 30,
             1997 as restated for the implementation of SFAS 128.
27.4         Financial Data Schedule for the nine months ended September 30,
             1996 as restated for the implementation of SFAS 128.
27.5         Financial Data Schedule for the six months ended June 30, 1996 as
             restated for the implementation of SFAS 128.

*      Filed as an exhibit to the Registration Statement on Form S-11 (SEC File
       No. 33-80314) of the Company.
**     Filed as an exhibit to the Company's Current Report on Form 8-K dated
       November 1, 1996.

                                       54
<PAGE>

***    Filed as an exhibit to the Company's Current Report on Form  8-K dated
       December 31, 1996.
****   Filed as an exhibit to the Company's Annual Report on Form 10-K for
       the year ended December 31, 1994.
*****  Filed as an exhibit to the Company's Current Report on Form 8-K dated
       January 9, 1998.
#####  Filed as an exhibit to the Company's Current Report on Form 8-K dated
       March 17, 1998.
#      Filed as an exhibit to the Company's Current Report on Form 8-K dated
       August 31, 1995.
##     Filed as an exhibit to the Company's Annual Report on Form 10-K for the
       year ended December 31, 1995.
###    Filed as an exhibit to the Company's Current Report on Form 8-K dated
       August 9, 1996.
####   Filed as an exhibit to the Registration Statement on Form S-8 (SEC
       File No. 333-18305).
+      Filed as an exhibit to the Company's Quarterly Report on Form 10-Q for
       the quarterly period ended September 30, 1996.
++     Filed as an exhibit to the Company's Current Report on Form 8-K dated
       July 12, 1995.
++     Filed as an exhibit to the Company's Quarterly Report on Form 10-Q for
       the quarterly period ended September 30, 1997.
+++    Filed as an exhibit to the Registration Statement on Form S-3 (SEC File
       No. 333-42821) of the Company.
++++   Filed as an exhibit to the Company's Current Report on Form 8-K dated
       October 7, 1997.
+++++  Filed as an exhibit to the Company's Current Report on Form 8-K dated
       May 7, 1997.

(B)1.   Reports on Form 8-K

        Form 8-K dated October 3, 1997, and filed on October 6, 1997, reporting
        the acquisition of operating real estate properties from NWI and Lichtin
        in 1997.

        Form 8-K dated October 7, 1997, and filed on October 9, 1997, filing
        certain exhibits relating to the Company's Series A Preferred Stock
        offering in October 1997.


                                       55
<PAGE>

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.

                                    WEEKS CORPORATION
                                    (Registrant)

March 30, 1998                      /s/ A. R. Weeks, Jr.
                                    --------------------
                                     A. R. Weeks, Jr.
                                     Chairman of the Board, Chief Executive
                                     Officer and Director

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capabilities on the dates indicated:
<TABLE>
<CAPTION>
SIGNATURE                                 TITLE                   DATE
---------                                 -----                   ----
<S>                            <C>                           <C>
  /s/ A. R. Weeks, Jr.
-----------------------------  Chairman of the Board, Chief      March 30, 1998
  A. R. Weeks, Jr.             Executive Officer and Director

  /s/ Thomas D. Senkbeil
-----------------------------  Vice Chairman, Chief              March 30, 1998
  Thomas D. Senkbeil           Investment Officer and Director

  /s/ Forrest W. Robinson
-----------------------------  President, Chief Operating        March 30, 1998
  Forrest W. Robinson          Officer and Director

  /s/ David P. Stockert
-----------------------------  Senior Vice President and         March 30, 1998
  David P. Stockert            Chief Financial Officer

  /s/ John W. Nelley, Jr.
-----------------------------  Managing Director and             March 30, 1998
  John W. Nelley, Jr.          Director

  /s/ Arthur J. Quirk
-----------------------------  Vice President and Controller     March 30, 1998
  Arthur J. Quirk

  /s/ Barrington H. Branch     Director                          March 30, 1998
-----------------------------
  Barrington H. Branch

  /s/ George D. Busbee         Director                          March 30, 1998
-----------------------------
  George D. Busbee

  /s/ William Cavanaugh III    Director                          March 30, 1998
-----------------------------
  William Cavanaugh III

  /s/ Charles R. Eitel         Director                          March 30, 1998
-----------------------------
  Charles R. Eitel

  /s/ Harold S. Lichtin        Director                          March 30, 1998
-----------------------------
  Harold S. Lichtin

  /s/ William O. McCoy         Director                          March 30, 1998
-----------------------------
  William O. McCoy
</TABLE>

                                       56
<PAGE>

                   REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS


To Weeks Corporation:

We have audited the accompanying consolidated balance sheets of Weeks
Corporation and subsidiaries as of December 31, 1997 and 1996, and the related
consolidated statements of operations, shareholders' equity and cash flows for
each of the three years in the period ended December 31, 1997.  These financial
statements and the schedule referred to below are the responsibility of the
Company's management.  Our responsibility is to express an opinion on these
financial statements and schedule based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Weeks Corporation and
subsidiaries as of December 31, 1997 and 1996, and the results of their
operations and their cash flows for each of the three years in the period ended
December 31, 1997 in conformity with generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole.  The schedule listed in the index to
financial statements is presented for purposes of complying with the Securities
and Exchange Commission's rules and is not part of the basic financial
statements.  This schedule has been subjected to the auditing procedures applied
in the audits of the basic financial statements and, in our opinion, fairly
states in all material respects the financial data required to be set forth
therein in relation to the basic financial statements taken as a whole.




                                       /s/ Arthur Andersen LLP
                                       -----------------------------------------
                                       ARTHUR ANDERSEN LLP

Atlanta, Georgia
February 27, 1998

                                      F-1
<PAGE>

                               WEEKS CORPORATION
                          CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
                                                                   December 31
                                                  ----------------------------------------------------
(In thousands, except share data)                                  1997                      1996
------------------------------------------------------------------------------------------------------
<S>                                                              <C>                      <C>
ASSETS
Real estate assets
 Land                                                            $106,196                   $ 77,233
 Buildings and improvements                                       627,309                    450,002
 Accumulated depreciation                                         (61,548)                   (41,469)
------------------------------------------------------------------------------------------------------
  Operating real estate assets                                    671,957                    485,766
 Developments in progress                                         100,433                     56,571
 Land held for future development                                  22,562                      9,035
------------------------------------------------------------------------------------------------------
  Net real estate assets                                          794,952                    551,372
Real estate loans                                                  12,952                      9,455
Cash and cash equivalents                                           5,421                        260
Receivables                                                         7,031                      5,858
Deferred costs, net                                                13,087                     10,286
Investments in and notes receivable from
  unconsolidated entities                                          11,782                      7,760
Other assets                                                        7,136                      6,858
------------------------------------------------------------------------------------------------------
                                                                 $852,361                   $591,849
======================================================================================================
LIABILITIES AND SHAREHOLDERS' EQUITY
Mortgage notes payable                                           $192,595                   $197,575
Credit facility borrowings                                         82,920                     99,400
Accounts payable and accrued expenses                              14,578                      9,970
Other liabilities                                                   4,876                      2,963
------------------------------------------------------------------------------------------------------
  Total liabilities                                               294,969                    309,908
------------------------------------------------------------------------------------------------------
Minority interests in Operating Partnership                        98,344                     68,230
------------------------------------------------------------------------------------------------------
Commitments and contingencies
Shareholders' equity
 Preferred stock, at $25.00 liquidation preference,
  20,000,000 shares authorized, 6,000,000 of 8%
  series A cumulative redeemable shares issued and
  outstanding at December 31, 1997                                150,000                         --
 Common stock, $0.01 par value; 100,000,000 shares
  authorized; 17,703,992 and 14,048,593 shares issued
  and outstanding at December 31, 1997 and 1996, respectively         177                        140
 Additional paid-in capital                                       370,696                    267,634
 Deferred compensation                                               (895)                        --
 Accumulated deficit                                              (60,930)                   (54,063)
------------------------------------------------------------------------------------------------------
   Total shareholders' equity                                     459,048                    213,711
------------------------------------------------------------------------------------------------------
                                                                 $852,361                   $591,849
======================================================================================================
</TABLE>
The accompanying notes are an integral part of these balance sheets.

                                      F-2
<PAGE>

                               WEEKS CORPORATION
                     CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>

                                                                              Years Ended December 31
                                                                         --------------------------------
(In thousands, except per share data)                                           1997      1996      1995
---------------------------------------------------------------------------------------------------------
<S>                                                                           <C>       <C>       <C>
REVENUE
 Rental                                                                       $80,419   $48,162   $31,217
 Tenant reimbursements                                                         10,387     4,517     2,798
 Other                                                                          1,214     1,204     1,256
---------------------------------------------------------------------------------------------------------
                                                                               92,020    53,883    35,271
---------------------------------------------------------------------------------------------------------
EXPENSES
 Property operating and maintenance                                            11,278     6,025     3,899
 Real estate taxes                                                              7,210     4,725     2,997
 Depreciation and amortization                                                 24,144    13,474     8,177
 Interest                                                                      17,900    11,779     8,106
 Amortization of deferred financing costs                                         933       864       691
 General and administrative                                                     5,068     3,039     1,848
---------------------------------------------------------------------------------------------------------
                                                                               66,533    39,906    25,718
---------------------------------------------------------------------------------------------------------
INCOME BEFORE EQUITY IN EARNINGS OF UNCONSOLIDATED
 ENTITIES, INTEREST INCOME AND GAIN ON SALE OF
 REAL ESTATE PROPERTY                                                          25,487    13,977     9,553
 Equity in earnings of unconsolidated entities                                  1,989     1,340     1,220
 Interest income                                                                1,509       492       334
 Gain on sale of real estate property                                             209        --        --
---------------------------------------------------------------------------------------------------------
INCOME BEFORE MINORITY INTERESTS                                               29,194    15,809    11,107
 Minority interests                                                            (6,219)   (3,064)   (2,681)
---------------------------------------------------------------------------------------------------------
NET INCOME                                                                     22,975    12,745     8,426
 Dividends to preferred shareholders                                           (2,720)       --        --
---------------------------------------------------------------------------------------------------------
NET INCOME AVAILABLE TO COMMON SHAREHOLDERS                                   $20,255   $12,745   $ 8,426
---------------------------------------------------------------------------------------------------------
NET INCOME PER COMMON SHARE
 Basic                                                                          $1.24     $1.11     $1.03
 Diluted                                                                        $1.23     $1.10     $1.03
---------------------------------------------------------------------------------------------------------
WEIGHTED AVERAGE COMMON SHARES
 Basic                                                                         16,357    11,512     8,171
 Diluted                                                                       21,580    14,386    10,832
---------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
</TABLE>

                                      F-3
<PAGE>

                               WEEKS CORPORATION
                CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
<TABLE>
<CAPTION>

                                                                          Additional
                                                       Preferred  Common    Paid-in    Accumulated      Deferred
(In thousands, except per share amounts)                 Stock    Stock     Capital      Deficit      Compensation   Total
---------------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>        <C>     <C>          <C>           <C>            <C>
SHAREHOLDERS' EQUITY, DECEMBER 31, 1994                 $     --    $ 77    $118,494      $(45,101)   $       --   $ 73,470
 Common share offering, net of underwriting
  discount and offering costs of $4,825                       --      35      72,765            --            --     72,800
 Adjustments primarily for minority interest of
  Unitholders in Operating Partnership upon
  public share offering and upon conversions of
  Units into shares                                           --      --          --       (10,234)            --    (10,234)
 Dividends -- common shareholders ($1.50 per share)           --      --          --       (11,513)            --    (11,513)
 Net income                                                   --      --          --         8,426             --      8,426
----------------------------------------------------------------------------------------------------------------------------
SHAREHOLDERS' EQUITY, DECEMBER 31, 1995                       --     112     191,259       (58,422)            --    132,949
 Common share offering, net of underwriting
  discount and offering costs of $3,843                       --      26      68,506            --             --     68,532
 Acquisition consideration                                    --       2       7,122            --             --      7,124
 Exercise of stock options                                    --      --         706            --             --        706
 Dividend reinvestment plan                                   --      --          41            --             --         41
 Adjustments for minority interest of Unitholders
  in Operating Partnership upon issuance
  of additional shares and Units                              --      --          --         9,474             --      9,474
 Dividends -- common shareholders ($1.60 per share)           --      --          --       (17,860)            --    (17,860)
 Net income                                                   --      --          --        12,745             --     12,745
----------------------------------------------------------------------------------------------------------------------------
SHAREHOLDERS' EQUITY, DECEMBER 31, 1996                       --     140     267,634       (54,063)            --    213,711
 Series A cumulative redeemable preferred share
  offering, net of underwriting discount and
  offering costs of $5,375                               150,000      --      (5,375)           --             --    144,625
 Common share offering, net of underwriting
  discount and offering costs of $6,334                       --      36     106,532            --             --    106,568
 Exercise of stock options                                    --      --         649            --             --        649
 Dividend reinvestment plan                                   --      --          74            --             --         74
 Restricted stock issued to employees                         --       1       1,182            --         (1,183)        --
 Deferred compensation                                        --      --          --            --            288        288
 Adjustments for minority interest of Unitholders
  in Operating Partnership upon issuance of
  additional shares and Units                                 --      --          --           199             --        199
 Dividends -- series A preferred shareholders
  ($0.45 per share)                                           --      --          --        (2,720)            --     (2,720)
 Dividends -- common shareholders ($1.72 per share)           --      --          --       (27,321)            --    (27,321)
 Net income                                                   --      --          --        22,975             --     22,975
----------------------------------------------------------------------------------------------------------------------------
SHAREHOLDERS' EQUITY, DECEMBER 31, 1997                 $150,000    $177    $370,696      $(60,930)       $  (895)  $459,048
----------------------------------------------------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of these financial statements.

                                      F-4
<PAGE>

                               WEEKS CORPORATION
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>

                                                                                   Years Ended December 31
                                                                          ---------------------------------------
(In thousands)                                                                   1997        1996        1995
-----------------------------------------------------------------------------------------------------------------
<S>                                                                           <C>         <C>         <C>
OPERATING ACTIVITIES
 Net income                                                                   $  22,975   $  12,745   $   8,426
 Adjustments to reconcile net income to net cash
  provided by operating activities:
  Minority interests                                                              6,219       3,064       2,681
  Depreciation and amortization                                                  24,144      13,474       8,177
  Amortization of deferred financing costs                                          933         864         691
  Amortization of deferred compensation                                             288          --          --
  Straight-line rent revenue                                                       (680)       (475)         19
  Gain on sale of real estate property                                             (209)         --          --
 Net change in:
  Receivables                                                                    (1,151)       (184)       (734)
  Other assets                                                                   (1,970)     (1,427)     (1,015)
  Deferred costs                                                                 (5,847)     (2,618)     (2,451)
  Accounts payable and accrued expenses                                           2,482       1,366       2,078
  Other liabilities                                                               1,913       1,222         806
-----------------------------------------------------------------------------------------------------------------
  Net cash provided by operating activities                                      49,097      28,031      18,678
-----------------------------------------------------------------------------------------------------------------
INVESTING ACTIVITIES
 Property acquisition, development and construction                            (163,589)   (113,056)   (113,870)
 Real estate loans                                                              (19,173)     (8,146)     (1,309)
 Proceeds from sale of real estate property                                       2,484          --          --
 Collections on real estate loans,
  notes receivable and other                                                      9,208         879       2,302
 Notes receivable and deposits                                                       --          --      (4,540)
 Distributions from (investments in)
  unconsolidated entities                                                        (2,504)         --         290
-----------------------------------------------------------------------------------------------------------------
 Net cash used in investing activities                                         (173,574)   (120,323)   (117,127)
-----------------------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES
 Preferred share offering proceeds                                              150,000          --          --
 Common share offering proceeds                                                 112,902      72,375      77,625
 Underwriting discount and offering costs                                       (11,709)     (3,843)     (4,825)
 Proceeds from stock option exercises and
  dividend reinvestment plan                                                        723         747          --
 Line of credit proceeds (repayments), net                                      (16,480)     65,117      34,283
 Payments of mortgage and other notes payable                                   (69,849)    (20,075)     (3,650)
 Proceeds from mortgage notes payable                                                --          --       5,200
 Deferred financing costs                                                          (126)       (783)       (133)
 Dividends to shareholders                                                      (28,041)    (17,860)    (11,513)
 Distributions to minority interests                                             (7,782)     (4,108)     (3,890)
-----------------------------------------------------------------------------------------------------------------
 Net cash provided by financing activities                                      129,638      91,570      93,097
-----------------------------------------------------------------------------------------------------------------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                  5,161        (722)     (5,352)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                      260         982       6,334
-----------------------------------------------------------------------------------------------------------------
CASH AND CASH EQUIVALENTS, END OF PERIOD                                      $   5,421   $     260   $     982
-----------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
</TABLE>

                                      F-5
<PAGE>

                               WEEKS CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.  DESCRIPTION OF BUSINESS

   Weeks Corporation and its subsidiaries own, operate, develop, construct,
   acquire and manage primarily industrial and suburban office buildings in the
   southeast United States.  As used herein, the term "Company" includes Weeks
   Corporation and its subsidiaries, including Weeks Realty, L.P. (the
   "Operating Partnership"), unless the context indicates otherwise.  The
   Company, through its wholly owned subsidiaries, is the general partner and
   owns a majority interest in the Operating Partnership which, including the
   operations of its subsidiaries, conducts substantially all of the on-going
   operations of the Company.  The Company has elected to qualify and operate as
   a self-administered and self-managed real estate investment trust ("REIT")
   under the Internal Revenue Code of 1986, as amended (the "Code").  As a REIT,
   the Company will not generally be subject to corporate federal income taxes
   as long as it satisfies certain technical requirements of the Code relating
   to the composition of its income and assets, and the requirement to
   distribute 95% of its taxable income to its shareholders.

   As of December 31, 1997, the Company had outstanding 17,703,992 shares of
   common stock and owned the same number of units of common limited partnership
   interest ("Common Units") in the Operating Partnership representing a 75.9%
   ownership interest in the Operating Partnership.  Common Units held by
   persons other than the Company totaled 5,632,695 as of December 31, 1997, and
   represented a 24.1% minority interest in the Operating Partnership.  Common
   Units are convertible by their holders into shares of common stock on a one-
   for-one basis, or into cash, at the Company's option.  The Company's weighted
   average ownership interest in the Operating Partnership was 76.5% and 80.6%
   for the years ended December 31, 1997 and 1996, respectively.

   The Company conducts its third-party service businesses through two companies
   (the "Service Companies") and their subsidiaries: Weeks Realty Services, Inc.
   conducts third-party landscape, property management and leasing services, and
   Weeks Construction Services, Inc. conducts third-party construction services.
   The Company holds 100% of the nonvoting and 1% of the voting common stock of
   these Service Companies. The remaining voting common stock is held by three
   executive officers of the Company. The ownership of the common stock of the
   Service Companies entitles the Company to substantially all (99%) of the
   economic benefits from the results of the Service Companies' operations.

   As of December 31, 1997, the Company's in-service property portfolio
   consisted of 218 industrial properties, 21 suburban office properties and
   three retail properties comprising 17,015,000 square feet.  In-service
   properties exclude properties under development which are not yet stabilized
   and properties under agreement to acquire.  The Company's primary markets and
   the concentration of the Company's portfolio (based on square footage) of in-
   service properties are Atlanta, Georgia (70%), Nashville, Tennessee (12%),
   Raleigh-Durham-Chapel Hill, North Carolina (12%), Orlando, Florida (4%), and
   Spartanburg, South Carolina (2%).  In addition, 55 industrial, suburban
   office and retail properties were under development, in lease-up or under
   agreement to acquire at December 31, 1997, comprising an additional 6,210,000
   square feet.

                                      F-6
<PAGE>

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

   BASIS OF PRESENTATION

   The accompanying consolidated financial statements include the consolidated
   financial position of the Company and its subsidiaries at December 31, 1997
   and 1996, and their results of operations for each of the three years in the
   period ended December 31, 1997. The Service Companies and their subsidiaries
   are reflected in the accompanying consolidated financial statements on the
   equity method of accounting as discussed below. All significant intercompany
   balances and transactions have been eliminated in the consolidated financial
   statements.

   REAL ESTATE ASSETS

   Real estate assets are stated at depreciated cost. Major improvements and
   replacements are capitalized and depreciated over their estimated useful
   lives when they extend the useful life, increase capacity or improve
   efficiency of the related asset. All other repairs and maintenance are
   expensed as incurred.  Costs related to the acquisition, planning,
   development and construction of buildings and improvements, including
   interest, property taxes and insurance and allocated overhead costs incurred
   during the construction period, are capitalized.

   Depreciation is calculated using the straight-line method, generally over
   35 years, for buildings and improvements. Tenant improvements are capitalized
   and depreciated using the straight-line method over the term of the related
   lease.

   CASH AND CASH EQUIVALENTS

   Cash and cash equivalents include cash and highly liquid investments,
   consisting primarily of money market accounts, with original maturities of
   three months or less.

   REVENUE RECOGNITION

   Rental income from operating leases is recognized on a straight-line basis
   over the terms of the respective leases.  Straight-line rent receivables
   totaled $3,703,000 and $3,023,000 at December 31, 1997 and 1996,
   respectively.  Tenant reimbursements for property taxes and other recoverable
   expenses are recognized as revenues in the period the applicable expenses are
   incurred.  Revenues for development, construction, landscape, property
   management and leasing services provided by the Service Companies are
   recognized over the period during which the related services are rendered.

   The Company accounts for one lease as a direct financing lease.  Direct
   financing lease income totaled $754,000, $768,000 and $776,000 in 1997, 1996
   and 1995, respectively, and was included in other revenues in the
   accompanying consolidated statements of operations.  The net carrying value
   of the direct financing lease, included in other assets in the accompanying
   consolidated balance sheets, was $5,003,000 and $5,136,000 at December 31,
   1997 and 1996, respectively.

   DEFERRED COSTS

   Costs incurred to procure operating leases and in connection with financing
   arrangements are capitalized and amortized on a straight-line basis over the
   terms of the related lease or loan arrangements. Unamortized lease and
   financing costs are written off upon the early termination of the related
   lease or loan agreement.

   INVESTMENTS IN UNCONSOLIDATED ENTITIES

   The Company accounts for its investments in the Service Companies and their
   subsidiaries and other non-majority owned entities on the equity method of
   accounting.

                                      F-7
<PAGE>

   INTEREST RATE SWAP AGREEMENTS

   The Company uses interest rate swap and treasury rate guarantee hedge
   arrangements to manage its exposure to interest rate changes.  Such
   arrangements are considered hedges of both specific current borrowings and
   anticipated debt financing transactions.  The costs paid or benefits received
   under interest rate swap arrangements are recognized as adjustments to
   interest expense.  The costs or benefits resulting from the early settlement
   of interest rate swap arrangements are deferred and recognized as adjustments
   to interest expense over the original life of the related swap arrangement as
   long as the specific borrowings are outstanding.  The costs or benefits
   resulting from the settlement of treasury rate guarantee hedge arrangements
   are recognized as adjustments to interest expense over the term of the
   specifically hedged anticipated borrowings upon issuance of the indebtedness.
   The costs or benefits of terminated interest rate swap or treasury rate
   guarantee hedge arrangements are recognized in income or expense in the
   period of settlement to the extent hedged borrowings were not outstanding or
   the specifically hedged anticipated debt was not incurred.

   INCOME TAXES

   The Company has elected to be taxed as a REIT under the Code.  As a REIT,
   the Company generally will not be subject to corporate level federal income
   taxes as long as it satisfies certain technical requirements of the Code
   relating to the composition of its income and assets, and the requirement
   that it distribute 95% of its taxable income to its shareholders. In any
   event, the Company may be subject to certain state and local taxes and to
   federal income and excise taxes on its undistributed income. If the Company
   fails to qualify as a REIT under the Code, it will be subject to federal
   income taxes at regular corporate tax rates in such year of disqualification.

   The Service Companies, which conduct the related construction, landscape,
   property management and leasing service businesses, are taxed as regular
   taxable corporations. The impact of income taxes, if any, reduces the amount
   of the earnings of the Service Companies otherwise recognized by the Company
   under the equity method.  For the three years in the period ended December
   31, 1997, the impact of the Service Companies' income taxes and their related
   tax attributes were not material to the accompanying consolidated financial
   statements.

   PER SHARE DATA

   Effective for the fourth quarter and year ended December 31, 1997, the
   Company computes net income per share under the provisions of Statement of
   Financial Accounting Standards ("SFAS") 128, "Earnings per Share."  As
   prescribed by SFAS 128, all prior period net income per share data has been
   restated to conform with the provisions of SFAS 128.  Under SFAS 128, basic
   net income per share is computed based upon the weighted average number of
   common shares outstanding during the period.  Diluted net income per share is
   computed to reflect the potential dilution of all instruments or securities
   which are convertible into shares of common stock.

   STOCK-BASED COMPENSATION

   During the year ended December 31, 1996, the Company adopted SFAS 123,
   "Accounting for Stock-Based Compensation," which required disclosure of
   certain fair value and other prescribed disclosures relating to outstanding
   stock options.  The Company elected under the provisions of SFAS 123 to
   continue to account for stock-based compensation under the intrinsic-value
   method prescribed by Accounting Principles Board ("APB") Opinion 25,
   "Accounting for Stock Issued to Employees."

                                      F-8
<PAGE>

   USE OF ESTIMATES

   The preparation of financial statements in conformity with generally accepted
   accounting principles requires management to make estimates and assumptions
   that affect the amounts reported in the financial statements and notes
   thereto.  Actual results could differ from those estimates.

   RECENT ACCOUNTING PRONOUNCEMENTS

   In June 1997, SFAS 130, "Reporting Comprehensive Income," was issued
   establishing new standards for the reporting and display of comprehensive
   income and its components in a full set of financial statements.  SFAS 130
   will be effective for the Company beginning with the fourth quarter and year
   ended December 31, 1998.  The implementation of SFAS 130 is not expected to
   have a material impact on the Company's financial statement presentation.

   In June 1997, SFAS 131, "Disclosures About Segments of an Enterprise and
   Related Information," was issued prescribing new guidelines for the reporting
   of segment data. SFAS 131 will apply to all public, for-profit companies and
   will be effective for the Company beginning with the fourth quarter and the
   year ended December 31, 1998. The Company was not subject to segment
   reporting under prior accounting standards, but may be required to provide
   certain segment disclosures under SFAS 131. The Company has not yet
   determined the specific nature and magnitude of the disclosures required by
   SFAS 131.

   RECLASSIFICATIONS

   Certain prior year amounts have been reclassified to conform to the 1997
   presentation.

3. DEFERRED COSTS

   Deferred costs consist of the following (in thousands):

<TABLE>
<CAPTION>
                                       December 31
                                    -----------------
                                      1997      1996
-----------------------------------------------------
<S>                                 <C>       <C>
   Deferred lease costs             $18,551   $12,781
   Deferred financing costs           3,996     3,870
-----------------------------------------------------
                                     22,547    16,651
   Less accumulated amortization     (9,460)   (6,365)
-----------------------------------------------------
                                    $13,087   $10,286
=====================================================
</TABLE>

                                      F-9
<PAGE>

4.  BORROWINGS

   At December 31, 1997, the Operating Partnership, the Service Companies and
   Weeks Development Partnership, a subsidiary of the Service Companies, as co-
   borrowers, had a $225,000,000 syndicated revolving credit facility (the
   "Credit Facility") with four banks.  The Credit Facility is unsecured and can
   be used for development and construction, acquisitions and general corporate
   purposes.  Each co-borrower is liable for its own borrowing; however, the
   entire Credit Facility is guaranteed by the Company and the Operating
   Partnership.  Additionally, the Company and the co-borrowers are required to
   meet certain financial and non-financial covenants including those governing
   the Company's maximum unsecured borrowings, total leverage, limitations on
   secured borrowings and a restriction on the amount of dividends and
   distributions to not more than 95% of  funds from operations, a REIT industry
   measure of operating performance, unless additional amounts are necessary to
   maintain the Company's REIT status under the Code.

   Credit Facility borrowings were as follows (in thousands):
<TABLE>
<CAPTION>
                                       December 31
                                    -----------------
                                     1997      1996
-----------------------------------------------------
<S>                                 <C>      <C>
   Operating Partnership            $82,920  $ 99,400
   Service Companies                 13,535     1,510
   Weeks Development Partnership      3,085     2,085
-----------------------------------------------------
                                    $99,540  $102,995
=====================================================
</TABLE>

   Interest under the Credit Facility accrues at bank prime minus 0.25% or at
   LIBOR plus 1.05% (1.35% prior to October 1997) at the election of the co-
   borrowers and the Credit Facility matures on December 31, 2000.  The Credit
   Facility may be extended annually through December 31, 2002, subject to
   annual extension fees of 0.125%.   The weighted average interest rate on
   Credit Facility borrowings, exclusive of the impact of the interest rate
   swaps discussed below, was 7.0% and 6.9% at December 31, 1997 and 1996,
   respectively.  Fees on the unused portion of the Credit Facility are 0.15%
   (0.20% prior to October 1997).

   The Company has in place three interest rate swap agreements with a
   commercial bank to effectively change the interest costs on $50,000,000 of
   Credit Facility borrowings from the variable rates discussed above to fixed
   rates. The agreements, with notional principal amounts of $10,000,000,
   $10,000,000 and $30,000,000, terminate in July 1998, July 1999, and July
   2001, with effective fixed interest rates of 7.4%, 7.6% and 7.8%,
   respectively (7.7%, 7.9% and 8.1%, respectively, prior to October 1997 and
   prior to the corresponding decrease in the interest rate charged on the
   Company's Credit Facility borrowings).

                                      F-10
<PAGE>

   Mortgage notes payable, specifically listed for notes with outstanding
   balances in excess of $10,000,000, consist of the following (in thousands):

<TABLE>
<CAPTION>
                                                              December 31
                                                           ------------------
                                                             1997      1996
<S>                                                        <C>       <C>
-----------------------------------------------------------------------------
   FIXED RATE
   Mortgage note, interest only at 7.13%,
   due in 1999                                             $ 38,000  $ 38,000
   Mortgage note, principal and interest at 9.24%,
   due in 2005                                               15,800    16,028
   Mortgage note, principal and interest at 9.625%,
   due in 2000                                               12,897        --
   Mortgage note, principal and interest at 8.10%,
   due in 2006                                               12,015    12,278
   Mortgage note, interest only at 7.625%, due in 2000       10,300    10,300
   Three mortgage notes, interest only at 7.75%,
   due in 1998                                                   --    31,170
   Other mortgage notes (27 at December 31, 1997),
   principal and interest at 6.00% to 9.80%,
   due in 1998 to 2012                                       97,786    83,956
   VARIABLE RATE
   Industrial revenue bonds, interest at 4.20% to 6.65%
   at December 31, 1997, due in 2004 and  2010                5,797     5,843
-----------------------------------------------------------------------------
                                                           $192,595  $197,575
=============================================================================
</TABLE>

   At December 31, 1997 and 1996, fixed rate mortgage notes payable had a
   weighted average interest rate of 8.1% and 8.0%, respectively.  The weighted
   average term to maturity of fixed rate mortgage notes payable was 4.9 years
   at December 31, 1997.  Fixed rate mortgage indebtedness decreased in 1997 due
   to the assumption of mortgage notes totaling $28,523,000 in connection with
   the Company's building and land acquisitions (Note 7), offset by mortgage
   principal repayments and retirements totaling $33,503,000.  Certain Company
   officers and Common Unitholders guarantee a portion of the fixed rate
   mortgage notes.

   Scheduled maturities of mortgage notes payable, at December 31, 1997, were as
   follows (in thousands):

<TABLE>
<CAPTION>

          Year                     Amount
<S>                              <C>
        -----------------------------------
          1998                   $  9,498
          1999                     51,022
          2000                     35,482
          2001                     10,990
          2002                      7,812
          2003 and thereafter      77,791
        -----------------------------------
                                 $192,595
        ===================================
</TABLE>

   Net real estate assets totaling $242,268,000 and $265,235,000 at December 31,
   1997 and 1996, respectively, were pledged as collateral under mortgage notes
   payable.  Interest capitalized in 1997, 1996 and 1995, totaled $5,289,000,
   $2,358,000 and $1,198,000, respectively.

                                      F-11
<PAGE>

   In September 1997, the Company entered into a treasury rate guarantee hedge
   arrangement to hedge its interest costs on an anticipated debt financing
   transaction.  The impact of the hedge arrangement is to effectively lock in,
   for the period through March 1998, a seven-year treasury rate of
   approximately 6.3% on an anticipated borrowing of approximately $100,000,000.

5.  REAL ESTATE LOANS

   As part of certain joint development agreements entered into with third
   parties, and upon the Company's approval of the joint development projects,
   the Company lends funds on a secured basis to develop and construct certain
   properties and may be required by its development partners to acquire the
   properties upon their completion based on the terms specified in the
   development agreements, generally at prices equal to the greater of
   capitalized costs or the amount computed based on the property's net
   operating income capitalized at specified capitalization rates, as defined.
   Additionally, the Company has options to acquire the properties upon
   substantial lease-up of the buildings.  At December 31, 1997, the Company had
   funded $6,455,000 under development loan agreements relating to three
   industrial buildings under development in Atlanta, Georgia.  Total loan
   commitments from the Company for the three approved projects are
   approximately $9,739,000.  Loans under these agreements are secured by the
   industrial buildings under development, bear interest at LIBOR plus 2.35%,
   and mature from March 1999 to January 2000.

   Additionally, at December 31, 1997, the Company had a real estate loan to an
   affiliated joint venture with an outstanding balance of $2,047,000
   ($1,810,000 at December 31, 1996).  In February 1998, the Company acquired
   the property from the affiliated joint venture for approximately $2,600,000,
   including the settlement of the real estate loan.

   In 1997, the Company advanced $4,450,000 to NWI (see Note 7) under a
   $5,700,000 demand loan agreement.  The loan bears interest at LIBOR plus
   2.10% and is secured by real estate properties held by NWI, for which the
   Company has arrangements to acquire in future periods.  Interest earned under
   the agreement and included in the accompanying statements of operations
   totaled approximately $197,000 for the year ended December 31, 1997.

6.  INVESTMENTS IN AND NOTES RECEIVABLE FROM UNCONSOLIDATED ENTITIES

   The Company conducts third-party construction, landscape, property management
   and leasing service businesses through the Service Companies and their
   subsidiaries. Additionally, the Service Companies and their subsidiaries also
   own land held for sale or future development, either directly or through
   ownership interests in real estate partnerships and joint ventures.  The
   Company intends, based on market conditions, to acquire land from the Service
   Companies and their subsidiaries for the development of future properties.
   As discussed in Note 2, these Service Companies and their subsidiaries are
   accounted for on the equity method of accounting.  Under the equity method,
   the Company recognizes, in its consolidated statements of operations, its
   economic share (99%) of the Service Companies' earnings and losses.

                                      F-12
<PAGE>

   The following information summarizes the financial position, results of
   operations and cash flows of the Service Companies and their subsidiaries on
   a combined basis (in thousands):
<TABLE>
<CAPTION>

                                                 December 31
                                              -----------------
   FINANCIAL POSITION                          1997      1996
   ------------------------------------------------------------
<S>                                           <C>       <C>
   ASSETS
   Real estate assets, principally land       $12,403   $ 7,200
   Investments in real estate partnerships
      and joint ventures                        2,849     3,025
   Receivables and other assets                20,158    13,113
   ------------------------------------------------------------
                                              $35,410   $23,338
   ============================================================
   LIABILITIES AND EQUITY
   Notes payable to Company                   $10,900   $10,921
   Credit facility borrowings                  16,620     3,595
   Other borrowings                             2,000     1,261
   Other liabilities                            7,513    10,725
   Total equity                                (1,623)   (3,164)
   ------------------------------------------------------------
                                              $35,410   $23,338
   ============================================================
</TABLE>

   The notes payable to the Company accrue interest at 12%, payable annually,
   and mature in 2004. The notes are secured by land and interests in real
   estate partnerships and joint ventures. The operations of the Service
   Companies and their subsidiaries are financed through direct borrowings under
   the Credit Facility (see Note 4).

   At December 31, 1996, the Company's investment in and notes receivable from
   the Service Companies and subsidiaries totaling $9,257,000 includes notes
   receivable from the Service Companies and subsidiaries of $10,900,000 and the
   Company's equity in the Service Companies of ($1,643,000).

                                      F-13
<PAGE>

<TABLE>
<CAPTION>

                                                     Years Ended December 31
                                                  ---------------------------
   Results of Operations                            1997      1996      1995
<S>                                               <C>       <C>       <C>
   --------------------------------------------------------------------------
   REVENUE
   Construction and development fees              $ 2,517   $ 2,233   $ 1,483
   Landscape                                        5,974     5,035     3,854
   Commissions                                        828       448       582
   Property management fees                           172       193       498
   Other                                              277       316       191
   --------------------------------------------------------------------------
                                                    9,768     8,225     6,608
   --------------------------------------------------------------------------
   COSTS AND EXPENSES
   Direct Costs                                     5,202     4,327     3,504
   Interest expense -- Company                      1,308     1,314     1,326
   Interest expense -- third parties                  372       365       295
   General and administrative                       2,397     1,694     1,518
   Other                                              494       498       173
   --------------------------------------------------------------------------
                                                    9,773     8,198     6,816
   --------------------------------------------------------------------------
   Income (loss) before gains on sales
      of properties and equity in
      earnings of partnerships and
      joint ventures                                   (5)       27      (208)
   Gain on sale of properties -- third parties        422        --        --
   Gain on sale of property -- Company                580        --        --
   Equity in earnings of partnerships
      and joint ventures                              257        (1)      101
   --------------------------------------------------------------------------
   Net income (loss)                              $ 1,254   $    26   $  (107)
   --------------------------------------------------------------------------
   Net income (loss) attributable
      to the Company                              $ 1,241   $    26   $  (106)
   Interest expense -- Company                      1,308     1,314     1,326
   Gain on sale of property -- Company               (580)       --        --
   --------------------------------------------------------------------------
   Equity in earnings of Service Companies        $ 1,969   $ 1,340   $ 1,220
   --------------------------------------------------------------------------
   Distributions and interest paid
      to the Company                              $ 1,311   $ 1,313   $ 1,510
   --------------------------------------------------------------------------

   CASH FLOW
   --------------------------------------------------------------------------
   Operating activities                           $(4,915)  $ 4,460   $ 1,529
   Investing activities                            (4,086)   (2,540)   (2,786)
   Financing activities                            11,979      (487)    1,190
</TABLE>

   At December 31, 1997, the Company owns a 50% interest in a limited liability
   company ("LLC") which owns an 86,000 square foot industrial building in
   Atlanta, Georgia.  The Company's investment in this LLC totaled $2,525,000 at
   December 31, 1997 and its equity in earnings were $20,000 for the year ended
   December 31, 1997.  The total assets, liabilities and equity of the LLC were
   $5,645,000, $595,000 and $5,050,000, respectively, at December 31, 1997.

   In connection with the Company's January 1998 acquisition of a real estate
   portfolio in Miami, Florida (see Note 7), the Service Companies acquired a
   one-third interest in Codina Group, Inc., a Miami-based real estate services
   company, for aggregate consideration of approximately $9,000,000.

                                      F-14
<PAGE>

7.  ACQUISITIONS / DISPOSITIONS

   The Company made initial acquisitions of property portfolios and the business
   operations of NWI Warehouse Group, L.P ("NWI") in Nashville, Tennessee, and
   Lichtin Properties, Inc., and affiliates ("Lichtin") in the Raleigh-Durham-
   Chapel Hill area of North Carolina (the "Research Triangle"), on November 1,
   1996 and December 31, 1996, respectively, in transactions accounted for under
   the purchase method (see below).  In 1997, the Company acquired an additional
   four industrial buildings totaling 556,000 square feet from NWI for aggregate
   acquisition consideration of $29,886,000 and 15 industrial and suburban
   office buildings totaling 991,000 square feet from Lichtin for aggregate
   acquisition consideration of $62,870,000.  The aggregate acquisition
   consideration of $92,756,000 was comprised of the assumption of mortgage
   indebtedness of $24,010,000, the issuance of $31,114,000 of Common Units in
   the Operating Partnership and the assumption and repayment of other
   indebtedness and the payment of cash through borrowings under the Credit
   Facility totaling $37,632,000.  Also, in 1997, the Company acquired land from
   Lichtin for total consideration of $1,000,000, consisting of $388,000 of
   Common Units and $612,000 of cash.

   Additionally in 1997, the Company acquired 20 buildings totaling 778,000
   square feet for $37,128,000, including closing costs and acquisition
   expenses.  These acquisitions were primarily funded through Credit Facility
   borrowings.  Three of the acquired buildings, totaling 232,000 square feet
   are located in Florida and the other buildings are located in Atlanta,
   Georgia.  The Company also sold in 1997, a 96,000 square foot industrial
   building located in Spartanburg, South Carolina to one of the building's
   tenants for $2,484,000, resulting in a gain of $209,000.  For income tax
   purposes, the Company completed a tax-deferred, like-kind exchange involving
   one of the industrial buildings acquired in 1997.

   On January 9, 1998, the Company acquired a 2,477,000 square foot, 24 building
   portfolio and approximately five acres of land subject to ground leases in
   Miami, Florida.  Aggregate acquisition consideration of approximately
   $175,000,000, including closing costs and acquisition expenses, consisted of
   the issuance of $28,310,000 of Common Units, the assumption of $78,033,000 of
   mortgage indebtedness, the assumption of certain other liabilities in excess
   of certain other assets of approximately $4,224,000, and cash of
   approximately $64,433,000 funded through Credit Facility borrowings.  In
   connection with the acquisition, the Company has also agreed, subject to
   customary closing conditions, to acquire a 90,000 square foot building under
   development for approximately $5,100,000 and approximately eight acres of
   adjacent undeveloped land for approximately $4,000,000.

   As discussed above, in 1996, the Company acquired the business operations of
   NWI and Lichtin and initial property portfolios of 31 industrial and suburban
   office buildings totaling 2,513,000 square feet, 82 net usable acres of
   undeveloped land and options to acquire 177 acres of undeveloped land for
   aggregate acquisition consideration of $171,135,000.  Acquisition
   consideration was comprised of the assumption of mortgage indebtedness of
   $89,535,000, the issuance of $7,124,000 of common stock, the issuance of
   $48,085,000 of Common Units and $26,391,000 of cash, including amounts
   necessary to fund the assumption and repayment of other indebtedness, closing
   costs and acquisition expenses, all funded through Credit Facility
   borrowings.

                                      F-15
<PAGE>

   The Company's consolidated results of operations have included the operating
   results of NWI and Lichtin from their effective acquisition dates.  The
   unaudited pro forma information below presents the consolidated results of
   operations as if the initial phases of the NWI and Lichtin acquisitions had
   occurred at the beginning of the respective years presented.  The unaudited
   pro forma information is not necessarily indicative of the results of
   operations of the Company had the acquisitions occurred at the beginning of
   the periods presented, nor is it necessarily indicative of future results.
<TABLE>
<CAPTION>

                                      1996       1995
------------------------------------------------------
<S>                                  <C>       <C>
Revenues                            $70,954    $49,478
Net income                           10,555      6,226
Net income per share - basic        $  0.89    $  0.74
Net income per share - diluted         0.89       0.73
------------------------------------------------------
</TABLE>

   Also in 1996, the Company acquired 15 industrial and suburban office
   buildings totaling approximately 761,000 square feet located in Atlanta,
   Georgia for an aggregate price of $40,102,000, including closing costs and
   acquisition expenses.  The acquisitions were funded through Credit Facility
   borrowings.

   In 1995, the Company acquired 49 industrial buildings totaling 2,564,000
   square feet for an aggregate price of $110,141,000, including closing costs
   and acquisition expenses.  These acquisitions were funded through Credit
   Facility borrowings and through the assumption of existing mortgage
   indebtedness of $39,511,000.  Four of the acquired buildings totaling 190,000
   square feet are located in Orlando, Florida, and the other buildings are
   located in Atlanta, Georgia.  In connection with two of the property
   acquisitions, the Company entered into agreements with the sellers to jointly
   develop additional industrial buildings, as market conditions warrant, on
   adjacent land controlled by the sellers (see Note 5).

8.  SHAREHOLDERS' EQUITY

   PREFERRED STOCK

   In October 1997, the Company completed a public offering of 6,000,000 shares
   of its 8% Series A Cumulative Redeemable Preferred Stock (the "Series A
   Preferred Stock") and received net proceeds of $144,625,000.  The Series A
   Preferred Stock has a liquidation preference of $25.00 per share and is
   redeemable at the option of the Company on or after October 10, 2002, at a
   redemption price of $25.00 per share.  The proceeds from the offering were
   used to reduce the Company's outstanding Credit Facility borrowings.

   COMMON STOCK

   The Company completed public equity offerings of common stock in each of the
   last three years.  In 1997, 1996 and 1995, the Company sold shares of common
   stock totaling 3,584,000, 2,573,333, and 3,450,000, and received net proceeds
   of $106,568,000, $68,532,000, and $72,800,000, respectively.  In February
   1998, the Company completed an offering of 1,073,000 shares of common stock
   and received net proceeds of $33,101,000.  The proceeds from each offering
   were used to reduce Credit Facility borrowings or to repay mortgage
   indebtedness.

                                      F-16
<PAGE>

   In 1997, restricted shares of common stock valued at $1,183,000 were granted
   to certain Company officers and employees as an incentive for future service
   and continued financial performance of the Company.  Of the total of 35,331
   shares granted, 34,331 vest ratably over a four year period provided the
   Company achieves 10% annual growth in per share funds from operations, a REIT
   industry measure of operating performance, for each year of the four year
   vesting period.  The remaining 1,000 shares vest ratably over a four year
   period.  Compensation expense is recognized ratably over the vesting periods.

   The Company has in place a dividend reinvestment plan under which 300,000
   shares of common stock are authorized for issuance.  A total of 4,000 shares
   of common stock have been issued under the plan since its inception.
   Additionally, in 1995, Common Units totaling 25,602 were converted into
   25,602 shares of common stock.  The conversion was reflected in the
   accompanying consolidated financial statements at book value.

   DIVIDENDS

   For the years detailed below, dividends were declared and paid on the
   Company's common stock and accrued on the Company's Series A Preferred Stock
   and such dividends were designated for income tax reporting purposes as
   follows (in thousands, except per share amounts):
<TABLE>
<CAPTION>

                                    1997      1996      1995
-------------------------------------------------------------
<S>                               <C>       <C>       <C>
   Common Stock
     Dividends                    $27,321   $17,860   $11,513
     Dividends per share          $  1.72   $  1.60   $  1.50
     Income tax designation --
      Ordinary dividend income        100%       95%      100%
      Return of capital                --         5%       --

   Series A Preferred Stock
     Dividends/(1)/               $ 2,720   $    --   $    --
     Dividends per share/(1)/     $  0.45   $    --   $    --
     Income tax designation --
      Ordinary dividend income        100%       --        --
</TABLE>
------------
/(1)/  In 1997, Series A Preferred Stock dividends totaling $720,000 or $0.12
       per share were declared and paid and $2,000,000 or $0.33 per share were
       accrued.

   Additionally, Common Unitholders of the minority interests in the Operating
   Partnership received cash distributions totaling $7,782,000 or $1.72 per
   Common Unit, $4,108,000 or $1.60 per Common Unit, and $3,890,000 or $1.50 per
   Common Unit in 1997, 1996 and 1995, respectively.  In January 1998, the
   Company declared and paid common stock dividends and made distributions of
   $8,233,000 or $0.465 per share and $2,487,000 or $0.465 per Common Unit
   relating to fourth quarter 1997 operating results.  In January 1998, the
   Company also declared and paid dividends on its Series A Preferred Stock of
   $3,000,000 or $0.50 per share.

                                      F-17
<PAGE>

   NET INCOME PER COMMON SHARE

   The Company adopted the provisions of SFAS 128 in the year ended December 31,
   1997.  Reconciliations of income available to common shareholders and
   weighted average common shares used in the Company's basic and diluted net
   income per common share computations are detailed below (in thousands, except
   per share data):
<TABLE>
<CAPTION>

                                                  1997     1996     1995
--------------------------------------------------------------------------
<S>                                              <C>      <C>      <C>
   Computation of Net Income Per Common Share
   Net income available to common
     shareholders - basic                        $20,255  $12,745  $ 8,426
   Minority interests in earnings of
     the Operating Partnership                     6,219    3,064    2,681
--------------------------------------------------------------------------
   Net income available to common
     shareholders - diluted                      $26,474  $15,809  $11,107
--------------------------------------------------------------------------

   Weighted average common shares - basic         16,357   11,512    8,171
   Dilutive securities -
     Units of limited partnership interest
      in the Operating Partnership                 5,023    2,768    2,589
     Stock options                                   200      106       72
--------------------------------------------------------------------------
   Weighted average common shares - diluted       21,580   14,386   10,832
--------------------------------------------------------------------------

   Net Income Per Common Share Data
     Basic                                       $  1.24  $  1.11  $  1.03
     Diluted                                        1.23     1.10     1.03
</TABLE>

   Basic net income per share for the periods presented were computed by
   dividing income available to common shareholders by the weighted average
   number of shares of common stock outstanding during the year.  Diluted net
   income per share were computed assuming that Common Units were converted into
   common stock on the later of the beginning of the year presented or upon
   their issuance and based on the dilutive effect of stock options outstanding.

   Previously reported net income per share under prior accounting standards
   were equal to basic net income per share under SFAS 128.

9.  LEASING ACTIVITY

   Future minimum rents due under noncancelable operating leases with tenants at
   December 31, 1997, were as follows (in thousands):
<TABLE>
<CAPTION>

          Year                     Amount
        ----------------------------------
<S>                              <C>
          1998                   $ 89,967
          1999                     76,677
          2000                     58,568
          2001                     45,235
          2002                     31,122
          2003 and thereafter      73,304
        ----------------------------------
                                 $374,873
        ==================================
</TABLE>

                                      F-18
<PAGE>

10.    RELATED-PARTY TRANSACTIONS

   At December 31, 1997 and 1996, receivables included $463,000 and $465,000,
   respectively, due from the Service Companies and their subsidiaries, relating
   to accrued interest (payable annually) on the notes due from the Service
   Companies and their subsidiaries.  At December 31, 1997 and 1996, accounts
   payable and accrued expenses included $703,000 and $154,000, respectively,
   due to the Service Companies and their subsidiaries.

   The Service Companies also provide development, construction, landscape and
   leasing services to affiliated partnerships and joint ventures.  In 1997,
   1996 and 1995, total revenues for such services to related parties of the
   Service Companies were as follows (in thousands):
<TABLE>
<CAPTION>

                                         1997    1996    1995
<S>                                     <C>     <C>     <C>
   -----------------------------------------------------------
   Construction and development fees    $  390  $  678  $  418
   Landscape                               327     271     423
   Commissions                             398      94     169
   -----------------------------------------------------------
                                        $1,115  $1,043  $1,010
   -----------------------------------------------------------
</TABLE>

11.  INCENTIVE STOCK PLAN

   The Company has an Incentive Stock Plan (the "Plan") under which shares of
   the Company's common stock have been reserved for the issuance of options and
   restricted stock.  Common shares totaling 1,000,000 have been reserved for
   issuance under the Plan.  Participants in the Plan may be officers and
   employees of the Company, the Service Companies or designated affiliates, as
   well as Company directors.  The exercise price of all options under the Plan
   is not less than the fair market value of the Company's common stock on the
   date of grant and such options may be exercised for periods up to ten years.
   As discussed in Note 2, the Company accounts for stock-based compensation
   under APB Opinion 25.  The additional disclosures required by SFAS 123 are
   discussed and detailed below.

                                      F-19
<PAGE>

   Under SFAS 123, the fair value of stock options granted in 1997, 1996 and
   1995 has been estimated using a binomial option pricing model with the
   following weighted average assumptions for grants in 1997, 1996 and 1995,
   respectively: risk free interest rates of 5.5%, 5.7% and 5.8%, expected
   option lives of five years for options granted in each year, expected
   volatility of 16.6% in 1997 and 16.5% in 1996 and 1995, and expected dividend
   yields of 5.1% in 1997, 5.7% in 1996 and 6.2% in 1995.  Using these
   assumptions, the estimated fair value of options granted in 1997, 1996 and
   1995 was $373,000, $945,000 and $175,000, respectively, and such amounts
   would be included in compensation expense over the vesting period of the
   options.  Pro forma net income, net income available to common shareholders
   and net income per common share in 1997, 1996 and 1995, assuming the Company
   had accounted for the Plan under SFAS 123 were as follows (in thousands,
   except per share amounts):
<TABLE>
<CAPTION>

                                      1997     1996     1995
   ----------------------------------------------------------
<S>                                  <C>      <C>      <C>
   Net income
      As reported                    $22,975  $12,745  $8,426
      Pro forma                       22,749   12,264   8,381
   Net income available to common
     shareholders
      As reported                     20,255   12,745   8,426
      Pro forma                       20,029   12,264   8,381
   Net income per common share
      As reported - basic            $  1.24  $  1.11  $ 1.03
      Pro forma - basic                 1.22     1.07    1.03
      As reported - diluted             1.23     1.10    1.03
      Pro forma - diluted               1.21     1.06    1.02
</TABLE>

   As the provisions of SFAS 123 have not been applied to options granted prior
   to January 1, 1995, the resulting pro forma annual compensation cost may not
   be representative of that expected in future years.

                                      F-20
<PAGE>

   A summary of stock option activity under the Plan is presented in the table
   and narrative below (share amounts in thousands):
<TABLE>
<CAPTION>

                                    1997              1996              1995
                             ----------------  -----------------  -----------------
                                     Weighted           Weighted           Weighted
                                     Average            Average            Average
                                     Exercise           Exercise           Exercise
                            Shares    Price    Shares    Price    Shares    Price
   --------------------------------------------------------------------------------
<S>                         <C>      <C>       <C>      <C>       <C>      <C>
   Options outstanding,
      beginning of year        753     $23.06     503     $19.90     443     $19.28
   Granted                      91      32.40     283      28.22      65      24.11
   Exercised                   (34)     19.38     (33)     19.25      --         --
   Forfeited                    (3)     23.32      --         --      (5)     19.25
   --------------------------------------------------------------------------------
   Options outstanding,
      end of year              807     $24.26     753     $23.06     503     $19.90
   --------------------------------------------------------------------------------
   Options exercisable,
      end of year              632                552                 52
   --------------------------------------------------------------------------------
   Weighted average per
      share fair value
      of options granted     $4.10              $3.34              $2.69
   --------------------------------------------------------------------------------
</TABLE>

   At December 31, 1997, options for 570,000 shares were outstanding having
   exercise prices ranging from $19.25 to $26.00, with a weighted average
   exercise price of $21.43 and a weighted average remaining life of 7.2 years,
   of which 479,000 options were exercisable with a weighted average exercise
   price of $20.56.  Options for 237,000 shares were also outstanding having
   exercise prices ranging from $28.38 to $33.75, with a weighted average
   exercise price of $31.08 and a weighted average remaining life of 9.2 years,
   of which 153,000 options were exercisable with a weighted average exercise
   price of $30.54.

12.  EMPLOYEE BENEFIT PLAN

   The Company and the Service Companies ("Plan Sponsors") sponsor a 401(k)
   retirement savings plan covering substantially all employees meeting certain
   age and service requirements.  Employees may contribute up to the lesser of
   20% of their annual compensation or the annual statutory limit ($9,500 in
   1997) to the plan.  Plan Sponsors' contributions are made on a discretionary
   basis up to a maximum of 100% of the employees' contributions (currently 50%
   of the employee's contribution up to 4% of an employee's annual
   compensation).  Total Plan Sponsor contributions were $168,000, $88,000, and
   $76,000 in 1997, 1996, and 1995, respectively.

                                      F-21
<PAGE>

13.  COMMITMENTS AND CONTINGENCIES

   The Company has entered into agreements, subject to the completion of due
   diligence and customary closing conditions, for the future acquisition of
   land and buildings totaling approximately $42,698,000, including land and
   building commitments of approximately $27,455,000 from NWI and Lichtin and
   approximately $9,100,000 entered into as part of the Miami, Florida
   acquisition transaction in January 1998 (see Note 7).  Of this total,
   $25,403,000 represents committed land acquisitions and $17,295,000 represents
   committed building acquisitions.  Letters of credit were issued on behalf of
   the Company totaling $1,766,000 in support of certain development and land
   acquisition arrangements and totaling $5,346,000 in support of financing
   arrangements at December 31, 1997.

   The Company is subject to various legal proceedings and claims that arise in
   the ordinary course of business.  While the resolution of these matters
   cannot be predicted with certainty, management believes that the final
   outcome of such matters will not have a material adverse effect on the
   Company's financial position or results of operations.

14.    SUPPLEMENTAL CASH FLOW INFORMATION

   Interest paid, net of amounts capitalized (see Note 4), totaled $17,958,000,
   $11,265,000 and $7,892,000 in 1997, 1996 and 1995, respectively.

   Significant noncash investing and financing activities were as follows:

   1. The Company's 1997 property acquisition, development and investment
      activity included the settlement of real estate loans of $7,376,000, the
      assumption of indebtedness of $64,869,000, and the issuance of Common
      Units valued at $31,876,000.  Additionally, in 1997, restricted common
      stock was issued at an aggregate value of $1,183,000.
   2. The Company's 1996 acquisitions of NWI and Lichtin included the assumption
      of indebtedness of $104,628,000, the issuance of Common Units valued at
      $48,085,000 and the issuance of common stock valued at $7,124,000.
   3. The Company's 1995 property acquisitions included the assumption of
      indebtedness of $39,511,000 and the application of notes receivable and
      deposits of $3,540,000.

15.  FINANCIAL INSTRUMENTS

   Based on interest rates and other pertinent information available to the
   Company at December 31, 1997, the Company estimates that the carrying values
   of cash and cash equivalents, notes receivable from the Service Companies and
   their subsidiaries, real estate loans, other receivables, mortgage notes
   payable, other liabilities and Credit Facility borrowings approximate their
   fair values when compared to instruments of similar type, terms and maturity.

   The estimated fair value of the Company's interest rate swap and treasury
   rate guarantee hedge arrangements (see Note 4), determined based on quoted
   market prices for similar financial instruments, were approximately
   $1,055,000 and $3,210,000, respectively, less than the Company's carrying
   value at December 31, 1997.  Under current accounting principles and as
   discussed in Note 2, the difference between the fair value and carrying
   amount of the arrangements are not currently recognized in the Company's
   consolidated financial statements.  The Company monitors the credit quality
   of the counterparties to its interest rate swap and treasury rate guarantee
   hedge arrangements and does not anticipate nonperformance from such parties.

                                      F-22
<PAGE>

   Disclosure about fair value of financial instruments is based on pertinent
   information available to management as of December 31, 1997.  Although
   management is not aware of any factors that would significantly affect the
   fair value amounts, such amounts have not been comprehensively revalued for
   purposes of these financial statements since that date.

16.  QUARTERLY FINANCIAL INFORMATION (UNAUDITED)

   Selected quarterly financial information for 1997 and 1996 was as follows (in
   thousands, except per share amounts):
<TABLE>
<CAPTION>

   ---------------------------------------------------------------------------
                                             First   Second    Third   Fourth
                                            Quarter  Quarter  Quarter  Quarter
   ---------------------------------------------------------------------------
<S>                                         <C>      <C>      <C>      <C>
   1997
   Revenue                                  $19,899  $21,439  $24,279  $26,403
   Net income before minority interests       5,058    6,698    7,451    9,987
   Net income                                 3,826    5,080    5,768    8,301
   Net income available to
      common shareholders                     3,826    5,080    5,768    5,581
   Net income per common share - basic      $  0.27  $  0.32  $  0.33  $  0.32
   Net income per common share - diluted       0.27     0.32     0.32     0.31

   1996
   Revenue                                  $12,129  $12,379  $13,555  $15,820
   Net income before minority interests       3,814    3,805    3,731    4,459
   Net income                                 3,101    3,092    3,033    3,519
   Net income available to
      common shareholders                     3,101    3,092    3,033    3,519
   Net income per common share - basic      $  0.28  $  0.28  $  0.27  $  0.28
   Net income per common share - diluted       0.28     0.28     0.27     0.28

</TABLE>


                                      F-23
<PAGE>

<TABLE>
<CAPTION>
                                                                                                           SCHEDULE III PAGE 1 OF 11
                                                         WEEKS CORPORATION
                                          REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION
                                                         DECEMBER 31, 1997
                                                      (Dollars in Thousands)

                                                                               Gross Amount at which
                                                 Initial Costs               Carried at Close of Period
                                                ---------------     Cost     --------------------------
                                                       Building  Capitalized         Building          Accumu-
                                       Related           and     Subsequent            and              lated        Year      Year
Market/                     Property    Encum-         Improve-      to              Improve-          Deprecia-  Developed Acquired
Business Park/Property      Type/(1)/  brances  Land    ments    Acquisition  Land     ments   Total     tion       /(2)/    /(3)/
------------------------------------------------------------------------------------------------------------------------------------
ATLANTA, GEORGIA

Northeast/I-85 Submarket
------------------------------------------------------------------------------------------------------------------------------------
<S>                           <C>       <C>      <C>      <C>         <C>      <C>       <C>     <C>       <C>      <C>
GWINNETT PARK
 1 1750 Beaver Ruin           S                 $  633  $ 4,082   $     -     $  633  $ 4,082  $ 4,715 $    35      1997
 2 4258 Communications Dr.    D         (a)          8      725       317         29    1,021    1,050     606      1981
 3 4261 Communications Dr.    D                    254    1,446        43        254    1,489    1,743     168      1981     1994
 4 4291 Communications Dr.    D         (a)          4      327       126         16      441      457     236      1981
 5 1826 Doan Way              D         (b)         18    1,167       226         18    1,393    1,411     542      1984
 6 1857 Doan Way              D                     23        6         -         23        6       29       2      1970
 7 1650 International Blvd.   D         (a)         69      994        93         69    1,087    1,156     440      1984
 8 4245 International Blvd.   D         (a)        192    2,913     3,053        192    5,966    6,158   1,309      1985
 9 4250 International Blvd.   D                    193    1,542       288        216    1,807    2,023     646      1986
10 4295 International Blvd.   D         (a)         58    1,058       112         58    1,170    1,228     430      1984
11 4320 International Blvd.   D         (a)         44      710       212         44      922      966     380      1984
12 4350 International Blvd.   D         (a)         78      938       540         78    1,478    1,556     773      1982
13 4355 International Blvd.   D         (f)        233      811       261        233    1,072    1,305     201      1983     1994
14 4405-A International Blvd. S                     97      957       874         97    1,831    1,928     913      1984
15 4405-B International Blvd. S                    118    1,152     1,310        118    2,462    2,580   1,553      1984
16 4405-C International Blvd. S                     21      422       183         21      605      626     278      1984
17 1828 Meca Way              D         (b)         16      487       594         16    1,081    1,097     619      1975
18 1858 Meca Way              D         (a)         20      931        13         27      937      964     367      1975
19 4317 Park Dr.              D                    671    1,414       235        671    1,649    2,320     614      1985
20 4357 Park Dr.              D         (g)         12      865       271         12    1,136    1,148     574      1979
21 4366 Park Dr.              O                      6      406       288         22      678      700     398      1981
22 4386 Park Dr.              D                     17      758         -         17      758      775     304      1973
23 4436 Park Dr.              D                     18      195       276         18      471      489     209      1968
24 4437 Park Dr.              D         (a)         21      659       401         21    1,060    1,081     531      1978
25 4467 Park Dr.              D         (b)          6      537       257          6      794      800     212      1978
26 4476 Park Dr.              D         (b)         14      372         7         14      379      393     125      1977
27 4487 Park Dr.              D         (b)          6    1,048     1,180          6    2,228    2,234   1,435      1978
28 1835 Shackleford Cr.       O         (a)         29    2,780       427         29    3,207    3,236     763      1990
29 1854 Shackleford Ct.       O                     52    4,085     1,541         52    5,626    5,678   1,972      1985
30 4274 Shackleford Rd.       D         (a)         27      614       905         27    1,519    1,546   1,144      1974
31 4275 Shackleford Rd.       O         (i)          8    1,173       477         12    1,646    1,658     684      1985
32 4344 Shackelford Rd.       D                    286      984        31        286    1,015    1,301     137      1975     1994
33 4355 Shackleford Rd.       D         (a)          7      886       606          7    1,492    1,499     751      1972
34 4364 Shackleford Rd.       D         (a)          9       40        50          9       90       99      57      1973
35 4366 Shackleford Rd.       D                     20      420       854         26    1,268    1,294     767      1981
36 4388 Shackleford Rd.       D         (a)         33    1,181       229         43    1,400    1,443     225      1981
37 4400 Shackleford Rd.       D                     14      315        30         18      341      359      77      1981
38 4444 Shackleford Rd.       D         (a)         31      731     1,121         31    1,852    1,883   1,274      1979
------------------------------------------------------------------------------------------------------------------------
        Total                                   $3,366  $40,131   $17,431     $3,469  $57,459  $60,928 $21,751
------------------------------------------------------------------------------------------------------------------------

</TABLE>

                                      S-1
<PAGE>

<TABLE>
<CAPTION>
                                                         WEEKS CORPORATION
                                          REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION
                                                         DECEMBER 31, 1997
                                                      (Dollars in Thousands)

                                                                                                           SCHEDULE III PAGE 2 OF 11

                                                                           Gross Amount at Which
                                             Initial Costs               Carried at Close of Period
                                            ---------------             ----------------------------
                                                               Cost
                                                  Building  Capitalized          Building            Accumu-
                                   Related           and     Subsequent             and                lated        Year      Year
       Market/          Property    Encum-         Improve-      to              Improve-            Deprecia-  Developed Acquired
Business Park/Property  Type/(1)/  brances  Land    ments    Acquisition   Land    ments      Total     tion       /(2)/    /(3)/
------------------------------------------------------------------------------------------------------------------------------------
<S>                     <C>         <C>      <C>       <C>           <C>     <C>      <C>       <C>      <C>      <C>
Horizon
     39 90 Horizon Dr.   D          (b)   $  120    $   659       $   70  $  120   $   729   $   849    $  142   1992
     40 225 Horizon Dr.  B          (b)      121      1,423          782     121     2,205     2,326       836   1990
     41 300 Horizon Dr.  B                   798      4,455           59     798     4,514     5,312       453   1994
     42 2775 Horizon
        Ridge Ct.        B                   732      5,906           -      732     5,906     6,638       257   1996
     43 2780 Horizon
        Ridge Ct.        B                   826      4,949           -      826     4,949     5,775       141   1997
     44 2800 Vista
        Ridge Dr.        B                   443      5,463           73     443     5,536     5,979       381   1995
------------------------------------------------------------------------------------------------------------------------------------
            Total                         $3,040    $22,855       $  984  $3,040   $23,839   $26,879    $2,210
------------------------------------------------------------------------------------------------------------------------------------
Northwoods
     45 2915 Courtyards
        Circle           D                $  268    $ 1,793       $   92  $  268   $ 1,885   $ 2,153    $  166   1986     1995
     46 2925 Courtyards
        Dr.              D                   333      2,618            6     333     2,624     2,957       191   1986     1995
     47 2975 Courtyards
        Circle           D                   144        997           10     144     1,007     1,151        73   1986     1995
     48 2995 Courtyards
        Circle           D                   109        677            8     109       685       794        50   1986     1995
     49 2725 Northwoods
        Pkwy.            D                   440      2,231           11     440     2,242     2,682       123   1984     1996
     50 2755 Northwoods
        Pkwy.            D                   249      2,201           -      249     2,201     2,450       121   1986     1996
     51 2775 Northwoods
        Pkwy.            D                   322      1,976           50     322     2,026     2,348       120   1986     1996
     52 2850 Northwoods
        Pkwy.            D                   562      3,961           46     562     4,007     4,569       292   1988     1995
     53 3040 Northwoods
        Pkwy.            D                   298      1,510           -      298     1,510     1,808        84   1984     1996
     54 3044 Northwoods
        Circle           D                   167        730           27     167       757       924        55   1984     1995
     55 3055 Northwoods
        Pkwy.            D                   213        916           34     213       950     1,163        62   1985     1996
     56 3075 Northwoods
        Pkwy.            S                   374      2,750            4     374     2,754     3,128       152   1985     1996
     57 3080 Northwoods
        Circle           O                   387      2,215           37     387     2,252     2,639       155   1952     1996
     58 3100 Northwoods
        Pkwy.            S                   393      2,177           -      393     2,177     2,570       120   1985     1996
     59 3155 Northwoods
        Pkwy.            S                   331      1,808           -      331     1,808     2,139       100   1985     1996
     60 3175 Northwoods
        Pkwy.            S                   250      1,644           -      250     1,644     1,894        91   1985     1996
------------------------------------------------------------------------------------------------------------------------------------
            Total                         $4,840    $30,204       $  325  $4,840   $30,529   $35,369    $1,955
------------------------------------------------------------------------------------------------------------------------------------

Gwinnett Pavilion
     61 1480 Beaver
        Ruin Rd.         R                $  248    $   982       $  482  $  248   $ 1,464   $ 1,712    $  495   1989
     62 1505 Pavilion
        Place            D   (a)             448      1,149        1,188     448     2,337     2,785     1,129   1988
     63 3883 Steve
        Reynolds Blvd    D   (b)             612      3,101           94     612     3,195     3,807       694   1990
     64 3890 Steve
        Reynolds Blvd    D   (b)             519      1,746           19     519     1,765     2,284       352   1991
     65 3905 Steve
        Reynolds Blvd    D                   697      2,108            1     697     2,109     2,806       120   1995
     66 3950 Steve
        Reynolds Blvd    B   (a)             684      1,701           23     684     1,724     2,408       294   1992
     67 4020 Steve
        Reynolds Blvd    D                   417      1,868           -      417     1,868     2,285        53   1997
     68 4025 Steve
        Reynolds Blvd    D                   461      2,252            6     461     2,258     2,719       203   1994
------------------------------------------------------------------------------------------------------------------------------------
            Total                         $4,086    $14,907       $1,813  $4,086   $16,720   $20,806    $3,340
------------------------------------------------------------------------------------------------------------------------------------

Berkeley Lake Distribution Center
     69 3130 North
        Berkeley Lake    B                $  675    $ 4,455       $   -   $  675   $ 4,455   $ 5,130    $  126   1996
     70 3280 Summit
        Ridge Pkwy.      B                   485      4,277       $   -      485     4,277     4,762        56   1997
     71 3290 Summit
        Ridge Pkwy.      B                   257      2,255       $   -      257     2,255     2,512        64   1997
------------------------------------------------------------------------------------------------------------------------------------
            Total                         $1,417    $10,987       $       $1,417   $10,987   $12,404    $  246
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                      S-2

<PAGE>

<TABLE>
<CAPTION>
                                                                                                           SCHEDULE III PAGE 3 OF 11
                                                         WEEKS CORPORATION
                                          REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION
                                                         DECEMBER 31, 1997
                                                      (Dollars in Thousands)


                                                                               Gross Amount at which
                                                 Initial Costs               Carried at Close of Period
                                                ---------------            ------------------------------
                                                                    Cost
                                                       Building  Capitalized         Building          Accumu-
                                       Related           and     Subsequent            and              lated        Year     Year
         Market/            Property    Encum-         Improve-      to              Improve-          Deprecia-  Developed Acquired
Business Park/Property      Type/(1)/  brances  Land    ments    Acquisition  Land     ments   Total     tion       /(2)/    /(3)/
------------------------------------------------------------------------------------------------------------------------------------
<S>                           <C>              <C>       <C>       <C>       <C>     <C>       <C>         <C>     <C>       <C>
------------------------------------------------------------------------------------------------------------------------------------
Peachtree Corners Distribution
     72 5401 Buford Hwy.      B               $  294      $1,865  $  114   $  294   $ 1,979  $ 2,273   $  163        1987    1995
     73 5403 Buford Hwy.      B                  420       2,737       9      420     2,746    3,166      204        1987    1995
     74 5405 Buford Hwy.      B                  217       1,546      29      217     1,575    1,792      121        1989    1995
     75 5409 Buford Hwy.      B                  364       2,675      17      364     2,692    3,056      197        1989    1995
------------------------------------------------------------------------------------------------------------------------------------
            Total                             $1,295      $8,823  $  169   $1,295   $ 8,992  $10,287   $  685
-----------------------------------------------------------------------------------------------------------------------------------

Pinebrook
     76 2625 Pinemeadow Ct.   B               $  813      $3,216       -   $  813   $ 3,216  $ 4,029   $  360        1994
     77 2660 Pinemeadow Ct.   B                  450       2,587       -      450     2,587    3,037       99        1996
     78 2450 Satellite Blvd.  B                  866       3,461       3      866     3,464    4,330      403        1994    1994
------------------------------------------------------------------------------------------------------------------------------------
            Total                             $2,129      $9,264  $    3   $2,129   $ 9,267  $11,396   $  862
-----------------------------------------------------------------------------------------------------------------------------------

Northbrook
     79 1000 Northbrook Pkwy. B         (a)   $  363      $1,980  $  857   $  363   $ 2,837  $ 3,200   $1,250        1986
     80 675 Old Peachtree Rd. B         (e)      434       2,385      23      434     2,408    2,842      683        1988
------------------------------------------------------------------------------------------------------------------------------------
            Total                             $  797      $4,365  $  880   $  797   $ 5,245  $ 6,042   $1,933
-----------------------------------------------------------------------------------------------------------------------------------

Druid Chase
     81 2801 Buford Hwy.      O               $  794      $3,505  $1,865   $  794   $ 5,370  $ 6,164   $1,714        1977    1989
     82 1190 West Druid
        Hills Dr.             O                  689       2,722     915      689     3,637    4,326    1,094        1980    1989
     83 2071 North Druid
        Hills Rd.             R                   98          65      21       98        86      184       36        1968
     84 6 West Druid
        Hills Dr.             O                  473       2,980     654      473     3,634    4,107      913        1968    1989
------------------------------------------------------------------------------------------------------------------------------------
            Total                             $2,054      $9,272  $3,455   $2,054   $12,727  $14,781   $3,757
-----------------------------------------------------------------------------------------------------------------------------------

Meadowbrook
     85 2450 Meadowbrook
        Pkwy.                 D               $  716      $2,419  $   20   $  716   $ 2,439  $ 3,155   $  293        1989    1994
     86 2475 Meadowbrook
        Pkwy.                 D                  529       1,567     559      529     2,126    2,655      817        1986
     87 2500 Meadowbrook
        Pkwy.                 D         (a)      411       1,103     789      411     1,892    2,303      883        1987
     88 2505 Meadowbrook
        Pkwy.                 D                  307       1,228     419      307     1,647    1,954      360        1990
------------------------------------------------------------------------------------------------------------------------------------
            Total                             $1,963      $6,317  $1,787   $1,963   $ 8,104  $10,067   $2,353
-----------------------------------------------------------------------------------------------------------------------------------

Crestwood Pointe
     89 3805 Crestwood
        Parkway               O               $  877      $8,772       -   $  877   $ 8,772  $ 9,649   $  134        1997
------------------------------------------------------------------------------------------------------------------------------------
            Total                             $  877      $8,772  $    -   $  877   $ 8,772  $ 9,649   $  134
-----------------------------------------------------------------------------------------------------------------------------------

Park Creek
     90 2825 Breckinridge
        Blvd.                 S               $  317      $2,366  $   25   $  317   $ 2,391  $ 2,708   $  139        1986    1996
     91 2875 Breckinridge
        Blvd.                 S                  476       3,496      32      476     3,528    4,004      205        1986    1996
------------------------------------------------------------------------------------------------------------------------------------
            Total                             $  793      $5,862  $   57   $  793   $ 5,919  $ 6,712   $  344
-----------------------------------------------------------------------------------------------------------------------------------

River Green
     92 3450 River
        Green Ct.             D               $  194      $  892  $   12   $  194   $   904  $ 1,098   $   63        1989    1995
     93 4800 River
        Green Pkwy.           D                  152       1,150      14      152     1,164    1,316       82        1989    1995
------------------------------------------------------------------------------------------------------------------------------------
            Total                             $  346      $2,042  $   26   $  346   $ 2,068  $ 2,414   $  145
-----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                      S-3
<PAGE>

<TABLE>
<CAPTION>

                                                                                                           SCHEDULE III PAGE 4 OF 11
                                                         WEEKS CORPORATION
                                          REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION
                                                         DECEMBER 31, 1997
                                                      (Dollars in Thousands)

                                                                               Gross Amount at which
                                                 Initial Costs               Carried at Close of Period
                                                ---------------              --------------------------
                                                                    Cost
                                                       Building  Capitalized         Building          Accumu-
                                       Related           and     Subsequent            and              lated        Year      Year
        Market/             Property    Encum-         Improve-      to              Improve-          Deprecia-  Developed Acquired
Business Park/Property      Type/(1)/  brances  Land    ments    Acquisition  Land     ments   Total     tion       /(2)/    /(3)/
------------------------------------------------------------------------------------------------------------------------------------
<S>                         <C>                <C>     <C>          <C>     <C>          <C>     <C>       <C>       <C>       <C>
Other Northeast/I-85
     94 1705 Belle
        Meade Ct.             D             $  277   $   953       $  3    $  277      $   956  $ 1,233  $  114       1988    1994
     95 4125 Buford Hwy.      B                778     3,823         28       778        3,851    4,629     283       1995
     96 6525-27 Jimmy
        Carter Blvd.          D                509     3,131         27       509        3,158    3,667     174       1983    1996
     97 3171 McCall Dr.       D                112       385          6       112          391      503      46       1967    1994
     98 7250 McGinnis
        Ferry Rd.             D                498     3,712          7       498        3,719    4,217     203       1996
     99 5300 Peachtree
        Industrial Blvd       R                434     1,493          -       434        1,493    1,927     179       1966    1994
    100 5755 Peachtree
        Industrial Blvd       O                800     4,020          -       800        4,020    4,820      47       1997
    101 5765 Peachtree
        Industrial Blvd       D                521     3,248          -       521        3,248    3,769      37       1997
    102 5775 Peachtree
        Industrial Blvd       D                521     2,382          -       521        2,382    2,903      29       1997
    103 4280 Northeast
        Expressway            B                534     1,838          2       534        1,840    2,374     221       1962    1994
------------------------------------------------------------------------------------------------------------------------------------
            Total                           $4,984   $24,985       $ 73    $4,984      $25,058  $30,042  $1,333
-----------------------------------------------------------------------------------------------------------------------------------

North Central Submarket
-----------------------------------------------------------------------------------------------------------------------------------

Northmeadow
    104 11835 Alpharetta
        Hwy.                  O             $  524    $1,396       $142    $  524       $1,538  $ 2,062  $  148       1994
    105 1100 Northmeadow
        Pkwy.                 S                552     3,178         59       552        3,237    3,789     270       1989     1995
    106 1125 Northmeadow
        Pkwy.                 D                320     2,222          9       320        2,231    2,551     186       1987     1995
    107 1150 Northmeadow
        Pkwy.                 D                464     2,963          -       464        2,963    3,427     242       1988     1995
    108 1175 Northmeadow
        Pkwy.                 D                328     3,068         54       328        3,122    3,450     288       1987     1995
    109 1225 Northmeadow
        Pkwy.                 S                336     3,286          -       336        3,286    3,622     269       1989     1995
    110 1250 Northmeadow
        Pkwy.                 D                312     2,328          4       312        2,332    2,644     192       1989     1995
    111 1325 Northmeadow
        Pkwy.                 S                472     4,491         75       472        4,566    5,038     397       1990     1995
    112 1335 Northmeadow
        Pkwy.                 S                946     6,347          -       946        6,347    7,293       -       1997
    113 1350 Northmeadow
        Pkwy.                 D                672     2,556         12       672        2,568    3,240     227       1994
------------------------------------------------------------------------------------------------------------------------------------
            Total                           $4,926   $31,835       $355    $4,926    $  32,190  $37,116  $2,219
------------------------------------------------------------------------------------------------------------------------------------



Hembree Crest
    114 11415 Old
        Roswell Rd.           B             $  648    $1,947       $ 47    $  648       $1,994  $ 2,642  $  185       1991     1995
    115 11800 Wills Rd.       D                304     1,570        108       304        1,678    1,982     160       1987     1995
    116 11810 Wills Rd.       D                296     2,180          2       296        2,182    2,478     178       1989     1995
    117 11820 Wills Rd.       D                488     3,793         72       488        3,865    4,353     318       1987     1995
------------------------------------------------------------------------------------------------------------------------------------
            Total                           $1,736    $9,490       $229    $1,736       $9,719  $11,455  $  841
------------------------------------------------------------------------------------------------------------------------------------

Mansell Commons
    118 993 Mansell Rd.       D             $  136    $  919       $ 47      $136       $  966  $ 1,102  $   85       1987     1995
    119 995 Mansell Rd.       D                 80       714         25        80          739      819      66       1987     1995
    120 997 Mansell Rd.       D                 72       612          7        72          619      691      52       1987     1995
    121 999 Mansell Rd.       D                104       816          1       104          817      921      67       1987     1995
    122 1003 Mansell Rd.      D                136       881          1       136          882    1,018      73       1990     1995
    123 1005 Mansell Rd.      D                 72       714         15        72          729      801      64       1990     1995
    124 1007 Mansell Rd.      D                168     1,592         26       168        1,618    1,786     145       1990     1995
    125 1009 Mansell Rd.      S                264     1,620          4       264        1,624    1,888     132       1986     1995
    126 1011 Mansell Rd.      S                256     1,647          8       256        1,655    1,911     137       1984     1995
------------------------------------------------------------------------------------------------------------------------------------
            Total                           $1,288    $9,515       $134    $1,288       $9,649  $10,937  $  821
------------------------------------------------------------------------------------------------------------------------------------

</TABLE>

                                      S-4
<PAGE>

<TABLE>
                                                                                                           Schedule III Page 5 of 11

                                                         WEEKS CORPORATION
                                          REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION
                                                         DECEMBER 31, 1997
                                                      (Dollars in Thousands)

                                                                               Gross Amount at which
                                                 Initial Costs               Carried at Close of Period
                                                ---------------              --------------------------
                                                                    Cost
                                                       Building  Capitalized        Building           Accumu-
                                       Related           and     Subsequent           and               lated      Year      Year
        Market/             Property    Encum-         Improve-      to             Improve-          Deprecia-  Developed  Acquired
Business Park/Property      Type/(1)/  brances  Land    ments    Acquisition  Land    ments    Total     tion      /(2)/     /(3)/
------------------------------------------------------------------------------------------------------------------------------------
<S>                         <C>          <C>     <C>     <C>         <C>        <C>       <C>         <C>      <C>      <C>    <C>
Hembree Park
    127 105 Hembree
        Park Dr.            D                  $  288    $ 2,067      $  73     $  288     $ 2,140    $ 2,428   $  174    1988  1995
    128 150 Hembree
        Park Dr.            D                     641      2,015        208        825       2,039      2,864      181    1985  1995
    129 200 Hembree
        Park Dr.            D                     160      1,978         11        160       1,989      2,149      162    1985  1995
    130 645 Hembree
        Pkwy.               D                     248      1,997         54        248       2,051      2,299      183    1986  1995
    131 655 Hembree
        Pkwy.               D                     248      1,997         42        248       2,039      2,287      197    1986  1995
------------------------------------------------------------------------------------------------------------------------------------
            Total                              $1,585    $10,054       $388     $1,769     $10,258    $12,027   $  897
------------------------------------------------------------------------------------------------------------------------------------

Northwinds
    132 2555 Northwinds
        Pkwy.               O                  $1,813     $6,012       $  -     $1,813      $6,012     $7,825   $  106    1997
------------------------------------------------------------------------------------------------------------------------------------
            Total                              $1,813     $6,012       $  -     $1,813      $6,012     $7,825   $  106
------------------------------------------------------------------------------------------------------------------------------------

Other North Central
Properties
    133 10745 Westside
        Pkwy.             O                    $  925     $3,513       $ 71     $  925      $3,584     $4,509   $  307    1997
------------------------------------------------------------------------------------------------------------------------------------
            Total                              $  925     $3,513       $ 71     $  925      $3,584     $4,509   $  307
------------------------------------------------------------------------------------------------------------------------------------


Airport/South Atlanta
        Submarket
------------------------------------------------------------------------------------------------------------------------------------

Southridge
    134 5025 Derick
        Jones Rd.          D                   $  647    $ 3,598       $  -     $  647     $ 3,598    $ 4,245   $   45    1997
    135 5099 Southridge
        Pkwy.              D              (c)     306      1,053        119        306       1,172      1,478      149    1990 1994
    136 5136 Southridge
        Pkwy.              D              (c)     480      1,653         69        480       1,722      2,202      214    1990 1994
    137 5139 Southridge
        Pkwy.              D              (c)     465      1,601         14        465       1,615      2,080      195    1991 1994
    138 5149 Southridge
        Pkwy.              D              (c)      17      3,384          -        817       3,384      4,201      225    1990 1994
    139 5156 Southridge
        Pkwy.              D              (c)     676      2,330         10        676       2,340      3,016      279    1992 1994
    140 5169 Southridge
        Pkwy.              D                      431      2,468         11        431       2,479      2,910      179    1994
------------------------------------------------------------------------------------------------------------------------------------
            Total                              $3,822    $16,087       $223     $3,822     $16,310    $20,132   $1,286
------------------------------------------------------------------------------------------------------------------------------------

Sullivan International
    141 703 Sullivan Rd.    D                  $  225     $  781       $217     $  225      $  998  $   1,223   $   97    1990 1994
    142 721 Sullivan Rd.    D                     242        834         40        242         874      1,116      104    1991 1994
    143 727 Sullivan Rd.    D                     260        898         13        260         911      1,171      114    1988 1994
    144 739 Sullivan Rd.    D                     226        778         12        226         790      1,016       94    1989 1994
------------------------------------------------------------------------------------------------------------------------------------
            Total                              $  953     $3,291       $282     $  953      $3,573     $4,526   $  409
------------------------------------------------------------------------------------------------------------------------------------

Other Airport/South
Atlanta
Properties
    145 105 Kings Mill Rd.  B              (a )$  457     $4,951       $  -     $  457      $4,951     $5,408     $414    1995
            Total                              $  457     $4,951       $  -     $  457      $4,951     $5,408     $414
-----------------------------------------------------------------------------------------------------------------------------------

Northwest/I-75 Submarket
-----------------------------------------------------------------------------------------------------------------------------------

Townpoint
    146 3240 Town Point Dr  D                  $1,092     $4,199       $  -     $1,092      $4,199    $ 5,291     $ 42    1997
    147 3330 West Town
        Point Dr            D                     551      1,551        375        551       1,926      2,477      224    1994
    148 3350 West Town
        Point Dr            D                     434      2,214          -        434       2,214      2,648      137    1995
------------------------------------------------------------------------------------------------------------------------------------
            Total                              $2,077     $7,964       $375     $2,077      $8,339    $10,416     $403
------------------------------------------------------------------------------------------------------------------------------------


</TABLE>

                                      S-5
<PAGE>

<TABLE>
<CAPTION>
                                                                                                           SCHEDULE III PAGE 6 OF 11
                                                         WEEKS CORPORATION
                                          REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION
                                                         DECEMBER 31, 1997
                                                      (Dollars in Thousands)

                                                                               Gross Amount at which
                                                 Initial Costs               Carried at Close of Period
                                                ---------------               ----------------------
                                                                    Cost
                                                       Building  Capitalized         Building          Accumu-
                                       Related           and     Subsequent            and              lated        Year      Year
         Market/            Property    Encum-         Improve-      to              Improve-          Deprecia-  Developed Acquired
Business Park/Property      Type/(1)/  brances  Land    ments    Acquisition   Land     ments   Total     tion       /(2)/    /(3)/
------------------------------------------------------------------------------------------------------------------------------------
<S>                          <C>         <C>     <C>    <C>        <C>         <C>     <C>     <C>       <C>        <C>       <C>
Northwest Business Center
    149 1331-37-41-51
         Capital Circle       S                $  558   $ 4,443   $ 44       $  558   $ 4,487  $ 5,045  $  250      1985    1996
    150 1335 Capital
         Circle               S                   416     1,704      5          416     1,709    2,125      94      1985    1996
    151 2250 Northwest
        Pkwy.                 D                   320     2,223      -          320     2,223    2,543      47      1982    1997
    152 2252 Northwest
        Pkwy.                 S                    92       759      -           92       759      851      15      1982    1997
    153 2254 Northwest
        Pkwy.                 S                   175     1,442      -          175     1,442    1,617      29      1982    1997
    154 2256 Northwest
        Pkwy.                 S                    85       702      -           85       702      787      14      1982    1997
    155 2258 Northwest
        Pkwy.                 S                    47       388      -           47       388      435       8      1982    1997
    156 2260 Northwest
        Pkwy.                 S                   294     2,436      -          294     2,436    2,730      50      1982    1997
    157 2262 Northwest
        Pkwy.                 S                   161     1,333      -          161     1,333    1,494      27      1982    1997
    158 2264 Northwest
        Pkwy.                 D                   353     2,104      -          353     2,104    2,457      48      1982    1997
----------------------------------------------------------------------------------------------------------------------------------
            Total                              $2,501   $17,534   $ 49       $2,501   $17,583  $20,084  $  582
----------------------------------------------------------------------------------------------------------------------------------

Franklin Forest
    159 805 Franklin Ct.      D                $  313   $ 1,638      -       $  313   $ 1,638  $ 1,951  $   35      1983    1997
    160 810 Franklin Ct.      S                   255     1,414      -          255     1,414    1,669      28      1983    1997
    161 811 Livingston Ct.    S                   193     1,089      -          193     1,089    1,282      23      1983    1997
    162 821 Livinston Ct.     S                   145       803      -          145       803      948      17      1983    1997
    163 825 Franklin Ct.      D                   358     2,261      -          358     2,261    2,619      52      1983    1997
    164 830 Franklin Ct.      S                   133       741      -          133       741      874      15      1983    1997
    165 835 Franklin Ct.      D                   393     2,461      -          393     2,461    2,854      53      1983    1997
    166 840 Franklin Ct.      D                   242     1,855      -          242     1,855    2,097      38      1983    1997
    167 841 Livingston Ct.    D                   275     1,855      -          275     1,855    2,130      38      1983    1997
----------------------------------------------------------------------------------------------------------------------------------
            Total                              $2,307   $14,117      -       $2,307   $14,117  $16,424  $  299
----------------------------------------------------------------------------------------------------------------------------------

Other Northwest/
I-75 Properties
    168 240 Northpoint Pkwy.  B                $  822   $ 4,912      -       $  822   $ 4,912  $ 5,734  $  267       1995
----------------------------------------------------------------------------------------------------------------------------------
            Total                              $  822   $ 4,912      -       $  822   $ 4,912  $ 5,734  $  267
----------------------------------------------------------------------------------------------------------------------------------

Stone Mountain Submarket
----------------------------------------------------------------------------------------------------------------------------------

Parknorth
    169 675 Parknorth Blvd.   D                $  611   $ 2,743      -       $  611   $ 2,743  $ 3,354  $  264      1990    1995
    170 696 Parknorth Blvd.   D          (h)      532     2,748      4          532     2,752    3,284     240      1986    1995
    171 715 Parknorth Blvd.   D                   375     2,118      2          375     2,120    2,495     185      1989    1995
    172 735 Parknorth Blvd.   D          (h)      709     3,155     55          709     3,210    3,919     296      1989    1995
    173 736 Parknorth Blvd.   S                   627     1,023      -          627     1,023    1,650      90      1992    1995
    174 780 Parknorth Blvd.   D          (h)      328     1,847     45          328     1,892    2,220     165      1988    1995
    175 808 Parknorth Blvd.   S                   162       608      -          162       608      770      54      1986    1995
    176 815 Parknorth Blvd.   S                   249       983      4          249       987    1,236      86      1989    1995
----------------------------------------------------------------------------------------------------------------------------------
            Total                              $3,593   $15,225   $110       $3,593   $15,335  $18,928  $1,380
----------------------------------------------------------------------------------------------------------------------------------

Chattahoochee Submarket
----------------------------------------------------------------------------------------------------------------------------------

Chattahoochee
    177 1670 DeFoors Ave.     D                $   82   $   660   $943       $   82   $ 1,603  $ 1,685  $  809      1960    1989
----------------------------------------------------------------------------------------------------------------------------------
            Total                              $   82   $   660   $943       $   82   $ 1,603  $ 1,685  $  809
----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                      S-6
<PAGE>

<TABLE>
<CAPTION>
                                                                                  Schedule III Page 7 of 11

                                                         WEEKS CORPORATION
                                          REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION
                                                         DECEMBER 31, 1997
                                                      (Dollars in Thousands)

                                                                   Initial Costs
                                                              --------------------------    Cost Capitalized
                                   Property   Related                       Building and        Subsequent
Market/Business Park/Property      Type (1)   Encumbrances      Land        Improvements      to Acquisition
------------------------------------------------------------------------------------------------------------
NASHVILLE, TENNESSEE
------------------------------------------------------------------------------------------------------------
<S>                                <C>         <C>            <C>          <C>              <C>
Airpark Business Center
    178 400 Airpark Center Dr.        S        (m)(n)         $   419       $ 1,679                $ 18
    179 500 Airpark Center Dr.        D        (m)(n)             923         3,697                   -
    180 600 Airpark Center Dr.        D        (m)(n)             729         2,918                  50
    181 700 Airpark Center Dr.        D        (m)(n)             801         3,286                   -
    182 800 Airpark Center Dr.        D         (o)               924         3,701                   -
    183 900 Airpark Center Dr.        D         (o)               798         3,193                   -
    184 1000 Airpark Center Dr.       D                         1,300         7,367                   -
    185 1400 Donelson Pike            S        (m)(n)           1,276         5,108                   -
    186 1410 Donelson Pike            S        (m)(n)           1,411         5,696                  60
    187 1411-1449 Donelson Pike       B                         1,308         7,412                   -
    188 1413 Donelson Pike            B         (p)               549         2,196                   -
    189 1420 Donelson Pike            S        (m)(n)           1,331         5,346                  96
    190 5270 Harding Place            B         (p)               535         2,143                   -
------------------------------------------------------------------------------------------------------------
            Total                                             $12,304       $53,742                $224
------------------------------------------------------------------------------------------------------------

Aspen Grove Business Center
    191 277 Mallory Station Road      D                       $   936       $ 5,324                $  -
------------------------------------------------------------------------------------------------------------
            Total                                             $   936       $ 5,324                $  -
------------------------------------------------------------------------------------------------------------

Brentwood South Business Center
    192 7104 Crossroad Blvd.          D         (j)           $ 1,065       $ 4,272                $ 11
    193 7106 Crossroad Blvd.          D         (j)             1,065         4,266                   7
    194 7108 Crossroad Blvd.          D         (j)               848         3,396                   5
    195 119 Seaboard Lane             D         (k)               569         2,280                   -
    196 121 Seaboard Lane             D         (l)               445         1,784                   -
    197 123 Seaboard Lane             D         (l)               489         1,956                   -
------------------------------------------------------------------------------------------------------------
            Total                                             $ 4,481       $17,954                $ 23
------------------------------------------------------------------------------------------------------------

Four Forty Business Center
    198 735 Melrose Ave.              B                       $   938       $ 5,318                $  -
------------------------------------------------------------------------------------------------------------
            Total                                             $   938       $ 5,318                $  -
------------------------------------------------------------------------------------------------------------

RESEARCH TRIANGLE, NORTH CAROLINA

Perimeter Park
    199 100 Perimeter Park Rd.        S         (z)           $   477       $ 3,030                $  -
    200 200 Perimeter Park Rd.        S                           567         3,048                   -
    201 300 Perimeter Park Rd.        S         (z)               567         3,047                   -
    202 400 Perimeter Park Rd.        S         (aa)              486         4,051                   -
    203 500 Perimeter Park Rd.        S         (z)               522         4,051                   -
    204 800 Perimeter Park Rd.        S         (bb)              405         3,048                   -
    205 900 Perimeter Park Rd.        S         (q)               629         3,568                   -
    206 1000 Perimeter Park Rd.       S         (z)               405         2,667                   -
------------------------------------------------------------------------------------------------------------
            Total                                             $ 4,058       $26,510                $  -
------------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

                                                        Gross Amount at which
                                                      Carried at Close of Period
                                            ---------------------------------------------
                                                              Building and
Market/Business Park/Property                 Land            Improvements        Total
-----------------------------------------------------------------------------------------
NASHVILLE, TENNESSEE
-----------------------------------------------------------------------------------------
<S>                                         <C>               <C>              <C>
Airpark Business Center
    178 400 Airpark Center Dr.              $   419           $ 1,697           $ 2,116
    179 500 Airpark Center Dr.                  923             3,697             4,620
    180 600 Airpark Center Dr.                  729             2,968             3,697
    181 700 Airpark Center Dr.                  801             3,286             4,087
    182 800 Airpark Center Dr.                  924             3,701             4,625
    183 900 Airpark Center Dr.                  798             3,193             3,991
    184 1000 Airpark Center Dr.               1,300             7,367             8,667
    185 1400 Donelson Pike                    1,276             5,108             6,384
    186 1410 Donelson Pike                    1,411             5,756             7,167
    187 1411-1449 Donelson Pike               1,308             7,412             8,720
    188 1413 Donelson Pike                      549             2,196             2,745
    189 1420 Donelson Pike                    1,331             5,442             6,773
    190 5270 Harding Place                      535             2,143             2,678
-----------------------------------------------------------------------------------------
            Total                           $12,304           $53,966           $66,270
-----------------------------------------------------------------------------------------

Aspen Grove Business Center
    191 277 Mallory Station Road            $   936           $ 5,324           $ 6,260
-----------------------------------------------------------------------------------------
            Total                           $   936           $ 5,324           $ 6,260
-----------------------------------------------------------------------------------------

Brentwood South Business Center
    192 7104 Crossroad Blvd.                $ 1,065           $ 4,283           $ 5,348
    193 7106 Crossroad Blvd.                  1,065             4,273             5,338
    194 7108 Crossroad Blvd.                    848             3,401             4,249
    195 119 Seaboard Lane                       569             2,280             2,849
    196 121 Seaboard Lane                       445             1,784             2,229
    197 123 Seaboard Lane                       489             1,956             2,445
-----------------------------------------------------------------------------------------
            Total                           $ 4,481           $17,977           $22,458
-----------------------------------------------------------------------------------------

Four Forty Business Center
    198 735 Melrose Ave.                    $   938           $ 5,318           $ 6,256
-----------------------------------------------------------------------------------------
            Total                           $   938           $ 5,318           $ 6,256
-----------------------------------------------------------------------------------------

RESEARCH TRIANGLE, NORTH CAROLINA

Perimeter Park
    199 100 Perimeter Park Rd.              $   477           $ 3,030           $ 3,507
    200 200 Perimeter Park Rd.                  567             3,048             3,615
    201 300 Perimeter Park Rd.                  567             3,047             3,614
    202 400 Perimeter Park Rd.                  486             4,051             4,537
    203 500 Perimeter Park Rd.                  522             4,051             4,573
    204 800 Perimeter Park Rd.                  405             3,048             3,453
    205 900 Perimeter Park Rd.                  629             3,568             4,197
    206 1000 Perimeter Park Rd.                 405             2,667             3,072
-----------------------------------------------------------------------------------------
            Total                           $ 4,058           $26,510           $30,568
-----------------------------------------------------------------------------------------
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                                            Accumulated          Year           Year
Market/Business Park/Property               Depreciation      Developed (2)   Acquired (3)
------------------------------------------------------------------------------------------
NASHVILLE, TENNESSEE
------------------------------------------------------------------------------------------
<S>                                         <C>               <C>            <C>
Airpark Business Center
    178 400 Airpark Center Dr.               $   78             1989            1996
    179 500 Airpark Center Dr.                  173             1988            1996
    180 600 Airpark Center Dr.                  142             1990            1996
    181 700 Airpark Center Dr.                  152             1992            1996
    182 800 Airpark Center Dr.                  173             1995            1996
    183 900 Airpark Center Dr.                  149             1995            1996
    184 1000 Airpark Center Dr.                  24             1997            1997
    185 1400 Donelson Pike                      238             1986            1996
    186 1410 Donelson Pike                      279             1986            1996
    187 1411-1449 Donelson Pike                  22             1996            1997
    188 1413 Donelson Pike                      103             1996            1996
    189 1420 Donelson Pike                      265             1985            1996
    190 5270 Harding Place                      100             1996            1996
------------------------------------------------------------------------------------------
            Total                            $1,898
------------------------------------------------------------------------------------------

Aspen Grove Business Center
    191 277 Mallory Station Road             $  137             1996            1997
------------------------------------------------------------------------------------------
            Total                            $  137
------------------------------------------------------------------------------------------

Brentwood South Business Center
    192 7104 Crossroad Blvd.                 $  205             1987            1996
    193 7106 Crossroad Blvd.                    201             1987            1996
    194 7108 Crossroad Blvd.                    159             1989            1996
    195 119 Seaboard Lane                       106             1990            1996
    196 121 Seaboard Lane                        84             1990            1996
    197 123 Seaboard Lane                        92             1990            1996
------------------------------------------------------------------------------------------
            Total                            $  847
------------------------------------------------------------------------------------------

Four Forty Business Center
    198 735 Melrose Ave.                     $  143             1997            1997
------------------------------------------------------------------------------------------
            Total                            $  143
------------------------------------------------------------------------------------------

RESEARCH TRIANGLE, NORTH CAROLINA

Perimeter Park
    199 100 Perimeter Park Rd.               $   53             1987            1997
    200 200 Perimeter Park Rd.                   52             1987            1997
    201 300 Perimeter Park Rd.                   53             1986            1997
    202 400 Perimeter Park Rd.                   70             1984            1997
    203 500 Perimeter Park Rd.                   71             1985            1997
    204 800 Perimeter Park Rd.                   53             1984            1997
    205 900 Perimeter Park Rd.                  184             1982            1996
    206 1000 Perimeter Park Rd.                  47             1982            1997
------------------------------------------------------------------------------------------
            Total                            $  583
------------------------------------------------------------------------------------------
</TABLE>

                                      S-7
<PAGE>

<TABLE>
<CAPTION>
                                                                                                           SCHEDULE III PAGE 8 OF 11
                                                         WEEKS CORPORATION
                                          REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION
                                                         DECEMBER 31, 1997
                                                      (Dollars in Thousands)

                                                                          Initial Costs
                                                                    --------------------------   Cost Capitalized
                                   Property          Related                     Building and       Subsequent
Market/Business Park/Property      Type (1)        Encumbrances      Land        Improvements      to Acquisition
------------------------------------------------------------------------------------------------------------------
<S>                                <C>             <C>            <C>            <C>                <C>
Perimeter Park West
    207 1100 Perimeter Park West      S                            $  777           $ 4,588            $  -
    208 1400 Perimeter Park West      O              (r)              666             3,777              17
    209 1500 Perimeter Park West      O                             1,148             6,511               -
    210 1600 Perimeter Park West      O              (v)            1,463             8,296               -
    211 1800 Perimeter Park West      O              (v)              907             5,140               -
    212 2000 Perimeter Park West      O                               788             4,466               -
------------------------------------------------------------------------------------------------------------------
            Total                                                  $5,749           $32,778            $ 17
------------------------------------------------------------------------------------------------------------------

Enterprise Center
    213 2600 Perimeter Park Dr.       S                            $  975           $ 5,529            $  -
    214 507 Airport Blvd.             S              (v)            1,336             7,578               -
    215 5151 McCrimmon Pkwy.          S                             1,318             7,474               -
------------------------------------------------------------------------------------------------------------------
            Total                                                  $3,629           $20,581            $  -
------------------------------------------------------------------------------------------------------------------

Metro Center
    216 2800 Perimeter Park Dr.       D              (u)           $  777           $ 4,405            $ 96
    217 2900 Perimeter Park Dr.       D              (u)              235             1,330               -
    218 3000 Perimeter Park Dr.       D              (u)              482             2,733              13
------------------------------------------------------------------------------------------------------------------
            Total                                                  $1,494           $ 8,468            $109
------------------------------------------------------------------------------------------------------------------

Woodlake Center
    219 100 Innovation Ave.           D              (t)           $  633           $ 3,590            $  -
    220 101 Innovation Ave.           D                               615             3,488               -
------------------------------------------------------------------------------------------------------------------
            Total                                                  $1,248           $ 7,078            $  -
------------------------------------------------------------------------------------------------------------------

Research Triangle Industrial Center
    221 409-A Airport Blvd.           D              (y)           $  296           $ 2,037            $  -
    222 409-B Airport Blvd.           D              (y)              175             1,203               -
    223 409-C Airport Blvd.           D              (y)              185             1,304               -
------------------------------------------------------------------------------------------------------------------
            Total                                                  $  656           $ 4,544            $  -
------------------------------------------------------------------------------------------------------------------

Interchange Plaza
    224 5520 Capital Center Dr.       O              (s)           $  842           $ 4,772            $  -
    225 801 Jones Franklin Rd.        O              (x)            1,351             7,660               3
------------------------------------------------------------------------------------------------------------------
            Total                                                  $2,193           $12,432            $  3
------------------------------------------------------------------------------------------------------------------

Other Raleigh Properties
    226 6501 Weston Pkwy.             O              (w)           $1,775           $10,064            $  5
------------------------------------------------------------------------------------------------------------------
            Total                                                  $1,775           $10,064            $  5
------------------------------------------------------------------------------------------------------------------

Orlando, Florida

ParkSouth Distribution
    227 2490 Principal Row            B                            $  493           $ 3,284            $  -
    228 2500 Principal Row            B                               565             3,915              70
    229 9600 Parksouth Ct.            B                               649             3,836               -
------------------------------------------------------------------------------------------------------------------
            Total                                                  $1,707           $11,035            $ 70
------------------------------------------------------------------------------------------------------------------
</TABLE>



<TABLE>
<CAPTION>

                                               Gross Amount at which
                                             Carried at Close of Period
                                           -----------------------------
                                                       Building and
Market/Business Park/Property              Land        Improvements          Total
------------------------------------------------------------------------------------
<S>                                       <C>          <C>                   <C>
Perimeter Park West
    207 1100 Perimeter Park West         $  777           $ 4,588           $ 5,365
    208 1400 Perimeter Park West            666             3,794             4,460
    209 1500 Perimeter Park West          1,148             6,511             7,659
    210 1600 Perimeter Park West          1,463             8,296             9,759
    211 1800 Perimeter Park West            907             5,140             6,047
    212 2000 Perimeter Park West            788             4,466             5,254
------------------------------------------------------------------------------------
            Total                        $5,749           $32,795           $38,544
------------------------------------------------------------------------------------

Enterprise Center
    213 2600 Perimeter Park Dr.          $  975           $ 5,529           $ 6,504
    214 507 Airport Blvd.                 1,336             7,578             8,914
    215 5151 McCrimmon Pkwy.              1,318             7,474             8,792
------------------------------------------------------------------------------------
            Total                        $3,629           $20,581           $24,210
------------------------------------------------------------------------------------

Metro Center
    216 2800 Perimeter Park Dr.          $  777           $ 4,501           $ 5,278
    217 2900 Perimeter Park Dr.             235             1,330             1,565
    218 3000 Perimeter Park Dr.             482             2,746             3,228
------------------------------------------------------------------------------------
            Total                        $1,494           $ 8,577           $10,071
------------------------------------------------------------------------------------

Woodlake Center
    219 100 Innovation Ave.              $  633           $ 3,590           $ 4,223
    220 101 Innovation Ave.                 615             3,488             4,103
------------------------------------------------------------------------------------
            Total                        $1,248           $ 7,078           $ 8,326
------------------------------------------------------------------------------------

Research Triangle Industrial Center
    221 409-A Airport Blvd.              $  296           $ 2,037           $ 2,333
    222 409-B Airport Blvd.                 175             1,203             1,378
    223 409-C Airport Blvd.                 185             1,304             1,489
------------------------------------------------------------------------------------
            Total                        $  656           $ 4,544           $ 5,200
------------------------------------------------------------------------------------

Interchange Plaza
    224 5520 Capital Center Dr.          $  842           $ 4,772           $ 5,614
    225 801 Jones Franklin Rd.            1,351             7,663             9,014
------------------------------------------------------------------------------------
            Total                        $2,193           $12,435           $14,628
------------------------------------------------------------------------------------

Other Raleigh Properties
    226 6501 Weston Pkwy.                $1,775           $10,069           $11,844
------------------------------------------------------------------------------------
            Total                        $1,775           $10,069           $11,844
------------------------------------------------------------------------------------

Orlando, Florida

ParkSouth Distribution
    227 2490 Principal Row               $  493           $ 3,284           $ 3,777
    228 2500 Principal Row                  565             3,985             4,550
    229 9600 Parksouth Ct.                  649             3,836             4,485
------------------------------------------------------------------------------------
            Total                        $1,707           $11,105           $12,812
------------------------------------------------------------------------------------
</TABLE>


<TABLE>
<CAPTION>


                                            Accumulated         Year            Year
Market/Business Park/Property               Depreciation      Developed (2)   Acquired (3)
------------------------------------------------------------------------------------------
<S>                                        <C>                <C>             <C>
Perimeter Park West
    207 1100 Perimeter Park West            $   71              1990            1997
    208 1400 Perimeter Park West               197              1991            1996
    209 1500 Perimeter Park West               335              1996            1996
    210 1600 Perimeter Park West               427              1994            1996
    211 1800 Perimeter Park West               266              1994            1996
    212 2000 Perimeter Park West                41              1997            1997
------------------------------------------------------------------------------------------
            Total                           $1,337
------------------------------------------------------------------------------------------

Enterprise Center
    213 2600 Perimeter Park Dr.             $   45              1997            1997
    214 507 Airport Blvd.                      389              1993            1996
    215 5151 McCrimmon Pkwy.                   384              1995            1996
------------------------------------------------------------------------------------------
            Total                           $  818
------------------------------------------------------------------------------------------

Metro Center
    216 2800 Perimeter Park Dr.             $  238              1992            1996
    217 2900 Perimeter Park Dr.                 68              1990            1996
    218 3000 Perimeter Park Dr.                141              1989            1996
------------------------------------------------------------------------------------------
            Total                           $  447
------------------------------------------------------------------------------------------

Woodlake Center
    219 100 Innovation Ave.                 $  185              1994            1996
    220 101 Innovation Ave.                     34              1997            1997
------------------------------------------------------------------------------------------
            Total                           $  219
------------------------------------------------------------------------------------------

Research Triangle Industrial Center
    221 409-A Airport Blvd.                 $   73              1982            1997
    222 409-B Airport Blvd.                     43              1983            1997
    223 409-C Airport Blvd.                     46              1986            1997
------------------------------------------------------------------------------------------
            Total                           $  162
------------------------------------------------------------------------------------------

Interchange Plaza
    224 5520 Capital Center Dr.             $  246              1993            1996
    225 801 Jones Franklin Rd.                 394              1995            1996
------------------------------------------------------------------------------------------
            Total                           $  640
------------------------------------------------------------------------------------------

Other Raleigh Properties
    226 6501 Weston Pkwy.                   $  517              1996            1996
------------------------------------------------------------------------------------------
            Total                           $  517
------------------------------------------------------------------------------------------

Orlando, Florida

ParkSouth Distribution
    227 2490 Principal Row                  $   22              1997
    228 2500 Principal Row                     143              1996
    229 9600 Parksouth Ct.                      42              1997
------------------------------------------------------------------------------------------
            Total                           $  207
------------------------------------------------------------------------------------------
</TABLE>

                                      S-8
<PAGE>

<TABLE>
<CAPTION>
                                                                                                          SCHEDULE III PAGE 9 OF 11


                                                                                                      GROSS AMOUNT AT WHICH
                                                            INITIAL COSTS                          CARRIED AT CLOSE OF PERIOD
                                                        ---------------------  COST CAPITALIZED ----------------------------------
MARKET/BUSINESS                PROPERTY     RELATED              BUILDING AND     SUBSEQUENT              BUILDING AND
PARK/PROPERTY                  TYPE/(1)/  ENCUMBRANCES    LAND   IMPROVEMENTS   TO ACQUISITION     LAND   IMPROVEMENTS
-----------------------------------------------------------------------------------------------------------------------
<S>                            <C>        <C>           <C>       <C>          <C>              <C>        <C>
AIRPORT COMMERCE CENTER
 230 1629 Prime Court             D                     $   281    $ 2,129        $    -        $    281   $  2,129
 231 1630 Prime Court             D                         323      1,650             -             323      1,650
 232 8249 Parkline Blvd.          D                         214      1,661             -             214      1,661
 233 8351 Parkline Blvd.          D           (d)           212      1,785             -             212      1,785
 234 8500 Parkline Blvd.          D           (d)           691      3,200           126             691      3,326
 235 8501 Parkline Blvd.          D           (d)           169      1,212             8             169      1,220
 236 8549 Parkline Blvd.          D           (d)           149      1,231             -             149      1,231
-----------------------------------------------------------------------------------------------------------------------
     TOTAL                                              $ 2,039   $ 12,868      $    134        $  2,039   $ 13,002
-----------------------------------------------------------------------------------------------------------------------

TECHNOLOGY PARK - ORLANDO
 237 100 Technology Park          S                     $    421   $  2,580     $      -        $    421   $  2,580
-----------------------------------------------------------------------------------------------------------------------
     TOTAL                                              $    421   $  2,580     $      -        $    421   $  2,580
-----------------------------------------------------------------------------------------------------------------------

SPARTANBURG, SOUTH CAROLINA

HILLSIDE
 238 170 Parkway West             B                     $    223   $  2,539     $      -       $    223    $  2,539
 239 190 Parkway West             B                          276      2,350            -            276       2,350
 240 285 Parkway West             B                          619      4,243            -            619       4,243
-----------------------------------------------------------------------------------------------------------------------
          TOTAL                                         $  1,118   $  9,132     $      -       $  1,118    $  9,132
-----------------------------------------------------------------------------------------------------------------------

JACKSONVILLE, FLORIDA

JACKSONVILLE INTERNATIONAL TRADEPORT
 241 13340 International Pkwy     B                     $    289   $  2,495     $      -       $    289    $  2,495
-----------------------------------------------------------------------------------------------------------------------
          TOTAL                                         $    289   $  2,495     $      -       $    289    $  2,495
-----------------------------------------------------------------------------------------------------------------------

     LAND HELD FOR FUTURE
          DEVELOPMENT                       4,524       $ 21,029   $      -     $  1,533       $ 22,562    $      -
                                   ------------------------------------------------------------------------------------
     PROPERTY TOTALS                     $188,661 (cc)  $126,938   $596,849     $ 32,280       $128,758    $627,309
                                   ------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
------------------------------------------------
MARKET/BUSINESS                                       ACCUMULATED       YEAR          YEAR
PARK/PROPERTY                            TOTAL        DEPRECIATION  DEVELOPED/(2)/  ACQUIRED/(3)/
-------------------------------------------------------------------------------------------------
<S>                                    <C>            <C>           <C>             <C>
AIRPORT COMMERCE CENTER
 230 1629 Prime Court                  $  2,410          $     6        1997
 231 1630 Prime Court                     1,973               80        1996
 232 8249 Parkline Blvd.                  1,875              105        1996
 233 8351 Parkline Blvd.                  1,997              170        1994          1995
 234 8500 Parkline Blvd.                  4,017              347        1986          1995
 235 8501 Parkline Blvd.                  1,389              117        1991          1995
 236 8549 Parkline Blvd.                  1,380              118        1992          1995
-------------------------------------------------------------------------------------------------
     TOTAL                             $ 15,041          $   943
-------------------------------------------------------------------------------------------------

TECHNOLOGY PARK - ORLANDO
 237 100 Technology Park               $  3,001          $    57        1986          1997
-------------------------------------------------------------------------------------------------
     TOTAL                             $  3,001          $    57
-------------------------------------------------------------------------------------------------

SPARTANBURG, SOUTH CAROLINA

HILLSIDE
 238 170 Parkway West                  $  2,762          $    99        1995
 239 190 Parkway West                     2,626               56        1997
 240 285 Parkway West                     4,862              333        1994
-------------------------------------------------------------------------------------------------
          TOTAL                       $  10,250          $   488
-------------------------------------------------------------------------------------------------

JACKSONVILLE, FLORIDA

JACKSONVILLE INTERNATIONAL TRADEPORT
 241 13340 International Pkwy         $   2,784          $    17        1997          1997
-------------------------------------------------------------------------------------------------
          TOTAL                       $   2,784          $    17
-------------------------------------------------------------------------------------------------

     LAND HELD FOR FUTURE
          DEVELOPMENT                 $  22,562          $     -
                                     ------------------------------------------------------------
     PROPERTY TOTALS                  $ 756,067 (dd)(ee) $61,548
                                     ------------------------------------------------------------
</TABLE>
                                      S-9

<PAGE>

                                                      SCHEDULE III PAGE 10 OF 11

<TABLE>
<CAPTION>

FOOTNOTES TO SCHEDULE III
<S>     <C>

  (1)   D = business distribution; B = bulk warehouse; S = business service; O = office; R = retail.
  (2)   The year of development means the year in which shell construction was completed.
  (3)   For properties acquired by the Company, including properties previously developed and sold by the Company, the year of
        acquisition means the year in which an ownership interest in the property was acquired or is expected to be acquired, unless
        otherwise noted.
  (a)   These properties are collectively encumbered by a mortgage of  $ 38,000.
  (b)   These properties are collectively encumbered by a mortgage of  $ 10,300.
  (c)   These properties are collectively encumbered by a mortgage of  $  6,857.
  (d)   These properties are collectively encumbered by a mortgage of  $  5,200.
  (e)   These properties are collectively encumbered by a mortgage of  $  3,365.
  (f)   These properties are collectively encumbered by a mortgage of  $  1,764.
  (g)   These properties are collectively encumbered by a mortgage of  $  1,228.
  (h)   These properties are collectively encumbered by a mortgage of  $  5,140.
  (i)   These properties are collectively encumbered by a mortgage of  $    657.
  (j)   These properties are collectively encumbered by a mortgage of  $  6,988.
  (k)   These properties are collectively encumbered by a mortgage of  $  2,153
  (l)   These properties are collectively encumbered by a mortgage of  $  2,605.
  (m)   These properties are collectively encumbered by a mortgage of  $ 12,015.
  (n)   These properties are collectively encumbered by a mortgage of  $  1,922.
  (o)   These properties are collectively encumbered by a mortgage of  $  8,710.
  (p)   These properties are collectively encumbered by a mortgage of  $  6,826.
  (q)   These properties are collectively encumbered by a mortgage of  $  2,866.
  (r)   These properties are collectively encumbered by a mortgage of  $  2,675.
  (s)   These properties are collectively encumbered by a mortgage of  $  2,890.
  (t)   These properties are collectively encumbered by a mortgage of  $  2,463.
  (u)   These properties are collectively encumbered by a mortgage of  $  6,705.
  (v)   These properties are collectively encumbered by a mortgage of  $ 15,800.
  (w)   These properties are collectively encumbered by a mortgage of  $  7,560.
  (x)   These properties are collectively encumbered by a mortgage of  $  5,718.
  (y)   These properties are collectively encumbered by a mortgage of  $  3,641.
  (z)   These properties are collectively encumbered by a mortgage of  $ 12,897.
  (aa)  These properties are collectively encumbered by a mortgage of  $  4,135.
  (bb)  These properties are collectively encumbered by a mortgage of  $  3,057.
  (cc)  Total related encumbrances include all mortgage notes payable in the accompanying financial statements, except a mortgage of
        $3,934 which is secured by the property at 1950 Vaughn Road which underlies a direct financing lease discussed in note 2 to
        the consolidated financial statements.
  (dd)  The aggregate cost for federal income tax purposes was approximately $642,000.
  (ee)  Excludes developments in progress of $100,433.

</TABLE>

                                     S-10
<PAGE>

                                                      SCHEDULE III PAGE 11 OF 11

                               WEEKS CORPORATION
                REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION
                               DECEMBER 31, 1997

  Depreciation of the Company's real estate assets is calculated over the
  following estimated useful lives on a straight-line basis:
    . Buildings -- 35 Years
    . Tenant Improvements -- life of the lease

  A summary of activity for real estate assets and accumulated depreciation for
  the years ended December 31, 1997, 1996 and 1995, were as follows
<TABLE>
<CAPTION>
(in thousands):
<S>                               <C>        <C>       <C>

                                      1997       1996      1995
  -----------------------------------------------------------------
  REAL ESTATE ASSETS
  Balance, beginning of period    $592,841   $319,763  $162,709
  Additions                        137,566     71,418    46,913
  Building acquisitions(a)         129,884    201,660   110,141
  Sales of property                 (2,456)        --        --
  Property retirements              (1,335)        --        --
  -----------------------------------------------------------------
  Balance, end of period          $856,500   $592,841  $319,763
  =================================================================
  ACCUMULATED DEPRECIATION
  Balance, beginning of period    $ 41,469   $ 29,889  $ 22,959
  Depreciation expense              21,586     11,580     6,930
  Sales of property                   (182)        --        --
  Property retirements              (1,325)        --        --
  -----------------------------------------------------------------
  Balance, end of period          $ 61,548   $ 41,469  $ 29,889
  =================================================================
</TABLE>
(a)  See Note 14 to the Company's consolidated financial statements, included
     herein on page F-22, for a summary of certain noncash consideration
     utilized in the Company's building acquisitions.

                                     S-11
<PAGE>

                                 EXHIBIT INDEX

     Exhibit No.   Description
     -------------------------------------------------------------------------
     2.1**    Agreement of Merger by and between NWI Warehouse Group, LLC and
              Weeks Realty, L.P., dated November 1, 1996.

     2.2**    Contribution Agreement for Development Properties between Weeks
              Realty, L.P., and NWI Warehouse Group, L.P., dated November 1,
              1996.

     2.3**    Contribution Agreement for Aspen Grove Land between Weeks Realty,
              L.P., and NWI Warehouse Group, L.P., dated November 1, 1996.

     2.4**    Contribution Agreement for I-440 Land between Weeks Realty, L.P.,
              and NWI Warehouse Group, L.P., dated November 1, 1996.

     2.5**    Contribution Agreement for NWI Operating Business by and between
              Weeks Realty, L.P. and NWI Warehouse Group, L.P., dated November
              1, 1996.

     2.6**    Contribution Agreement for Buckley Operating Business by and
              between Weeks Realty, L.P. and Buckley & Company Real Estate,
              Inc., dated November 1, 1996.

     2.7**    Contribution Agreement for Briley Land between Weeks Realty, L.P.
              and NWI Warehouse Group, L.P., dated November 1, 1996.

     2.8***   Contribution Agreement by and between Harold S. Lichtin and Weeks
              Realty, L.P., dated December 31, 1996.

     2.9***   Agreement and Plan of Merger by and among Lichtin Properties,
              Inc., Harold S. Lichtin and Weeks Corporation, dated December 31,
              1996.

     2.10***  Contribution Agreement for Northern Telecom Properties, among the
              Contributors identified therein (the "Contributors") and Weeks
              Realty, L.P. doing business as Weeks Realty Limited Partnership,
              dated December 31, 1996.

     2.11***  Contribution Agreement (Perimeter Park West Land) among Harold S.
              Lichtin, Marie Antoinette Robertson, and Perimeter Park West
              Associates, and Weeks Realty, L.P. doing business as Weeks Realty
              Limited Partnership, dated December 31, 1996.

     2.12***  Contribution Agreement for Completed Properties Lichtin Portfolio
              among the Contributors and Weeks Realty, L.P. doing business as
              Weeks Realty Limited Partnership, dated December 31, 1996.

     2.13***  Contribution Agreement for Development Properties and Regency
              Forrest Land among the Contributors and Weeks Realty, L.P. doing
              business as Weeks Realty Limited Partnership, dated December 31,
              1996.

    2.14***** Beacon Centre Contribution Agreement dated January 2, 1998 by and
              between Armando Codina, Codina West Dade Development Corporation,
              Codina Family Investments, Ltd., The Benenson Capital Company,
              Raha Associates, Inc., Laurence Tisch, Preston Tisch, Raha
              Associates II, Inc., Codina West Dade Development Corporation
              No.5, and Weeks Realty, L.P., and Weeks Corporation.

     3.1****  Amended and Restated Articles of Incorporation of the Company

     3.2+++   Articles of Amendment of the Registrant's Restated Articles of
              Incorporation.

     3.3+++   Articles of Amendment of the Registrant's Restated Articles of
              Incorporation.

     3.4***   Third Amended and Restated Bylaws of Weeks Corporation.

     4.1*     Specimen certificate of Common Stock

<PAGE>

      4.2++++ Specimen certificate of Preferred Stock.

     10.1**** First Amended and Restated Agreement of Limited Partnership dated
              August 24, 1994 of Weeks Realty L.P.

     10.2**** Registration Rights and Lock-Up Agreement dated August 24, 1994
              among the Company and the persons named therein.

     10.3**** Incentive Stock Plan.

     10.4**** Employment Agreements between the Company and A. Ray Weeks, Jr.,
              Thomas D. Senkbeil and Forrest W. Robinson, respectively.

     10.5**** Employment Agreements between Weeks Realty, L.P. and A. Ray Weeks,
              Jr., Thomas D. Senkbeil and Forrest W. Robinson, respectively.

     10.6**** Employment Agreements between Weeks Realty Services, Inc. and A.
              Ray Weeks, Jr., Thomas D. Senkbeil and Forrest W. Robinson,
              respectively.

     10.7**** Employment Agreements between Weeks Construction Services, Inc.
              and A. Ray Weeks, Jr. and Forrest W. Robinson, respectively.

     10.8**** Noncompetition Agreements among the Company, Weeks Realty, L.P.,
              Weeks Realty Services, Inc., Weeks Construction Services, Inc. and
              each of A. Ray Weeks, Jr., Thomas D. Senkbeil and Forrest W.
              Robinson.

     10.9*    Form of Officers and directors Indemnification Agreement.

     10.10+   Credit Agreement dated September 25, 1996, by and among Wachovia
              Bank of Georgia, N.A., as agent bank for Wachovia Bank of Georgia,
              N.A., First Union National Bank of Georgia, Commerzbank A.G. and
              Mellon Bank, N.A. as lenders, Weeks Realty, L.P., Weeks
              Construction Services, Inc., Weeks Realty Serivces, Inc., Weeks
              Development Partnership and Weeks Financing Limited Partnership,
              as borrowers, and Weeks Corporation and Weeks Realty, L.P., as
              guarantors.

     10.11++  Park North Purchase and Sale Agreement between Copley Properties
              Inc., Parknorth Associates, Parknorth Associates II, Parknorth
              Associates III and Weeks Realty, L.P., dated March 28, 1995.

     10.12#   Purchase and Sale Agreement by and among North Meadow Associates
              Joint Venture, ASC North Fulton Associates Joint Venture and Weeks
              Realty, L.P., dated July 7, 1995.

     10.13##  Employment Agreement between Weeks Corporation and David P.
              Stockert, dated June 26, 1995.

     10.14##  Noncompetition Agreement between Weeks Corporation, Weeks Realty,
              L.P., Weeks Realty Services, Inc. and Weeks Construction Services
              Inc. and David P. Stockert, dated June 26, 1995.

     10.15##  Agreement of Purchase and Sale between Premprop-Northwoods 6
              Partnership, Premprop-Northwoods 18-22 Partnership, and Premprop-
              Northwoods 23 Partnership and Weeks Realty, L.P. dated November 6,
              1995.  The Exhibits and Schedules to this Agreement are listed in,
              but not filed with, this exhibit.  Such Exhibits and Schedules
              have been omitted for purposes of this filing, but will be
              furnished to the Commission supplementary upon request.

     10.16### Real Estate Purchase and Sale Agreement by and between Principal
              Mutual Life Insurance Company and Weeks Realty, L.P., dated May
              28, 1996.
<PAGE>

     10.17### Amendment to Weeks Corporation Incentive Stock Plan, dated May 21,
              1996.

     10.18**  Employment Agreement by and between John W. Nelley, Jr. and Weeks
              Corporation, dated November 1, 1996.

     10.19**  Employment Agreement by and between Albert W. Buckley, Jr. and
              Weeks Corporation, dated November 1, 1996.

     10.20**  Noncompetition Agreement by and among NWI Warehouse Group, L.P.,
              Weeks Corporation, Weeks Realty, L.P., Weeks Realty Services,
              Inc., Weeks Construction Services, Inc., Weeks GP Holdings, Inc.,
              Weeks LP Holdings, Inc., and their respective successors, dated
              November 1, 1996.

     10.21**  Noncompetition Agreement by and among John W. Nelley, Jr., Weeks
              Corporation, Weeks Realty, L.P., Weeks Realty Services, Inc.,
              Weeks Construction Services, Inc., Weeks GP Holdings, Inc., Weeks
              LP Holdings, Inc., and any other entity under the common control
              of Weeks Corporation, and their respective successors, dated
              November 1, 1996.

     10.22**  Noncompetition Agreement by and among Albert W. Buckley, Jr.,
              Weeks Corporation, Weeks Realty, L.P., Weeks Realty Services,
              Inc., Weeks Construction Services, Inc., Weeks GP Holdings, Inc.,
              Weeks LP Holdings, Inc., and any other entity under the common
              control of Weeks Corporation, and their respective successors,
              dated November 1, 1996.

     10.23**  Indemnification Agreement by and between Weeks Corporation and
              John W. Nelley, Jr., dated November 1, 1996.

     10.24**  Registration Rights and Lock-Up Agreement by and among Weeks
              Corporation, NWI Warehouse Group, L.P., Buckley & Company Real
              Estate, Inc., John W. Nelley, Jr., and Albert W. Buckley, Jr.,
              dated November 1, 1996.

     10.25**  Registration Rights Agreement for Post-March 31, 1998 Shares and
              Units, by and among Weeks Corporation, NWI Warehouse Group, L.P.,
              and Buckley & Company Real Estate, Inc., dated November 1, 1996.

     10.26**  Second Amended and Restated Agreement of Limited Partnership of
              Weeks Realty, L.P., dated October 30, 1996.

     10.27**  First Amendment to the Second Amended and Restated Agreement of
              Limited Partnership of Weeks Realty, L.P. by and among NWI
              Warehouse Group, L.P., Buckley & Company Real Estate, Inc. and
              Weeks GP Holdings, Inc., dated November 1, 1996.

     10.28*** Registration Rights and Lock-Up Agreement by and among Weeks
              Corporation and Harold S. Lichtin, Noel A. Lichtin, Marie A.
              Robertson, Amy R. Ehrman, Roland G. Robertson and Perimeter Park
              West Associates Limited Partnership, dated December 31, 1996.

     10.29*** Registration Rights and Lock-Up Agreement for Post-June 30, 1998
              Units by and among Weeks Corporation and Harold S. Lichtin, Noel
              A. Lichtin, Marie A. Robertson, Amy R. Ehrman, Roland G. Robertson
              and Perimeter Park West Associates Limited Partnership, dated
              December 31, 1996.

     10.30    Consulting Agreement by and between Harold S. Lichtin and Weeks
              Corporation, dated December 30, 1997, effective October 1, 1997.
<PAGE>

     10.31*** Noncompetition Agreement by and between Harold S. Lichtin, Weeks
              Corporation, Weeks Realty, L.P., Weeks Realty Services, Inc.,
              Weeks Construction Services, Inc., Weeks GP Holdings, Inc., Weeks
              LP Holdings, Inc., and any other entity under the common control
              of Weeks Corporation, and their respective successors, dated
              December 31, 1996.

     10.32*** Indemnification Agreement by and between Weeks Corporation and
              Harold S. Lichtin, dated December 31, 1996.

     10.33*** Second Amendment to the Second Amended and Restated Agreement of
              Limited Partnership of Weeks Realty, L.P. by and among Harold S.
              Lichtin, Noel A. Lichtin, Marie Antoinette Robertson, Amy R.
              Ehrman, Roland G. Robertson and Perimeter Park West Associates
              Limited Partnership, Weeks GP Holdings, Inc. and Weeks
              Corporation, dated December 31, 1996.

     10.34++  First Amendment to Credit Agreement dated September 1, 1997 by and
              among Wachovia Bank of Georgia, N.A., as agent bank for Wachovia
              Bank of Georgia, N.A., First Union National Bank of Georgia,
              Commerzbank A.G. and Mellon Bank, as lenders, Weeks Realty, L.P.,
              Weeks Construction Services, Inc., Weeks Realty Services, Inc.,
              Weeks Development Partnership and Weeks Financing Limited
              Partnership, as borrowers, and Weeks Corporation, Weeks GP
              Holdings, Inc., Weeks LP Holdings, Inc., and Week Realty, L.P., as
              guarantors.

     10.35+++++  Third Amendment to Second Amended and Restated Agreement of
              Limited Partnership of Weeks Realty, L.P., dated January 31, 1997.

     10.36    Fourth Amendment to Second Amended and Restated Agreement of
              Limited Partnership of Weeks Realty, L.P., dated August 1, 1997.

     10.37++++  Fifth Amendment to Second Amended and Restated Agreement of
              Limited Partnership of Weeks Realty, L.P., dated October 7, 1997.

     10.38    Sixth Amendment to Second Amended and Restated Agreement of
              Limited Partnership of Weeks Realty, L.P., dated October 27, 1997.

     10.39    Seventh Amendment to Second Amended and Restated Agreement of
              Limited Partnership of Weeks Realty, L.P., dated December 30,
              1997, but effective as of August 1, 1997.

     10.40    Settlement Agreement and Mutual Release by and among Weeks
              Corporation, the affiliates and related companies of Weeks
              Corporation identified therein, and Harold S. Lichtin, dated
              December 30, 1997, effective October 1, 1997.
     10.41*****   Eighth Amendment to the Second Amended and Restated Agreement
              of Limited Partnership of Weeks Realty, L.P. dated January 9,
              1998.
     10.42*****   Registration Rights Agreement dated January 9, 1998 by and
              among Weeks Corporation and The Benenson Capital Company, Raha
              Associates, Inc., Laurence Tisch and Preston Tisch.
     10.43*****   Registration Rights and Lock-Up Agreement dated January 9,
              1998 by and among Weeks Corporation and Armando Codina, Codina
              Family Investments, Ltd., and Codina West Dade Development
              Corporation.
     10.44#####   Securities Purchase Agreement among Codina Group, Inc.,
              Armando Codina, St. Joe Corporation and Weeks Realty Services,
              Inc., dated as of February 24, 1998.
     10.45#####   Shareholders' Agreement among Codina Group Inc., Armando
              Codina, St. Joe Corporation and Weeks Realty Services, Inc., dated
              as of February 24, 1998.
     11.1     Computation of earnings per share.

     21.1     List of subsidiaries of the Registrant.

     23.1     Consent of Arthur Andersen LLP regarding the Company's Form S-3,
              file No. 33-96534, Form S-3, file No. 333-1106, Form S-8, file No.
              333-1108, Form S-8, file No. 333-18305, Form S-3, file No. 333-
              42821, and Form S-3, filed No. 333-32755.

     27.1     Financial Data Schedule for the year ended December 31, 1997.

     27.2     Financial Data Schedule for the year ended December 31, 1996, as
              restated for the implementation of SFAS 128.

     27.3     Financial Data Schedule for the nine months ended September 30,
              1997, as restated for the implementation of SFAS 128.

     27.4     Financial Data Schedule for the nine months ended September 30,
              1996, as restated for the implementation of SFAS 128.
<PAGE>

     27.5     Financial Data Schedule for the six months ended June 30, 1996, as
              restated for the implementation of SFAS 128.

     *        Filed as an exhibit to the Registration Statement on Form S-11
              (SEC File No. 33-80314) of the Company.
     **       Filed as an exhibit to the Company's Current Report on Form 8-K
              dated November 1, 1996.
     ***      Filed as an exhibit to the Company's Current Report on Form 8-K
              dated December 31, 1996
     ****     Filed as an exhibit to the Company's Annual Report on Form 10-K
              for the year ended December 31, 1994.
     *****    Filed as an exhibit to the Company's Current Report on Form 8-K
              dated January 9, 1998.
     #        Filed as an exhibit to the Company's Current Report on Form 8-K
              dated August 31, 1995.
     ##       Filed as an exhibit to the Company's Annual Report on Form 10-K
              for the year ended December 31, 1995.
     ###      Filed as an exhibit to the Company's Current Report on Form 8-K
              dated August 9, 1996.
     ####     Filed as an exhibit to the Registration Statement on Form S-8 (SEC
              File No. 333-18305).
     #####    Filed as an exhibit to the Company's Current Report on Form 8-K
              dated March 17, 1998.
     +        Filed as an exhibit to the Company's Quarterly Report on Form 10-Q
              for the quarterly period ended September 30, 1996
     ++       Filed as an exhibit to the Company's Current Report on Form 8-K
              dated July 12, 1995.
     ++       Filed as an exhibit to the Company's Quarterly Report on Form 10-Q
              for the quarterly period ended September 30, 1997.
     +++      Filed as an exhibit to the Registration Statement on Form S-3 (SEC
              File No. 333-42821) of the Company.
     ++++     Filed as an exhibit to the Company's Current Report on Form 8-K
              dated October 7, 1997.
     +++++    Filed as a exhibit to the Company's Current Report on Form 8-K
              dated May 7, 1997.