SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 10-K
                                  ANNUAL REPORT


                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

                    For the fiscal year ended April 30, 2000

                         Commission file number 0-10146


                             ABRAMS INDUSTRIES, INC.

             (Exact name of registrant as specified in its charter)


                     Georgia                        58-0522129
            -------------------------------       ------------------
            (State or other jurisdiction of      (I.R.S. Employer
            incorporation or organization)       Identification No.)


    1945 The Exchange, Suite 300, Atlanta, GA          30339-2029
    ------------------------------------------         ----------
    (Address of principal executive offices)           (Zip Code)


        Registrant's telephone number, including area code:  (770) 953-0304


        SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:


                                          Name of each exchange on
         Title of each class:                which registered:
         --------------------             ------------------------
                None                                None


        SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:


                     Common Stock, $1.00 Par Value Per Share
                     ---------------------------------------
                                (Title of Class)


    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  the  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.      /x/


    The aggregate  market value of the voting stock held by nonaffiliates of the
registrant  as of June 15,  2000,  was  $6,217,431.  See Part III. The number of
shares of Common Stock of the  registrant  outstanding  as of June 15, 2000, was
2,936,356.

                       DOCUMENTS INCORPORATED BY REFERENCE

    The  information  called  for  by  Part  III  (Items  10,  11,  and  12)  is
incorporated herein by reference to the registrant's  definitive proxy statement
for the 2000 Annual  Meeting of  Shareholders  which is to be filed  pursuant to
Regulation 14A.



<PAGE>
                                     PART I

                               ITEM 1. BUSINESS.

    Abrams Industries, Inc. engages in (i) construction of retail and commercial
projects  and  (ii)  investment  in   income-producing   properties,   including
acquisition,  development,  re-development  and sale.  Prior to July  2000,  the
Company  engaged in the property  management  of  properties  in which it had an
ownership or leasehold interest.

    The  Company  was  organized  under  Delaware  law in 1960 to succeed to the
business of A. R. Abrams, Inc., which was founded in 1925 by Alfred R. Abrams as
a sole  proprietorship.  In 1984, the Company changed its state of incorporation
from Delaware to Georgia.  As used herein,  the term "Company"  refers to Abrams
Industries,  Inc.  and its  subsidiaries  and  predecessors,  unless the context
indicates otherwise.

    During the quarter  ended  January 31,  2000,  the Board of Directors of the
Company  decided to discontinue  the  operations of the Company's  Manufacturing
Segment. See Note 3 to the Consolidated Financial Statements of the Company.

    Financial  information for the continuing operating segments is set forth in
Note 14 to the Consolidated Financial Statements of the Company.


                              CONSTRUCTION SEGMENT

    The Company, through its wholly owned subsidiary, Abrams Construction, Inc.,
has engaged in the construction  business since 1925.  Although the Company does
work  throughout  much of the United  States,  it  concentrates  its  activities
principally  in the South.  Construction  activities  consist  primarily  of new
construction,  expansion,  and  remodeling  of retail  store  buildings,  banks,
shopping centers, warehouses and distribution centers.

    Construction  contracts are obtained by competitive  bid and by negotiation.
Generally,  purchasing of materials and services for the Company's  construction
operations is done on a project-by-project basis.


                              REAL ESTATE SEGMENT

    The Company, through its wholly owned subsidiary,  Abrams Properties,  Inc.,
has engaged in real estate  activities since 1960.  These  activities  primarily
have involved the  development,  management and ownership of shopping centers in
the  Southeast  and  Midwest.  Selection  of  target  markets;   evaluation  and
acquisition of sites; securing construction and permanent financing; contracting
for  design  and  construction;   expansion,   renovation  and  re-tenanting  of
properties;  and the  sale of  properties  are all part of the  Company's  asset
management and development  activities.  In 1998, the Company began investing in
existing  income-producing  properties,  including office and retail  originally
developed  by  others.  As of July  2000,  the  Company  was in the  process  of
outsourcing its asset and property management functions.

    The Company currently owns seven shopping centers,  all of which are held as
long-term  investments.  Five of the centers were developed by the Company,  and
two were  acquired.  See "ITEM 2.  PROPERTIES  - Owned  Shopping  Centers."  The
Company is also lessee and sublessor of nine Company-developed  shopping centers
which  were sold and  leased  back by the  Company.  See "ITEM 2.  PROPERTIES  -
Leaseback  Shopping  Centers."  Kmart is an anchor  tenant in a majority  of the
Company's  shopping centers.  The Company also owns two office  properties.  See
"ITEM 2. PROPERTIES - Office Buildings." The former manufacturing  facility that
was developed and owned by the Real Estate Segment was sold in April 2000.


                        EMPLOYEES AND EMPLOYEE RELATIONS

    At April 30, 2000, the Company employed 104 salaried employees and 18 hourly
employees.  On its construction  jobs, the Company utilizes local labor whenever
practicable,  paying the prevailing  wage scale.  The Company  believes that its
relations with its employees are good.


                          SEASONAL NATURE OF BUSINESS

    The Company's  business  historically has been slightly  seasonal,  with the
Construction  Segment  affected by weather  conditions.  The Company limits this
exposure  by  operating  in several  regions  of the  country,  with  operations
primarily  in the southern  United  States where  favorable  weather  conditions
prevail  for most of the  year.  The  business  of the Real  Estate  Segment  is
generally less seasonal.


                                  COMPETITION

    The businesses of the Company are highly  competitive.  In the  Construction
Segment,  the  Company  competes  with a large  number  of  national  and  local
construction companies,  many of which have greater financial resources than the
Company.  The Real Estate  Segment also operates in a  competitive  environment,
with numerous parties competing for available financing, properties, tenants and
investors.
<PAGE>

                              PRINCIPAL CUSTOMERS

    During Fiscal 2000, the Company derived  approximately  49% ($85,445,000) of
its consolidated  revenues from continuing  operations from direct  transactions
with The Home Depot, Inc. These revenues resulted  principally from construction
activities. See Note 14 to the Consolidated Financial Statements of the Company.
No other single customer accounted for 10% or more of the Company's consolidated
revenues from continuing operations during the year.


                                    BACKLOG

    The  following  table  indicates  the  backlog  of  construction  contracts,
expected  rental income under existing  leases and contracted  real estate sales
for the next twelve months by industry segment:


                                    April 30,      April 30,
                                      2000            1999
                                  -----------      -----------
Construction-contracts            $71,827,000      $54,460,000
Real Estate-rental income          11,202,000        9,976,000
Real Estate-sales                     195,000        6,900,000
                                  -----------      -----------
Total Backlog                     $83,224,000      $71,336,000
                                  ===========      ===========

    The Company  estimates  that most of the backlog at April 30, 2000,  will be
recognized as revenues  prior to April 30, 2001. No assurance can be given as to
future  backlog  levels or whether the Company  will realize  earnings  from the
revenues resulting from the backlog at April 30, 2000.


                                   REGULATION

    The Company is subject to the authority of various federal,  state and local
regulatory agencies concerned with its construction operations,  including among
others, the Occupational Health and Safety  Administration.  The Company is also
subject  to local  zoning  regulations  and  building  codes in  performing  its
construction  and real  estate  activities.  Management  believes  that it is in
substantial  compliance  with  all  such  governmental  regulations.  Management
believes that compliance  with federal,  state and local  provisions  which have
been enacted or adopted for  regulating  the  discharge  of  materials  into the
environment  does not have a  material  effect  upon the  capital  expenditures,
earnings and competitive position of the Company.



<PAGE>

                      EXECUTIVE OFFICERS OF THE REGISTRANT

    The Executive Officers of the Company as of April 30, 2000, were as follows:

<TABLE>
<CAPTION>

        Name and Age                 Positions with the Company                                Officer Since
------------------------------------------------------------------------------------------------------------
<S>                        <S>                                                                      <C>
Alan R. Abrams (45)        Co-Chairman of the Board since August 1998,                              1988
                           and a Director of the  Company  since 1992,
                           he has been Chief  Executive  Officer since
                           July  1999 and  President  since  May 2000.
                           From  May  1998  to  July   1999,   he  was
                           President and Chief Operating  Officer.  He
                           served as  Executive  Vice  President  from
                           August 1997 to May 1998.  From 1994 to 1998
                           he  served as  President,  and from 1997 to
                           1998 as Chief  Executive  Officer of Abrams
                           Properties, Inc.
------------------------------------------------------------------------------------------------------------
Melinda S. Garrett (44)    Director  of the  Company  since  September                              1990
                           1999, she has been Chief Financial  Officer
                           since  February  1997.  She also has served
                           Abrams Properties,  Inc. as Chief Financial
                           Officer since May 1998,  and Vice President
                           since June 1993.
------------------------------------------------------------------------------------------------------------
B. Michael Merritt (50)    Director  of  the  Company  since  February                              1986
                           2000,  he  has  been  President  of  Abrams
                           Construction, Inc. since May 1995. Prior to
                           that he served Abrams Construction, Inc. as
                           Executive Vice President.
------------------------------------------------------------------------------------------------------------
J. Andrew Abrams (40)      Co-Chairman of the Board since August 1998,                              1988
                           and a Director of the  Company  since 1992,
                           he   has   been   Vice   President-Business
                           Development  since May 2000,  and served as
                           President and Chief Operating  Officer from
                           July 1999 to May 2000.  From August 1997 to
                           July 1999, he was Executive Vice President.
                           He  also  has  served  as  Chief  Executive
                           Officer of Abrams Fixture Corporation since
                           July 1997. From September 1994 to July 1997
                           he served  Abrams  Fixture  Corporation  as
                           Vice President.
------------------------------------------------------------------------------------------------------------
Gerald T. Anderson II (37) President  and  Chief  Executive   Officer,                              1995
                           Abrams Properties,  Inc. since May 1998. He
                           served  as  Executive   Vice  President  of
                           Abrams Properties,  Inc. from February 1997
                           to  April  1998,  and Vice  President  from
                           April 1995 to January 1997.
------------------------------------------------------------------------------------------------------------
</TABLE>

         Executive Officers of the Company are elected by the Board of Directors
of the Company or the Board of Directors of the  respective  subsidiary to serve
at the pleasure of the respective Board. Alan R. Abrams and J. Andrew Abrams are
brothers,  the sons of Edward  M.  Abrams,  a member of the Board of  Directors.
David L. Abrams,  a member of the Board of Directors,  is a first cousin of Alan
R. Abrams and J. Andrew Abrams,  and a nephew of Edward M. Abrams.  There are no
other family  relationships  between any  Executive  Officer or Director and any
other Executive Officer or Director of the Company.


<PAGE>
                              ITEM 2. PROPERTIES.

    In October 1997, the Company, through its Real Estate Segment, purchased its
corporate headquarters building, which contains approximately 66,000 square feet
of office space.  The building is located in the North X Northwest  Office Park,
1945 The Exchange, in suburban Atlanta, Georgia. The Parent Company and the Real
Estate and  Construction  Segments are located in this building.  In addition to
the 29,200  square feet of offices  currently  utilized by the Abrams  entities,
another  34,800  square feet is leased to unrelated  tenants,  and the remaining
approximately 2,000 square feet is currently available for lease.

    In May 1999,  the  Company  sold its  shopping  center  located  in  Newnan,
Georgia. The sale was structured as a tax-deferred,  like-kind exchange pursuant
to Internal  Revenue Code Section 1031,  which allows a deferral of the tax gain
if the Company  utilizes the proceeds of the sale to purchase  other real estate
within  180 days of the sale.  In July  1999,  the  Company  acquired a shopping
center in  Jacksonville,  Florida,  as the  replacement  property.  See "ITEM 7.
LIQUIDITY AND CAPITAL RESOURCES" for discussion regarding the transactions.

    In June 1999, the Company  received notice from the Georgia State Properties
Commission  that  the  Georgia  World  Congress  Center  Authority  had made the
determination to acquire the Manufacturing  Segment's former wood  manufacturing
facility in Atlanta, Georgia. In October 1999, a Special Master appointed by the
court awarded the Company $4,500,000 for the property,  which amount was paid to
the  Manufacturing  Segment.  Both the State and the Company  have  appealed the
award amount,  and at April 30, 2000, the ultimate outcome was unknown.  Pending
resolution  of the  appeals,  the  Company has  recorded  the  deferred  gain of
approximately  $2.76 million from this  transaction as a reduction of Net assets
of discontinued operations at April 30, 2000.

    In April 2000, the Company's  former  manufacturing  plant located in Lithia
Springs,  Georgia, which was developed and owned by the Real Estate Segment, was
sold at a pre-tax gain of approximately  $2.4 million.  The Company continues to
own the vacant former metal manufacturing facility located in Atlanta, Georgia.

        The Company owns, or has an interest in, the following properties:

                             OWNED SHOPPING CENTERS

    As of April 30, 2000,  the Company's Real Estate Segment owned five shopping
centers  which it  developed  and two which it  acquired.  The  following  chart
provides relevant information relating to the owned shopping centers:
<TABLE>
<CAPTION>
                                                                                                                     Principal
                                                              Calendar                                               Amount of
                                           Leasable            Year(s)                                Debt             Debt
                                            Square            Placed in      Rental      Cash         Service        Outstanding
                                           Feet in             Service       Income      Flow         Payments     as of April 30,
Location                         Acres    Building(s)         by Company      2000       2000 <F1>     2000 <F2>        2000 <F3>
-----------------------------------------------------------------------------------------------------------------------------------
<S>                               <C>       <C>               <C>   <C>    <C>         <C>          <C>            <C>
1100 W. Argyle Street             10.5      110,046           1972, 1996   $ 518,296   $  393,285   $  397,179     $ 3,175,010
Jackson, MI
-----------------------------------------------------------------------------------------------------------------------------------
1075 W. Jackson Street             7.3       92,120           1980, 1992     505,291      453,673      405,679       2,974,331
Morton, IL  <F4>
-----------------------------------------------------------------------------------------------------------------------------------
2500 Airport Thruway               8.0       87,543           1980, 1988     441,286      401,181      391,783       2,398,956
Columbus, GA <F4> <F5>
-----------------------------------------------------------------------------------------------------------------------------------
1500 Placida Road                 28.7      213,739             1990       1,913,799    1,656,692    1,352,167      12,557,693
Englewood, FL
-----------------------------------------------------------------------------------------------------------------------------------
15201 N. Cleveland                72.3      293,801           1993, 1996   2,756,025    2,228,949    1,558,105      13,369,042
North Fort Myers, FL
-----------------------------------------------------------------------------------------------------------------------------------
5700 Harrison Avenue              10.8       86,396             1998         498,859      354,114        --              --
Cincinnati, OH <F6>
-----------------------------------------------------------------------------------------------------------------------------------
8106 Blanding Blvd.               18.8      174,220             1999       1,089,106      863,454      703,671       9,339,295
Jacksonville, FL <F7>
-----------------------------------------------------------------------------------------------------------------------------------
<FN>
<F1>  Cash  flow is  defined  as net  operating  income  before  the  following:
      depreciation,  amortization  of loan and  lease  costs,  and debt  service
      payments.
<F2>  Includes principal and interest on mortgage notes or other debt.
<F3>  Exculpatory  provisions  limit the Company's  liability to the  respective
      mortgaged properties,  except for the North Fort Myers, Florida loan which
      has been guaranteed by Abrams  Properties,  Inc. See Notes 9 and 10 to the
      Consolidated Financial Statements of the Company.
<F4>  Land is leased, not owned.
<F5>  The  Columbus,   Georgia  center  is  owned  by  Abrams-Columbus   Limited
      Partnership,  in which Abrams  Properties,  Inc. serves as general partner
      and owns an 80% interest.
<F6>  Originally completed by others in 1982.
<F7>  Originally completed by others in 1985.
</FN>
</TABLE>
<PAGE>

      The two centers located in Morton,  Illinois,  and Columbus,  Georgia, are
leased  exclusively to Kmart. The Columbus,  Georgia Kmart lease expires in 2008
and has ten five-year  renewal  options,  and the Morton,  Illinois  Kmart lease
expires in 2016 and has eight five-year renewal options.  Anchor lease terms for
the centers not leased exclusively to Kmart are shown in the table below.

<TABLE>
<CAPTION>
                                                                                            Lease                  Options
                                           Anchor                    Square              Expiration                   To
        Location                           Tenant                    Footage                Date                    Renew
------------------------------------------------------------------------------------------------------------------------------------
<S>                                      <S>                         <C>                    <C>                <C>
Jackson, MI                              Big Lots                    26,022                 2007               2 for 5 years each
                                          Kroger                     63,024                 2021               6 for 5 years each
------------------------------------------------------------------------------------------------------------------------------------
Englewood, FL                            Beall's                     31,255                 2006               4 for 5 years each
                                          Kmart                      86,479                 2015              10 for 5 years each
                                         Publix                      48,555                 2010               4 for 5 years each
                                        Walgreens                    13,500                 2040 <F1>                None
------------------------------------------------------------------------------------------------------------------------------------
North Fort Myers, FL                       AMC                       54,805                 2016               4 for 5 years each
                                         Beall's                     35,600                 2009               9 for 5 years each
                                     Kash n' Karry                   33,000                 2013               4 for 5 years each
                                     Jo-Ann Fabrics                  16,000                 2004               3 for 5 years each
                                          Kmart                     107,806                 2018              10 for 5 years each
------------------------------------------------------------------------------------------------------------------------------------
Cincinnati, OH                           Kroger                      42,456                 2005               3 for 5 years each
------------------------------------------------------------------------------------------------------------------------------------
Jacksonville, FL                        Publix <F2>                  85,560                 2010               6 for 5 years each
                                     Office Depot                    22,692                 2003               3 for 5 years each
------------------------------------------------------------------------------------------------------------------------------------

<FN>
<F1>  Tenant  may  terminate  its  lease  with six  months  notice  at five year
      intervals beginning in 2010.
<F2>  Tenant  has  vacated  the  premises,  but  remains  responsible  for lease
      payments until the Expiration Date.
</FN>
</TABLE>


      With the  exception  of the Kmart lease in Columbus,  Georgia,  all of the
anchor tenant and most of the small shop leases provide for  contingent  rentals
if sales exceed  specified  amounts.  In 2000, the Company  received  $79,183 in
contingent rentals, net of offsets,  which amounts are included in the aggregate
Rental Income set forth above.

      Typically,  tenants are responsible for their pro rata share of ad valorem
taxes,  insurance  and common area  maintenance  (subject to the right of offset
mentioned  above).  Kmart has total maintenance  responsibility  for the Morton,
Illinois and Columbus, Georgia centers.


                           LEASEBACK SHOPPING CENTERS

      The Company,  through its Real Estate Segment,  is lessee of nine shopping
centers that it  developed,  sold,  and leased back under leases  expiring  from
calendar  years 2001 to 2014.  The nine centers are  subleased by the Company to
Kmart Corporation for periods corresponding with the Company's leases. The Kmart
subleases provide for contingent rentals if sales exceed specified amounts,  and
contain ten five-year renewal options,  except Jacksonville,  Florida, which has
eight  five-year  renewal  options.  The  Company's leases  with  the fee owners
contain  renewal options  coextensive  with Kmart's  renewal  options.  Kmart is
responsible  for  insurance  and ad valorem  taxes,  but has the right to offset
against  contingent  rentals any such taxes paid in excess of specified amounts.
In 2000, the Company  received  $72,449 in contingent  rentals,  net of offsets,
which amounts are included in the aggregate  Rental Income set forth below.  The
Company has responsibility for structural and roof maintenance of the buildings.
The Company  also has  responsibility  for parking  lots and  driveways,  except
routine upkeep, which is the responsibility of the tenant,  Kmart. The Company's
leases contain exculpatory provisions which limit the Company's liability to its
interest in the respective subleases.


<PAGE>

      The following chart provides certain information relating to the leaseback
shopping centers:


<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------------------------------
                                                         Square                                   Rental                Rent
                                                         Feet in               Year(s)            Income               Expense
   Location                           Acres            Building(s)           Completed             2000                 2000
---------------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>                <C>                <C>                  <C>                  <C>
Bayonet Point, FL                     10.8               109,340            1976, 1994           $378,670             $269,564
---------------------------------------------------------------------------------------------------------------------------------
Orange Park, FL                        9.4                84,180               1976               264,000              226,796
---------------------------------------------------------------------------------------------------------------------------------
Davenport, IA                         10.0                84,180               1977               259,087              204,645
---------------------------------------------------------------------------------------------------------------------------------
Minneapolis, MN                        7.1                84,180               1978               342,920              230,570
---------------------------------------------------------------------------------------------------------------------------------
West St. Paul, MN                     10.0                84,180               1978               298,465              229,630
---------------------------------------------------------------------------------------------------------------------------------
Ft. Smith, AR                          9.2               106,141            1979, 1994            255,350              223,195
---------------------------------------------------------------------------------------------------------------------------------
Jacksonville, FL                      11.6                97,032               1979               303,419              258,858
---------------------------------------------------------------------------------------------------------------------------------
Louisville, KY                         9.3                72,897               1979               290,000              251,279
---------------------------------------------------------------------------------------------------------------------------------
Richfield, MN                          5.7                74,217               1979               300,274              241,904
---------------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                OFFICE BUILDINGS

      The Company,  through its Real Estate Segment, owns two office properties:
the  corporate  headquarters  building  located at 1945 The  Exchange,  Atlanta,
Georgia;  and an  office  park  in  northwest  suburban  Atlanta,  Georgia.  The
following chart provides pertinent information relating to the office buildings:

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------------------
                                                                                                                       Principal
                                                        Calendar                                                       Amount of
                                          Leasable       Year                                            Debt             Debt
                                           Square      Placed in           Rental          Cash         Service       Outstanding
                                           Feet In      Service            Income          Flow        Payments      As Of April 30,
   Location                   Acres      Building(s)   by Company           2000          2000<F1>      2000 <F2>        2000
------------------------------------------------------------------------------------------------------------------------------------
<S>                           <C>         <C>            <C>              <C>             <C>          <C>            <C>
1945 The Exchange             3.12        65,880         1997             $1,108,642      $  735,117   $477,711       $4,933,813
Atlanta, GA <F3>
------------------------------------------------------------------------------------------------------------------------------------
1501-1523 Johnson Ferry Rd.   8.82       121,476         1997              1,758,890       1,050,089    538,925        6,346,536
Marietta, GA <F4>
------------------------------------------------------------------------------------------------------------------------------------

<FN>
<F1>  Cash  flow is  defined  as net  operating  income  before  the  following:
      depreciation,  amortization  of loan and  lease  costs,  and debt  service
      payments.
<F2>  Includes principal and interest on mortgage notes or other debt.
<F3>  Corporate headquarters building of which the Parent Company,  Construction
      Segment,  and Real Estate Segment occupy approximately 29,200 square feet.
      Rental income and cash flow includes  intercompany rent at market rates of
      $488,252 paid by the Parent Company and the  Construction  and Real Estate
      Segments.  The debt is guaranteed by Abrams  Properties,  Inc.  Originally
      constructed by others in 1974 and acquired and  redeveloped by the Company
      in 1997.
<F4>  The  Company,  through a  subsidiary  of its Real Estate  Segment,  is the
      lessee of 16,859  square feet of space under a master  lease  agreement to
      satisfy a condition  required by the lender.  Rental  income and cash flow
      include  intercompany  rent at market  rates of $267,826  paid by the Real
      Estate Segment. Originally constructed by others in 1980 and 1985.
</FN>
</TABLE>

<PAGE>
               LAND LEASED OR HELD FOR FUTURE DEVELOPMENT OR SALE

      The Company,  through its Real Estate Segment,  owns or has an interest in
the following land that is leased or held for future development or sale:

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------------------
                                                                 Calendar Year
                                                                  Development                      Intended
       Location                                 Acres              Completed                        Use <F1>
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                              <C>                 <C>              <S>
W. Argyle Street                                 0.9                 1972             One outlot or retail shops
Jackson, MI
-----------------------------------------------------------------------------------------------------------------------------------
Kimberly Road & Fairmont Street                  6.0                 1977             Food store and/or retail stops and outlot
Davenport, IA <F2>
-----------------------------------------------------------------------------------------------------------------------------------
Dixie Highway                                    4.7                 1979             Food store and/or retail shops
Louisville, KY
-----------------------------------------------------------------------------------------------------------------------------------
West 15th Street                                 1.4                 1979             Two outlots<F3>
Washington, NC
-----------------------------------------------------------------------------------------------------------------------------------
Mundy Mill Road                                  5.3                 1987             Retail shops and/or four outlots
Oakwood, GA
-----------------------------------------------------------------------------------------------------------------------------------
North Cleveland Avenue                          12.4                 1993             Six outlots, anchor pads and retail shops
North Fort Myers, FL
-----------------------------------------------------------------------------------------------------------------------------------
<FN>
<F1>  "Outlot" as used herein refers to a small parcel of land reserved from the
      shopping center parcel and is generally sold for, leased for, or developed
      as, a fast-food operation, bank or similar use.

<F2>  Includes 1.1 acre outlot currently under contract to be sold at a
      gain.

<F3>  Leased  under  leases  terminating  in years 2005 and 2010 with a right to
      extend for three additional five-year periods.  Both outlots are subleased
      for terms coextensive with the Company's lease.
</FN>
</TABLE>

      There is no debt on any of the above properties, except for the North Fort
Myers, Florida anchor pads and retail shop land. See Note 10 to the Consolidated
Financial  Statements  of the  Company.  The  Company  will  either  develop the
properties described above, or will hold them for sale or lease to others.

                           ITEM 3. LEGAL PROCEEDINGS.

      The Company is not a party to, nor is any of its  property the subject of,
any pending legal proceedings which are likely, in the opinion of management, to
have a  material,  adverse  effect  on the  Company's  operations  or  financial
condition.

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

        Not applicable.

                                    PART II

 ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED SHAREHOLDER MATTERS.
<TABLE>
<CAPTION>
____________________________________________________________________________________________________________________
                         |                                                              |        DIVIDENDS PAID
                         |                     CLOSING MARKET PRICES                    |          PER SHARE
                         |______________________________________________________________|___________________________
                         |             FISCAL           |             FISCAL            |    FISCAL   |    FISCAL
                         |              2000            |              1999             |     2000    |     1999
                         |______________________________|_______________________________|_____________|_____________
                         |    HIGH             LOW      |     HIGH             LOW      |             |
                         |    TRADE           TRADE     |    TRADE            TRADE     |             |
_________________________|______________________________|_______________________________|_____________|_____________
   <S>                   |    <C>            <C>        |    <C>             <C>        |    <C>      |    <C>
   First Quarter         |    $5.375         $3.875     |    $7.500          $6.250     |    $.040    |    $.050
_________________________|______________________________|_______________________________|_____________|_____________
   Second Quarter        |     5.938          3.750     |     7.750           5.500     |     .040    |     .050
_________________________|______________________________|_______________________________|_____________|_____________
   Third Quarter         |     4.500          2.940     |     7.750           4.125     |     .040    |     .050
_________________________|______________________________|_______________________________|_____________|_____________
   Fourth Quarter        |     4.000          3.375     |     6.875           3.031     |     .040    |     .050
_________________________|______________________________|_______________________________|_____________|_____________
</TABLE>

      The common stock of Abrams Industries,  Inc. is traded over-the-counter in
the NASDAQ  National  Market System (Symbol:  ABRI).  The approximate  number of
holders of common  stock was 460  (including  shareholders  of record and shares
held in street name) at May 31, 2000.
<PAGE>

ITEM 6.  SELECTED FINANCIAL DATA.

      The following table sets forth selected financial data for the Company and
should be read in conjunction with the consolidated financial statements and the
notes thereto.

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------------
                                        2000               1999                1998               1997               1996
-----------------------------------------------------------------------------------------------------------------------------
<S>                               <C>                <C>                 <C>                <C>                <C>
Consolidated Revenues <F1>        $ 174,579,492      $ 172,201,090       $ 163,586,356      $ 119,420,343      $ 119,290,881
-----------------------------------------------------------------------------------------------------------------------------
Net Earnings (Loss) <F1>          $   2,367,190      $     (39,599)      $   2,694,211      $   1,274,545      $    (220,785)
-----------------------------------------------------------------------------------------------------------------------------
Net Earnings (Loss) Per
   Share <F1> <F2>                $         .80      $        (.01)      $         .92      $         .43      $        (.07)
-----------------------------------------------------------------------------------------------------------------------------
Shares Outstanding at
   Year-End                           2,936,356          2,936,356           2,936,356          2,938,356          2,970,856
-----------------------------------------------------------------------------------------------------------------------------
Cash Dividends Paid Per Share     $         .16      $         .20       $         .19      $         .07      $        .105
-----------------------------------------------------------------------------------------------------------------------------
Shareholders' Equity              $  22,346,138      $  23,272,560       $  24,535,863      $  22,125,214      $  20,152,376
-----------------------------------------------------------------------------------------------------------------------------
Shareholders' Equity Per
   Share <F2>                     $        7.61      $        7.93       $        8.36      $        7.53      $        6.78
-----------------------------------------------------------------------------------------------------------------------------
Working Capital                   $  10,820,179      $   9,885,902       $  15,283,031      $  13,075,119      $  10,417,697
-----------------------------------------------------------------------------------------------------------------------------
Depreciation and
   Amortization Expense <F1>      $   3,067,959      $   2,702,555       $   2,338,854      $   2,811,472      $   2,668,060
-----------------------------------------------------------------------------------------------------------------------------
Total Assets                      $ 102,845,867      $ 126,132,540       $ 121,309,444      $  91,499,438      $  90,635,098
-----------------------------------------------------------------------------------------------------------------------------
Income-Producing Properties
   and Property, Plant and
   Equipment, net                 $  61,456,455      $  64,680,003       $  67,119,159      $  45,028,355      $  54,493,842
-----------------------------------------------------------------------------------------------------------------------------
Long-Term Debt                    $  51,929,637      $  56,554,488       $  62,938,807      $  41,118,885      $  51,202,536
-----------------------------------------------------------------------------------------------------------------------------
Return on Average
   Shareholders' Equity <F1>              10.4%             (0.2%)               11.5%               6.0%             (1.1%)
-----------------------------------------------------------------------------------------------------------------------------
<FN>
<F1>  From continuing operations.
<F2>  Adjusted to reflect stock dividends and stock splits.
</FN>
</TABLE>


    ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
  RESULTS OF OPERATIONS FOR FISCAL YEARS ENDED APRIL 30, 2000, 1999, AND 1998.


                             RESULTS OF OPERATIONS

                                    REVENUES

      Revenues from continuing  operations for 2000 were $174,579,492,  compared
to  $172,201,090  and  $163,586,356,  for  1999  and  1998,  respectively.  This
represents  an  increase in  Revenues  of 1% in 2000,  and 5% in 1999.  Revenues
include Interest income of $372,524, $421,315, and $649,910, for 2000, 1999, and
1998,  respectively,  and Other income of $73,882,  $56,532,  and $121,429,  for
2000, 1999, and 1998, respectively.  The figures in Chart A below do not include
Interest  income,  Other  income or  Intersegment  revenues.  When more than one
segment is involved, Revenues are reported by the segment that sells the product
or service to an unaffiliated purchaser.


<PAGE>
<TABLE>
<CAPTION>
                                        REVENUE FROM CONTINUING OPERATIONS SUMMARY BY SEGMENT
                                                       (Dollars in Thousands)
                                                              CHART A

                                 Years Ended                Increase                 Years Ended                   Increase
                                  April 30,                (Decrease)                 April 30,                   (Decrease)
                          --------------------------------------------------   ----------------------------------------------------
                              2000         1999        Amount      Percent        1999          1998         Amount       Percent
                          --------------------------------------------------   ----------------------------------------------------
<S>                         <C>         <C>           <C>            <C>        <C>           <C>          <C>              <C>
Construction <F1>           $143,916    $159,273      $(15,357)      (10)       $159,273      $141,453     $17,820          13
Real Estate <F2>              30,217      12,450        17,767       143          12,450        21,362      (8,912)        (42)
                          ------------------------------------                 -----------------------------------
Total                       $174,133    $171,723      $  2,410         1        $171,723      $162,815     $ 8,908           5
                          ====================================                 ===================================

<FN>

NOTES:

<F1>  The  decrease  in 2000 from that in 1999 is  primarily  attributable  to a
      temporary decrease in business from an existing customer.  The increase in
      1999 was primarily attributable to the addition of new customers.

<F2>  Rental  revenues for 2000 were  $12,551,729,  compared to  $12,449,850  in
      1999, and $11,337,342 in 1998. Rental revenues exclude $1,527,856 in 2000,
      $1,485,038  in 1999,  and $200,615 in 1998,  received  from the  Company's
      other  segments.  Revenues from sales of real estate were  $17,665,456  in
      2000, and $10,024,650 in 1998. There were no sales of real estate in 1999.
      The real estate  revenues in 2000 include the sale of the shopping  center
      in Newnan,  Georgia,  and the Company's  manufacturing  facility in Lithia
      Springs,  Georgia. The revenues in 2000 do not include any amounts related
      to the deferred gain on the eminent domain taking of the Atlanta,  Georgia
      former manufacturing facility. The 1998 real estate revenues include sales
      of a shopping center in Oakwood,  Georgia,  freestanding Kmarts in Tifton,
      Georgia, and Newark, Ohio, and an outparcel in North Fort Myers,  Florida.
      The  Company  reviews its real estate  portfolio  on an ongoing  basis and
      places a property  on the market  for sale when it  believes  it is in its
      best  interests to do so. In  addition,  a property may be marketed in one
      fiscal year,  but the sale may not close until a subsequent  year,  due to
      individually  negotiated contract terms. Real estate sales, which may have
      a material  impact on the Company's  results of  operations,  do not occur
      every year, and the Company cannot predict the timing of any such sales.
</FN>
</TABLE>

<PAGE>

                     COSTS: APPLICABLE TO SEGMENT REVENUES

          As a percentage of total Segment Revenues (See Chart A), the
   applicable total Segment Costs (See Chart B) of $155,731,989 for 2000,
   $157,525,283 for 1999, and $144,973,450 for 1998, were 89%, 92%, and 89%,
   respectively.

<TABLE>
<CAPTION>
                                    COSTS AND EXPENSES APPLICABLE TO REVENUES FROM
                                       CONTINUING OPERATIONS SUMMARY BY SEGMENT
                                                (Dollars in Thousands)
                                                       CHART B


                                                                                             Percent of
                                                                                         Segment Revenues
                                           Years Ended                                    For Years Ended
                                             April 30,                                       April 30,
                       -------------------------------------------------    -----------------------------------------
                               2000              1999             1998              2000         1999        1998
                       -------------------------------------------------    -----------------------------------------
<S>                          <C>              <C>               <C>                  <C>          <C>         <C>
Construction                 $136,396         $150,603          $133,430             95           95          94
Real Estate <F1>               19,336            6,922            11,543             64           56          54
                       -------------------------------------------------
    Total                    $155,732         $157,525          $144,973             89           92          89
                       =================================================

NOTES:
<FN>
<F1>  The increase in the dollar amount and  percentage in 2000 is  attributable
      to the costs of the real estate sales during the year. The decrease in the
      dollar amount and  percentage in 1999 is because there were no real estate
      sales in 1999. See Chart A for discussion of real estate sales in 2000 and
      1998.
</FN>
</TABLE>


             SELLING, SHIPPING, GENERAL AND ADMINISTRATIVE EXPENSES

      For the  years  2000,  1999,  and 1998,  Selling,  shipping,  general  and
administrative  expenses  (See  Chart  C)  were  $9,597,295,   $9,458,766,   and
$9,630,691,  respectively.  As a  percentage  of  Consolidated  Revenues,  these
expenses  were 6% in each of the three years.  In reviewing  Chart C, the reader
should  recognize  that the volume of  revenues  generally  would  affect  these
amounts and  percentages.  The  percentages  in Chart C are based on expenses as
they  relate to segment  revenues  in Chart A, with the  exception  that  Parent
expenses and Total expenses relate to Consolidated Revenues.
<PAGE>

<TABLE>
<CAPTION>
                                SELLING, SHIPPING, GENERAL AND ADMINISTRATIVE EXPENSES
                                        FROM CONTINUING OPERATIONS BY SEGMENT
                                                (Dollars in Thousands)
                                                       CHART C


                                                                                             Percent of
                                                                                         Segment Revenues
                                           Years Ended                                    For Years Ended
                                             April 30,                                       April 30,
                       -------------------------------------------------    -----------------------------------------
                               2000              1999             1998              2000         1999        1998
                       -------------------------------------------------    -----------------------------------------
<S>                           <C>              <C>               <C>                  <C>          <C>         <C>


Construction <F1>             $4,267           $4,584            $4,525               3             3            3
Real Estate <F2>               2,160            2,325             2,500               7            19           12
Parent <F3>                    3,170            2,550             2,606               2             2            2
                       ------------------------------------------------
        Total                 $9,597           $9,459            $9,631               6             6            6
                       ================================================


NOTES:
<FN>
<F1>  On a dollar basis  comparison,  the decreased expense in 2000 stemmed from
      decreased  incentive-based  compensation expenses,  which were a result of
      decreased  Segment  earnings.  This was partially offset by an increase in
      2000 in the cost of employee  medical  claims,  which  varies from year to
      year.
<F2>  As noted above, the volume of revenues generally affects these amounts and
      percentages.  In 1999,  revenues  declined,  as there were no real  estate
      sales.  In 2000 and 1998,  real  estate  sales  were  reported,  producing
      increased  revenues.  The  gains  on  such  sales  affect  incentive-based
      compensation expenses, which are included in these amounts.
<F3>  On a dollar basis  comparison,  the increased  expense in 2000 includes an
      accrual related to an existing employment agreement, and additional legal,
      accounting,  and professional consulting fees resulting from the Company's
      investigation of strategic alternatives.
</FN>
</TABLE>
<PAGE>
                                 INTEREST COSTS

      The majority of interest  costs expensed of  $5,386,257,  $5,159,222,  and
$4,613,004,  in 2000, 1999, and 1998,  respectively,  is related to debt on real
estate and  utilization  of lines of credit.  Interest  costs  increased in 2000
primarily due to the purchase of the Jacksonville,  Florida shopping center, and
in 1999  primarily  due to the bond  financing  of the Lithia  Springs,  Georgia
manufacturing facility, which was sold in April 2000. Interest costs of $199,000
and  $112,000,  relating  to  properties  under  development  in 1999 and  1998,
respectively, were capitalized. There was no capitalized interest in 2000.



             FINANCIAL CONDITION AND CHANGES IN FINANCIAL CONDITION

      Property held for sale  decreased by $5,235,074 in 2000 as a result of the
sale of the shopping center in Newnan, Georgia, and the eminent domain taking of
the Company's  former  manufacturing  facility located in Atlanta,  Georgia,  as
discussed in "ITEM 2.  PROPERTIES." The mortgage debt associated with the Newnan
shopping  center was included in Current  maturities of long-term  debt at April
30, 1999.

      Income producing properties increased by $7,542,489 during 2000, primarily
as a result of the purchase of a shopping center in Jacksonville,  Florida.  The
mortgage note used to finance the purchase of the  Jacksonville  shopping center
is  classified  as  Mortgage  notes  payable  at April  30,  2000.  See "ITEM 2.
PROPERTIES" for further discussion.

      Property,  plant and  equipment  decreased  by  $11,087,747  during  2000,
primarily  as a  result  of the  sale of the  Company's  manufacturing  facility
located in Lithia Springs, Georgia, and its related fixed assets. See "ITEM
2. PROPERTIES" and "DISCONTINUED OPERATIONS" for further information.


                        LIQUIDITY AND CAPITAL RESOURCES

      Except  for  certain  real  estate   construction   loans  and  occasional
short-term  operating  loans,  the Company normally has been able to finance its
working capital needs through funds generated internally.  If adequate funds are
not generated through normal operations, the Company has available bank lines of
credit.  Working  capital  increased  to  $10,820,179  at the end of 2000,  from
$9,885,902 at the end of 1999. Operating activities provided cash of $7,057,728.
Investing  activities  used cash of  $1,639,320,  primarily  for the purchase of
income-producing  property,  which was substantially offset by proceeds from the
sales of real estate and property,  plant and  equipment.  Financing  activities
used  cash  of  $5,597,985  primarily  for  repayment  of  debt  and  short-term
borrowings.

      In 1992, the Company secured a construction loan for the North Fort Myers,
Florida  property  from  SunTrust  Bank.  The primary  term of the  construction
financing  was five years,  and the loan has been  extended to August  2001,  in
accordance  with the loan  agreement,  as amended.  The loan  carries a floating
interest  rate of prime plus  .375%.  The  maximum  amount to be funded  will be
determined by a formula based on future  development.  As of April 30, 2000, the
principal  amount   outstanding  was  $13,369,042.   Although  the  Company  has
periodically received extensions on this loan, there can be no assurance it will
be able to continue to do so. If future extensions were not granted, it would be
necessary for the Company to either  refinance or sell the  development  and pay
off this loan prior to its due date.  There can be no assurance that  sufficient
proceeds from a refinancing  or sale will be available to pay off the loan prior
to its maturity.

      In August 1997,  the Company  refinanced  its Jackson,  Michigan  shopping
center,  replacing a  $2,100,000  construction  loan with a  permanent  loan for
$3,500,000.  The  permanent  loan had an  original  a term of 22 years and bears
interest at 8.625%.  Certain  provisions of the loan, as amended in August 1999,
required the establishment of a $500,000 letter of credit at closing which is to
be used to pay down the loan in August 2000, if certain leasing requirements are
not met. As of April 30, 2000,  these  requirements  had not been met, and there
can be no  assurance  that  they  will be met by  August  2000,  or  that  these
provisions can again be amended to extend the date of compliance.


<PAGE>
      In October 1997, the Company entered into an acquisition and  construction
loan with SunTrust Bank, to fund the purchase and redevelopment of the corporate
headquarters  building in Atlanta,  Georgia. The loan had a balance at April 30,
2000, of $4,933,813, and its term has been extended to August 2001. There can be
no assurance further  extensions will be granted.  The Company has the option of
paying  interest  at the prime rate or based on the  Eurodollar  rate plus 2.0%,
which  may be locked  in for one,  two,  three,  or six  month  periods,  at the
Company's  discretion.  The  Company  plans  to  refinance  this  loan  prior to
maturity;  however, there can be no assurance that a refinancing will take place
prior to the loan's due date.

      In July 1999,  in  connection  with the  financing  of the purchase of the
Company's new shopping center in Jacksonville, Florida, the Company entered into
a permanent  mortgage loan in the amount of $9,500,000,  which is secured by the
center. The loan bears interest at 7.375% and is scheduled to be fully amortized
over twenty years.  The lender may call the loan at any time after  September 1,
2002. If the loan were called,  the Company would have up to thirteen  months to
repay the principal amount of the loan without penalty.  In conjunction with the
loan, an Additional Interest Agreement was executed which entitles the lender to
be paid  additional  interest  equal to fifty  percent of the quarterly net cash
flow  and  fifty  percent  of the  appreciation  in the  property  upon  sale or
refinance.  The  liability  related to the lender's  fifty  percent share of the
appreciation in the property was $1,989,704 at April 30, 2000.

      In  February  2000,  the  Company's  Board  of  Directors  authorized  the
repurchase  of up to 200,000  shares of Common  Stock  during  the  twelve-month
period  beginning  February 25,  2000,  and ending  February 24, 2001.  Any such
purchases,  if made,  could be in the open  market  at  prevailing  prices or in
privately negotiated transactions.  The Company expects to finance any purchases
made with currently  available cash. No such stock  repurchases had been made as
of April 30, 2000.

      In  April  2000,  in  connection  with the  sale of the  Company's  Lithia
Springs, Georgia manufacturing facility, the $11,000,000 bond financing that was
secured by the facility was assumed by the purchaser of the property.

      At April 30, 2000,  the Company had  unsecured  committed  lines of credit
totaling $13,000,000,  of which none was outstanding.  Of this amount,  $500,000
was reserved  for the letter of credit  issued for the  Jackson,  Michigan  loan
discussed above.

             EFFECTS OF INFLATION ON REVENUES AND OPERATING PROFITS

      The effects of inflation upon the Company's  operating results are varied.
Inflation in the current year has been modest and has had minimal  effect on the
Company. The Construction Segment subcontracts most of its work at fixed prices,
which normally will help that segment protect its profit margin from erosion due
to inflation.

      In the Real  Estate  Segment,  many of the  anchor  leases  are  long-term
(original  terms over 20 years),  with fixed rents,  except for contingent  rent
provisions  by which  the  Company  may  earn  additional  rent as a  result  of
increases  in  tenants'  sales.  In many cases,  however,  the  contingent  rent
provisions permit the tenant to offset against contingent rents any increases in
ad valorem taxes over a specified  amount. If inflation were to rise, ad valorem
taxes would probably increase as well, which, in turn, would cause a decrease in
the contingent rents.  Furthermore,  the Company has certain repair obligations,
and the costs of repairs increase with inflation.

      Inflation causes a rise in interest rates,  which has a positive effect on
investment  income,  but has a negative  effect on profit margins because of the
increased  costs of contracts  and the increase in interest  expense on variable
rate loans. Overall,  inflation will tend to limit the Company's markets and, in
turn, will reduce revenues as well as operating profits and earnings.


           CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

      Certain  statements  contained or incorporated by reference in this Annual
Report on Form 10-K,  including without  limitation,  statements  containing the
words  "believes,"  "anticipates,"  "expects," and words of similar import,  are
forward-looking  statements  within the meaning of the federal  securities laws.
Such forward-looking  statements involve known and unknown risks,  uncertainties
and  other  matters  which  may  cause  the  actual   results,   performance  or
achievements of the Company to be materially  different from any future results,
performance  or  uncertainties  expressed  or  implied  by such  forward-looking
statements.


                    CONSIDERATION OF STRATEGIC ALTERNATIVES

      The Company announced on June 8, 1999, that the Board of Directors decided
to  investigate a wide range of possible  strategic  and financial  alternatives
available  to maximize  shareholder  value.  The  investigation,  which has been
completed,  resulted  in  the  discontinuance  of  the  Company's  manufacturing
operations. See "Discontinued Operations."

      Also as a result of the investigation,  subsequent to the fiscal year end,
the Company  entered into  agreements  to outsource  the property  management of
certain  of the  Company's  commercial  real  estate  assets  to third  parties.
Additionally,  the Company has entered  into a letter of intent to contract  out
its asset management activities to jOjA Partners, LLC, a company newly formed by
executives of the Real Estate  Segment,  in which the Company  would  maintain a
minority  interest.  The  Company  plans to  continue  to own and invest in real
estate.
<PAGE>

                            DISCONTINUED OPERATIONS

      During the quarter ended  January 31, 2000,  the Board of Directors of the
Company decided to discontinue the operations of the Manufacturing  Segment. The
financial  statements  reflect  the  operating  results  of this  business  as a
discontinued   operation,   and  prior  year  financial   information  has  been
appropriately reclassified.  See Note 3 to the Consolidated Financial Statements
of the  Company.  On  February 2, 2000,  the  Company  closed on the sale of the
Manufacturing  Segment's  machinery,  equipment,  furniture,  and raw  materials
inventory for $2.2 million.

      The Company  recorded an after tax loss from  discontinued  operations  of
$2,612,332  in the fiscal  year ended April 30,  2000.  At April 30,  2000,  the
Manufacturing  Segment had ceased all operations  and disposed of  substantially
all of its assets.  The remaining  assets and  liabilities of the  Manufacturing
Segment  have been  consolidated  and  presented  as Net assets of  discontinued
operations on the  Consolidated  Balance Sheet at April 30, 2000.  Included as a
reduction in the Net assets of discontinued operations is an approximately $2.76
million  deferred  gain on the eminent  domain  taking of the  Company's  former
manufacturing facility in Atlanta, Georgia. The amount of the condemnation award
is currently under appeal by both parties,  and the ultimate  outcome is unknown
at this time.


      ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

      The Company's  major market risk  exposure is the  potential  loss arising
from changes in interest rates and its impact on variable rate debt instruments.
The following table summarizes  information related to the Company's market risk
sensitive debt instruments as of April 30, 2000:


<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------------
                                     Principal              Total                                     Interest
Debt Instrument                       Balance            Availability           Maturity                Rate
-----------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>                   <C>                  <C>            <S>
Note Payable to Bank                $4,933,813            $  4,933,813          8/31/01       Prime rate or LIBOR plus 2%, at
                                                                                              the Company's option
-----------------------------------------------------------------------------------------------------------------------------
Construction Loan                   $8,692,094            $  8,692,094          8/31/01       Prime rate plus .375%
-----------------------------------------------------------------------------------------------------------------------------
Amendment to Construction           $4,676,948            To be determined      8/31/01       Prime rate plus .375%
 Loan                                                     per formula in
                                                          Loan Agreement
-----------------------------------------------------------------------------------------------------------------------------
Unsecured Lines of Credit           $        0            $ 11,500,000         10/31/00       Prime rate or LIBOR plus 2%, at
                                                                                               the Company's option
-----------------------------------------------------------------------------------------------------------------------------
Unsecured Line of Credit            $        0            $    500,000 <F1>    10/31/01       Prime rate or LIBOR plus 2%, at
                                                                                              the Company's option
-----------------------------------------------------------------------------------------------------------------------------
Unsecured Line of Credit            $        0            $  1,000,000          9/30/00       Prime rate or LIBOR plus 2.7%,
                                                                                              at the Company's option
-----------------------------------------------------------------------------------------------------------------------------
<FN>
<F1>  $500,000 is  restricted  as it secures a letter of credit.  See Note 10 to
      the Consolidated Financial Statements of the Company.
</FN>
</TABLE>



              ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
                   Index to Consolidated Financial Statements

<TABLE>
<CAPTION>
                                                                                                              Page

<S>                                                                                                            <C>
Report of Independent Accountants and Independent Auditors' Report                                             16
Consolidated Balance Sheets - April 30, 2000, and 1999                                                         17
Consolidated Statements of Operations - For the years ended April 30, 2000, 1999, and 1998                     18
Consolidated Statements of Shareholders' Equity - For the years ended April 30, 2000, 1999, and 1998           19
Consolidated Statements of Cash Flows - For the years ended April 30, 2000, 1999, and 1998                     20
Notes to Consolidated Financial Statements - April 30, 2000, 1999, and 1998                                    21



Schedules:
Schedule Number
---------------
II  Valuation and Qualifying Accounts                                                                          33
III Real Estate and Accumulated Depreciation                                                                   34
</TABLE>


<PAGE>

                       Report of Independent Accountants



To The Board of Directors and Shareholders
Abrams Industries, Inc.:



      In our opinion,  the accompanying  consolidated  balance sheet as of April
30, 2000 and the related  consolidated  statements of operations,  shareholders'
equity and cash flows present fairly,  in all material  respects,  the financial
position of Abrams  Industries,  Inc. and subsidiaries  (the "Company") at April
30, 2000, and the results of its operations and its cash flows for the year then
ended in conformity with accounting  principles generally accepted in the United
States. In addition,  in our opinion,  the financial statement  schedules listed
in the  accompanying  index  present  fairly,  in  all  material  respects,  the
information  set  forth  therein  when  read in  conjunction  with  the  related
consolidated  financial  statements as of and for the year ended April 30, 2000.
These   financial   statements  and  financial   statement   schedules  are  the
responsibility of the Company's management;  our responsibility is to express an
opinion on these financial statements and financial statement schedules based on
our  audit.  We  conducted  our audit of these  statements  in  accordance  with
auditing standards  generally accepted in the United States,  which 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,   assessing  the  accounting  principles  used  and
significant  estimates made by management,  and evaluating the overall financial
statement  presentation.  We believe that our audit provides a reasonable  basis
for the opinion expressed above.


/s/ PricewaterhouseCoopers LLP

Atlanta, Georgia
June 2, 2000


================================================================================


                          Independent Auditor's Report



The Board of Directors and Shareholders
Abrams Industries, Inc.:



      We have audited the  accompanying  consolidated  financial  statements  of
Abrams  Industries,  Inc. and subsidiaries (the "Company") as of April 30, 1999,
and for the years ended  April 30,  1999 and 1998 as listed in the  accompanying
index. In connection with our audits of the consolidated  financial  statements,
we also have audited the financial statement schedules for the years ended April
30,  1999 and 1998 as  listed  in the  accompanying  index.  These  consolidated
financial  statements  and  schedules  are the  responsibility  of the Company's
management.  Our  responsibility is to express an opinion on these  consolidated
financial statements and schedules 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 and schedules are
free of material  misstatement.  An audit  includes  examining,  on a test basis
evidence supporting the amounts and disclosures in the financial  statements and
schedules.  An audit also includes assessing the accounting  principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statements  and  schedule  presentation.  We believe  that our audits
provide a reasonable basis for our opinion.

      In our opinion,  the consolidated  financial  statements referred to above
present  fairly,  in all material  respects,  the  financial  position of Abrams
Industries,  Inc. and subsidiaries as of April 30, 1999 and the results of their
operations  and cash  flows  for the  years  ended  April  30,  1999 and 1998 in
conformity with generally accepted accounting  principles.  Also in our opinion,
the related financial statement schedules for the years ended April 30, 1999 and
1998, when considered in relation to the basic consolidated financial statements
taken as a whole, present fairly, in all material respects,  the information set
forth therein.


/s/ KPMG LLP

Atlanta, Georgia
June 4, 1999

<PAGE>

                                             CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                           April 30,
                                                                           ----------------------------------------
                                                                                  2000                    1999
-------------------------------------------------------------------------------------------------------------------
                                     ASSETS
<S>                                                                          <C>                     <C>
CURRENT ASSETS:
      Cash and cash equivalents, including restricted cash of $0
        and $95,673, in 2000 and 1999, respectively                          $   7,268,974           $   7,448,551
      Receivables:
        Trade accounts and notes, net                                              150,944               3,298,545
        Contracts, net, including retained amounts of
              $5,105,889 and $4,983,746, in 2000 and 1999,
              respectively (note 5)                                             19,880,333              27,981,694
      Inventories, net (note 4)                                                       --                 2,972,663
      Costs and earnings in excess of billings (note 5)                          2,319,102               3,188,100
      Net assets of discontinued operations (note 3)                             1,423,593                    --
      Property held for sale (note 6)                                               33,404               5,268,478
      Deferred income taxes (note 11)                                              685,277                 820,829
      Other                                                                        538,840                 599,715
-------------------------------------------------------------------------------------------------------------------
              Total current assets                                              32,300,467              51,578,575
-------------------------------------------------------------------------------------------------------------------
INCOME-PRODUCING PROPERTIES, NET (notes 7 and 9)                                59,854,096              52,311,607
PROPERTY, PLANT AND EQUIPMENT, NET (note 8)                                      1,602,359              12,368,396
OTHER ASSETS:
      Land held for future development or sale                                   4,204,442               4,237,845
      Notes receivable                                                             170,433                 297,209
      Cash surrender value of officers life insurance, net                       1,225,265               1,473,963
      Deferred loan costs, net                                                     531,959                 788,356
      Other                                                                      2,956,846               3,076,589
-------------------------------------------------------------------------------------------------------------------
                                                                             $ 102,845,867           $ 126,132,540
===================================================================================================================

                      LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
      Trade and subcontractors payables, including
        retained amounts of $2,150,687 and $2,513,281
        in 2000 and 1999, respectively                                       $  13,373,742           $  18,391,697
      Accrued expenses                                                           4,015,373               2,834,831
      Billings in excess of costs and earnings (note 5)                          1,289,114               2,947,814
      Accrued profit-sharing (note 12)                                           1,438,884               2,593,654
      Short-term borrowings (note 10)                                                 --                 8,048,222
      Current maturities of long-term debt                                       1,363,175               6,876,455
-------------------------------------------------------------------------------------------------------------------
              Total current liabilities                                         21,480,288              41,692,673
-------------------------------------------------------------------------------------------------------------------
DEFERRED INCOME TAXES (note 11)                                                  3,448,538               2,910,771
OTHER LIABILITIES                                                                3,641,266               1,702,048
MORTGAGE NOTES PAYABLE, less current maturities (note 9)                        34,033,941              27,447,977
OTHER LONG-TERM DEBT, less current maturities (note 10)                         17,895,696              29,106,511
-------------------------------------------------------------------------------------------------------------------
              Total liabilities                                                 80,499,729             102,859,980
-------------------------------------------------------------------------------------------------------------------
COMMITMENTS AND CONTINGENCIES (notes 6, 9, and 10)
SHAREHOLDERS' EQUITY:
      Common stock, $1 par value; 5,000,000 shares authorized;
        3,014,039 shares issued and 2,936,356 shares outstanding in
        2000 and 1999                                                            3,014,039               3,014,039
      Additional paid-in capital                                                 2,019,690               2,019,690
      Retained earnings                                                         17,724,960              18,651,382
      Treasury stock, 77,683 common shares in 2000 and 1999                       (412,551)               (412,551)
-------------------------------------------------------------------------------------------------------------------
              Total shareholders' equity                                        22,346,138              23,272,560
-------------------------------------------------------------------------------------------------------------------
                                                                             $ 102,845,867           $ 126,132,540
===================================================================================================================
                            See accompanying notes to consolidated financial statements.
</TABLE>


<PAGE>
<TABLE>
<CAPTION>

                                       CONSOLIDATED STATEMENTS OF OPERATIONS


                                                                                     Years Ended April 30,
                                                                  ---------------------------------------------------------
                                                                         2000                 1999                 1998
---------------------------------------------------------------------------------------------------------------------------
REVENUES:
<S>                                                               <C>                   <C>                   <C>
    Construction                                                  $ 143,915,901         $ 159,273,393         $ 141,453,025
    Rental income                                                    12,551,729            12,449,850            11,337,342
    Real estate sales                                                17,665,456                  --              10,024,650
    Interest                                                            372,524               421,315               649,910
    Other                                                                73,882                56,532               121,429
---------------------------------------------------------------------------------------------------------------------------
                                                                    174,579,492           172,201,090           163,586,356
---------------------------------------------------------------------------------------------------------------------------
COSTS AND EXPENSES:
    Construction                                                    136,396,070           150,603,062           133,430,395
    Rental property operating expenses,
      excluding interest                                              6,999,011             6,922,221             6,385,593
    Cost of real estate sold                                         12,336,908                  --               5,157,462
---------------------------------------------------------------------------------------------------------------------------
                                                                    155,731,989           157,525,283           144,973,450
---------------------------------------------------------------------------------------------------------------------------
Selling, shipping, general and administrative                         9,597,295             9,458,766             9,630,691
Interest costs incurred, less interest capitalized of
    $0, $199,000, and $112,000 in 2000, 1999, and
    1998, respectively                                                5,386,257             5,159,222             4,613,004
---------------------------------------------------------------------------------------------------------------------------
                                                                    170,715,541           172,143,271           159,217,145
---------------------------------------------------------------------------------------------------------------------------
          EARNINGS BEFORE INCOME TAXES                                3,863,951                57,819             4,369,211
---------------------------------------------------------------------------------------------------------------------------
INCOME TAX EXPENSE (note 11):
    Current                                                           1,166,553                71,237               728,753
    Deferred                                                            330,208                26,181               946,247
---------------------------------------------------------------------------------------------------------------------------
                                                                      1,496,761                97,418             1,675,000
---------------------------------------------------------------------------------------------------------------------------
          EARNINGS (LOSS) FROM CONTINUING OPERATIONS                  2,367,190               (39,599)            2,694,211
---------------------------------------------------------------------------------------------------------------------------
DISCONTINUED OPERATIONS (note 3):
    (Loss) Earnings from discontinued operations, adjusted
      for applicable (benefit) expense for income taxes of
      ($979,455), ($385,006), and $158,000, respectively             (1,636,233)             (636,432)              305,267
    Loss on sale of assets of discontinued operations,
      adjusted for applicable benefit for income taxes of
      $576,171                                                         (976,099)                 --                    --
---------------------------------------------------------------------------------------------------------------------------
          (LOSS) EARNINGS FROM DISCONTINUED OPERATIONS               (2,612,332)             (636,432)              305,267
---------------------------------------------------------------------------------------------------------------------------
          (LOSS) EARNINGS BEFORE EXTRAORDINARY ITEM                    (245,142)             (676,031)            2,999,478
---------------------------------------------------------------------------------------------------------------------------
Extraordinary loss from early extinguishment of debt,
    adjusted for applicable benefit for income taxes of
    $129,607 (note 8)                                                  (211,463)                 --                    --
---------------------------------------------------------------------------------------------------------------------------
          NET (LOSS) EARNINGS                                     $    (456,605)        $    (676,031)        $   2,999,478
===========================================================================================================================
NET (LOSS) EARNINGS PER SHARE (note 13):
    From continuing operations - basic and diluted                $         .80         $        (.01)        $         .92
    From discontinued operations - basic and diluted                       (.89)                 (.22)                  .10
    From extraordinary loss from early extinguishment of
      debt-basic and diluted                                               (.07)                 --                    --
---------------------------------------------------------------------------------------------------------------------------
    Net (loss) earnings per share - basic and diluted             $        (.16)        $        (.23)        $        1.02
===========================================================================================================================
                            See accompanying notes to consolidated financial statements.
</TABLE>

<PAGE>

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

                                             Common Stock              Additional
                                       -----------------------          Paid-In          Retained        Treasury
                                       Shares           Amount          Capital          Earnings          Stock           Total
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>            <C>             <C>               <C>            <C>              <C>
BALANCES at April 30, 1997           3,010,039      $  3,010,039    $  2,012,190      $ 17,473,536   $   (370,551)    $ 22,125,214
    Net earnings                          --                --              --           2,999,478           --          2,999,478
    Cash dividends declared -
     $.19 per share                       --                --              --            (558,329)          --           (558,329)
    Exercise of stock options            4,000             4,000           7,500              --             --             11,500
    Acquisition of 6,000 shares
      of treasury stock                   --                --              --                --          (42,000)         (42,000)
-----------------------------------------------------------------------------------------------------------------------------------
BALANCES at April 30, 1998           3,014,039         3,014,039       2,019,690        19,914,685       (412,551)      24,535,863
    Net loss                              --                --              --            (676,031)          --           (676,031)
    Cash dividends declared -
      $.20 per share                      --                --              --            (587,272)          --           (587,272)
-----------------------------------------------------------------------------------------------------------------------------------
BALANCES at April 30, 1999           3,014,039         3,014,039       2,019,690        18,651,382       (412,551)      23,272,560
    Net loss                              --                --              --            (456,605)          --           (456,605)
    Cash dividends declared -
      $.16 per share                      --                --              --            (469,817)          --           (469,817)
-----------------------------------------------------------------------------------------------------------------------------------
BALANCES at April 30, 2000           3,014,039      $  3,014,039    $  2,019,690      $ 17,724,960   $   (412,551)    $ 22,346,138
===================================================================================================================================
                            See accompanying notes to consolidated financial statements.
</TABLE>

<PAGE>

                                           CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                                         Years Ended April 30,
                                                                         --------------------------------------------------
                                                                               2000              1999                1998
---------------------------------------------------------------------------------------------------------------------------
<S>                                                                      <C>                <C>                <C>
Cash flows from operating activities:
    Net (loss) earnings                                                  $   (456,605)      $   (676,031)      $  2,999,478
    Adjustments to reconcile net (loss) earnings
      to net cash provided by (used in) operating activities:
          Depreciation and amortization                                     3,067,959          3,123,369          2,853,634
          Deferred tax expense (benefit)                                      286,337            (79,548)           967,358
          Gain on sales of real estate and property, plant,
              and equipment                                                (4,987,478)           (25,847)        (4,867,189)
          Loss from discontinued operations                                 2,612,332               --                 --
      Changes in assets and liabilities:
          Receivables, net                                                  8,154,768        (10,125,120)        (2,230,083)
          Inventories, net                                                       --           (1,477,600)            62,901
          Costs and earnings in excess of billings                            868,998          2,449,499         (2,852,259)
          Other current assets                                                 (5,844)            14,529           (146,511)
          Other assets                                                        488,734           (628,829)        (1,112,638)
          Trade and subcontractors payable                                 (3,855,730)        (1,053,404)         9,060,022
          Accrued expenses                                                  2,344,414           (830,032)           226,451
          Accrued profit-sharing                                           (1,150,248)          (731,394)           194,951
          Billings in excess of costs and earnings                         (1,658,700)         1,578,666            220,483
          Other liabilities                                                    (8,201)           275,996            577,590
---------------------------------------------------------------------------------------------------------------------------
              Net cash provided by (used in) continuing operations          5,700,736         (8,185,746)         5,954,188
              Net cash provided by discontinued operations                  1,356,992               --                 --
---------------------------------------------------------------------------------------------------------------------------
              Net cash provided by (used in) operating activities           7,057,728         (8,185,746)         5,954,188
---------------------------------------------------------------------------------------------------------------------------
Cash flows from investing activities:
    Proceeds from sales of real estate and property, plant,
      and equipment                                                         6,081,884             67,355          3,818,393
    Proceeds from sale of property, plant and equipment of
      discontinued operations                                               2,070,000               --                 --
    Additions to income-producing properties                               (9,463,803)          (465,385)       (16,045,209)
    Additions to property, plant and equipment, net                          (444,996)        (3,566,292)        (8,911,039)
    Repayments received on notes receivable                                   117,595            108,454            100,294
---------------------------------------------------------------------------------------------------------------------------
              Net cash used in investing activities                        (1,639,320)        (3,855,868)       (21,037,561)
---------------------------------------------------------------------------------------------------------------------------
Cash flows from financing activities:
    Short-term borrowings (repayments) proceeds, net                       (7,600,000)         8,048,222               --
    Debt proceeds                                                           9,503,137            234,570         32,145,583
    Debt repayments                                                        (6,798,879)        (1,328,567)       (10,425,800)
    Deferred loan costs paid                                                 (232,426)          (117,259)          (418,161)
    Cash dividends                                                           (469,817)          (587,272)          (558,329)
    Repurchases of common stock                                                  --                 --              (42,000)
    Proceeds from exercise of stock options                                      --                 --               11,500
---------------------------------------------------------------------------------------------------------------------------
              Net cash (used in) provided by financing activities          (5,597,985)         6,249,694         20,712,793
---------------------------------------------------------------------------------------------------------------------------
Net (decrease) increase in cash and cash equivalents                         (179,577)        (5,791,920)         5,629,420
Cash and cash equivalents at beginning of year                              7,448,551         13,240,471          7,611,051
---------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at end of year                                 $  7,268,974       $  7,448,551       $ 13,240,471
===========================================================================================================================
Supplemental disclosure of noncash investing activities:
    Transfer of income-producing property to property held for sale      $     33,404       $  3,576,714       $       --
Supplemental disclosure of noncash financing activities:
    Assumption of debt by purchasers in conjunction
      with sale of properties                                            $ 10,810,000       $       --         $  5,733,899
Supplemental cash flow information:
    Cash paid during the year for interest,
      net of amounts capitalized                                         $  5,348,759       $  5,218,298       $  4,817,206
    Cash (refunded) paid during the year for income taxes, net           $   (250,703)      $    118,553       $    726,733
===========================================================================================================================
                                See accompanying notes to consolidated financial statements.
</TABLE>


<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         April 30, 2000, 1999, and 1998


                         (1) ORGANIZATION AND BUSINESS

         Abrams  Industries,  Inc. (the  "Company") was organized under Delaware
law in 1960.  In 1984,  the  Company  changed  its state of  incorporation  from
Delaware  to  Georgia.  The Company  engages in (i)  construction  of retail and
commercial projects, and (ii) acquisition,  investment,  sale, development,  and
redevelopment  of  income-producing   properties.  The  Company's  wholly  owned
subsidiaries include Abrams Construction,  Inc., the "Construction Segment," and
Abrams  Properties,  Inc. and  subsidiaries,  the "Real Estate  Segment." Abrams
Fixture   Corporation,   the  "Manufacturing   Segment,"  another  wholly  owned
subsidiary,  which manufactured store fixtures,  bank fixtures and display units
for retail outlets, ceased operations during Fiscal Year 2000 (note 3).

         Previously the Company  engaged in property  management of real estate.
In May 2000,  the Company  decided to outsource  to third  parties the asset and
property  management  of the  Company's  properties  owned  by the  Real  Estate
Segment.  If  contract  negotiations  are  successfully  completed,   the  asset
management of the properties  will be contracted to jOjA Partners,  LLC, a newly
formed entity in which the Company would own a minority interest.


                 (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) Principles of consolidation and basis of presentation
    -----------------------------------------------------
    The  consolidated  financial  statements  include  the  accounts  of  Abrams
    Industries,  Inc., its wholly owned subsidiaries,  and its 80% investment in
    Abrams-Columbus Limited Partnership.  All significant  intercompany balances
    and transactions have been eliminated in consolidation.


(b) Use of estimates
    ----------------
    The  preparation  of  financial  statements  in  conformity  with  generally
    accepted  accounting  principles  requires the Company to make estimates and
    assumptions that affect the reported amounts of assets and liabilities,  and
    disclosure of contingent assets and liabilities at the date of the financial
    statements,  and the reported  amounts of revenues  and expenses  during the
    period. Actual results could differ from those estimates.


(c) Income recognition
    ------------------
    Construction revenues are reported on the  percentage-of-completion  method,
    using costs  incurred to date in  relation to  estimated  total costs of the
    contracts  to measure the stage of  completion.  The  cumulative  effects of
    changes in estimated  total  contract costs and revenues are recorded in the
    period in which the facts requiring the revisions  become known. At the time
    it is determined that a contract will result in a loss, the entire estimated
    loss is recorded.

    The Company leases space in its income-producing  properties to tenants, and
    recognizes  minimum base rentals as revenue,  on a straight-line  basis over
    the lease  terms.  Tenants  may also be required  to pay  additional  rental
    amounts based on property operating expenses.  In addition,  certain tenants
    are required to pay incremental  rental amounts based on store sales.  These
    percentage rents are recognized as earned.

    Revenues from the sale of real estate are recognized at the time of closing.
    Costs of sales  related to real  estate are based on the  specific  property
    sold.  When  a  portion  or  unit  of a  development  property  is  sold,  a
    proportionate  share of the total cost of the development is charged to cost
    of sales.

    Generally,  revenues from the sale of manufactured  goods were recognized on
    the date products were shipped to the customer. Revenues from certain sales,
    on which  delivery  was delayed at the  customer's  explicit  request,  were
    recognized when conditions for revenue recognition were met.


<PAGE>
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued)

(d) Cash and cash equivalents
    -------------------------
    Cash and cash  equivalents  include  money market funds and other  financial
    instruments.  The Company  considers all highly liquid debt instruments with
    original maturities of three months or less to be cash equivalents.

    In 1999,  restricted cash consisted of a bond sinking fund to be used in the
    next fiscal year to pay down the principal on industrial development revenue
    bonds.


(e) Inventories
    -----------
    Inventories were valued at the lower of cost (first-in, first-out method) or
    market.  To reflect the inventory at the lower of cost or market,  valuation
    reserves  were  previously  established.  At April  30,  2000,  there was no
    remaining inventory.


(f) Property held for sale
    ----------------------
    Property  held for sale is  expected  to be sold in the  near  term,  and is
    carried at the lower of cost or fair value less costs to sell.  Depreciation
    and amortization are suspended during the sale period.



(g) Income-producing properties and property, plant and equipment
    -------------------------------------------------------------
    Income-producing  properties  are stated at cost,  and are  depreciated  for
    financial  reporting  purposes  using  the  straight-line  method  over  the
    estimated useful lives of the properties and related assets.

    Property,  plant and equipment is recorded at cost, and is  depreciated  for
    financial  reporting  purposes  using  the  straight-line  method  over  the
    estimated  useful lives of the assets.  Significant  additions  which extend
    asset  lives  are  capitalized.  Normal  maintenance  and  repair  costs are
    expensed as incurred.

    Interest and other carrying costs related to assets under  construction  are
    capitalized.  Costs of development and  construction  are also  capitalized.
    Capitalization  of interest and other carrying costs is discontinued  when a
    project is substantially completed or if active development ceases.


(h) Land held for future development or sale
    ----------------------------------------
    Land held for future development or sale is carried at cost.


(i) Deferred loan costs
    -------------------
    Costs  incurred to obtain loans have been  deferred and are being  amortized
    over the terms of the related loans.


(j) Impairment of long-lived assets and assets to be disposed of
    ------------------------------------------------------------
    The Company reviews its long-lived assets and certain  intangible assets for
    impairment  whenever  events or changes in  circumstances  indicate that the
    carrying amount of an asset may not be recoverable. Recoverability of assets
    to be held and used is measured by a comparison  of the  carrying  amount of
    the asset to future net cash flows expected to be generated by the asset. If
    an asset is  considered to be impaired,  the  impairment to be recognized is
    measured by the amount by which the carrying amount of the asset exceeds the
    asset's  fair value.  Assets to be disposed of are  reported at the lower of
    their  carrying  amount or fair  value less cost to sell.  Depreciation  and
    amortization are suspended during the sale period,  which is not expected to
    be greater than one year.


(k) Income taxes
    ------------
    Income  taxes are  accounted  for under  the  asset  and  liability  method.
    Deferred  tax  assets  and  liabilities  are  recognized  for the future tax
    consequences  attributable  to differences  between the financial  statement
    carrying amounts of existing assets and liabilities and their respective tax
    bases.  Deferred tax assets and  liabilities  are measured using enacted tax
    rates  expected  to apply to  taxable  income  in the  years in which  those
    temporary differences are expected to be recovered or settled. The effect of
    a change in tax rates on deferred tax assets and  liabilities  is recognized
    in income in the period that includes the enactment date.

<PAGE>

(l) Fair value of financial instruments
    -----------------------------------
    Management  believes that the carrying amounts of cash and cash equivalents,
    receivables,  other assets, accounts payable,  accrued expenses, and current
    portions of debt  instruments  are reasonable  approximations  of their fair
    value because of the short-term nature of these instruments.

    The fair value of the Company's  noncurrent  portions of debt instruments is
    estimated by discounting  the future cash flows of each  instrument at rates
    currently  offered to the Company for similar debt instruments of comparable
    maturities by the Company's  bankers.  Based on this valuation  methodology,
    management  believes that the carrying amount of the noncurrent  portions of
    debt instruments is a reasonable estimation of their fair value.


(m) Reclassifications
    -----------------
    Certain  reclassifications  have been made to the 1999 and 1998 consolidated
    financial statements to conform to classifications adopted in 2000.



                          (3) DISCONTINUED OPERATIONS

      During the quarter ended  January 31, 2000,  the Board of Directors of the
Company decided to discontinue the operations of the Manufacturing  Segment. For
the years  ended April 30,  2000,  1999,  and 1998,  the  Company  reported  net
(losses) earnings from discontinued operations of $(1,636,233),  $(636,432), and
$305,267,   respectively,  net  of  applicable  income  taxes,  related  to  the
Manufacturing Segment on the Consolidated Statements of Operations. In addition,
for the year ended April 30,  2000,  the Company  recorded a loss on the sale of
assets of discontinued  operations,  net of applicable  taxes, of $976,099.  The
loss on the  sale of  assets  consisted  of the  disposal  of the  Manufacturing
Segment's machinery,  equipment,  furniture,  raw materials inventory, and other
related  assets.  At April 30, 2000,  the  Manufacturing  Segment had ceased all
operations and disposed of substantially all of its assets. The remaining assets
and  liabilities  of  the  Manufacturing  Segment  have  been  consolidated  and
presented as Net assets of discontinued  operations on the Consolidated  Balance
Sheet at April 30, 2000.

      In  June  1999,  the  Company  received  notice  from  the  Georgia  State
Properties  Commission that the Georgia World Congress Center Authority had made
the   determination   to  acquire  the   Manufacturing   Segment's  former  wood
manufacturing  facility in Atlanta,  Georgia.  In October 1999, a Special Master
appointed by the court awarded the Company  $4,500,000  for the property,  which
amount was paid to the  Manufacturing  Segment.  Both the State and the  Company
have appealed the award amount,  and at April 30, 2000, the ultimate outcome was
unknown.  Pending  resolution  of the  appeals,  the  Company has  recorded  the
deferred  gain  of  approximately  $2.76  million  from  this  transaction  as a
reduction of Net assets of discontinued operations at April 30, 2000.


<PAGE>

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued)

                                (4) INVENTORIES

      The balances of major classes of inventory, net of their related valuation
reserves, at April 30 were as follows:



                                    ----------------------------
                                       2000              1999
                                    ----------------------------

     Finished goods                 $    --           $1,268,048
     Work-in-progress                    --              845,495
     Raw materials                       --              859,120
                                    ----------------------------
                                    $    --           $2,972,663
                                    ============================

      There was no inventory as of April 30, 2000,  since all inventory was sold
or disposed  of in  conjunction  with the  discontinuance  of the  manufacturing
operations (see note 3).


                           (5) CONTRACTS IN PROGRESS

      Assets  and  liabilities  related  to  contracts  in  progress,  including
contracts receivable,  are included in current assets and current liabilities as
they will be liquidated in the normal  course of contract  completion,  which is
expected  to occur  within  one year.  Amounts  billed  and  costs and  earnings
recognized on contracts in progress at April 30 were:

<TABLE>
                                                   ----------------------------
                                                       2000              1999
                                                   ----------------------------
<S>                                                <C>                <C>
Costs and earnings in excess of billings:
  Accumulated costs and earnings                   $35,370,318        $27,841,460
  Amounts billed                                    33,051,216         24,653,360
                                                   ------------------------------
                                                   $ 2,319,102        $ 3,188,100
                                                   ==============================

Billings in excess of costs and earnings:
  Amounts billed                                   $31,111,031        $33,961,588
  Accumulated costs and earnings                    29,821,917         31,013,774
                                                   ------------------------------
                                                   $ 1,289,114        $ 2,947,814
                                                   ==============================
</TABLE>

                           (6) PROPERTY HELD FOR SALE

      As of April 30, 2000,  the Company had one outlot  classified  as held for
sale.  As of April 30, 1999,  the Company had  classified  its  shopping  center
located in Newnan,  Georgia, and its former wood manufacturing  facility located
in Atlanta, Georgia, as property held for sale.

      The shopping  center  subsequently  was sold on May 14, 1999.  The Company
recognized a pre-tax gain of  approximately  $2.9 million on this sale. The sale
was  structured  as a  tax-deferred,  like-kind  exchange  pursuant  to Internal
Revenue  Code  Section  1031,  which  allows a  deferral  of the tax gain if the
Company  utilizes the proceeds of the sale to purchase  other real estate within
180 days of the sale.  The  proceeds  were used in July  1999,  to  purchase  an
approximately  174,000  square foot  shopping  center  located in  Jacksonville,
Florida, for $9,000,000 (note 9).


<PAGE>

      The results of operations  for the year ended April 30, 1999, for the Real
Estate  Segment's  shopping center that was held for sale at April 30, 1999, are
summarized below:


        Revenues                                                     $1,024,152
        Operating expenses, including depreciation
              (until classified as held for sale) and interest          746,872
                                                                     ----------
        Results of operations                                        $  277,280
                                                                     ==========

                        (7) INCOME-PRODUCING PROPERTIES

      Income-producing  properties and their estimated  useful lives at April 30
were as follows:


<TABLE>

          ---------------------------------------------------------------------------------------------
                                                    Estimated
                                                    useful lives             2000               1999
          ---------------------------------------------------------------------------------------------
          <S>                                                            <C>                <C>
          Land                                                           $19,791,981        $15,883,977
          Buildings and improvements                7-39 years            55,585,414         50,034,275
                                                                         ------------------------------
                                                                          75,377,395         65,918,252

          Less - accumulated depreciation
             and amortization                                             15,523,299         13,606,645
                                                                         ------------------------------
                                                                         $59,854,096        $52,311,607
                                                                         ==============================
</TABLE>

                       (8) PROPERTY, PLANT AND EQUIPMENT

      The major components of property,  plant and equipment and their estimated
useful lives at April 30 were as follows:

<TABLE>

          ---------------------------------------------------------------------------------------------
                                                    Estimated
                                                    useful lives             2000               1999
          ---------------------------------------------------------------------------------------------
           <S>                                                           <C>                <C>
           Land                                                          $    92,225        $ 1,984,405
           Buildings and improvements              3-39 years                912,430          8,579,274
           Machinery and equipment                 3-10 years              2,367,815          7,407,729
                                                                         ------------------------------
                                                                           3,372,470         17,971,408
           Less - accumulated depreciation                                 1,770,111          5,603,012
                                                                         ------------------------------
                                                                         $ 1,602,359        $12,368,396
                                                                         ==============================
</TABLE>


      In April 2000, the Company's  Real Estate  Segment sold the  manufacturing
facility in Lithia  Springs,  Georgia,  to an unrelated  third party.  The sales
price was approximately $10.9 million, and the Company recognized a pre-tax gain
on this sale of  approximately  $2.4  million,  which is included in Income from
continuing  operations.  In conjunction  with this sale, the Company recorded an
extraordinary   loss  of  $211,463,   net  of  income  taxes,   from  the  early
extinguishment of debt on the property.


<PAGE>


            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued)

                     (9) LEASES AND MORTGAGE NOTES PAYABLE


      As of April 30,  2000,  the  Company  owned five  shopping  centers and an
office park,  which are pledged as collateral on related mortgage notes payable.
It is also lessee of nine shopping centers under leaseback arrangements expiring
from 2001 to 2014.  Each  mortgage note and  leaseback  arrangement  contains an
exculpatory  provision  limiting the Company's  liability to its interest in the
respective mortgaged property or lease.

      All of the  leaseback  centers  are leased to the Kmart  Corporation,  and
Kmart is a tenant in four of the seven Company-owned shopping centers. The owned
shopping  centers are leased to tenants for terms expiring from fiscal year 2001
to 2040,  while leases on the owned office  properties  expire from fiscal years
2001 to 2006.  Leases  on the  leaseback  centers  correspond  to the  leaseback
periods.  All leases are operating leases.  The shopping center leases typically
require that the tenant make fixed rental  payments  over a 5 to 25 year period,
and may provide for renewal  options and for contingent  rentals if the tenants'
sales volumes exceed  predetermined  amounts. In some cases, the shopping center
leases provide that the tenant bear the cost of insurance,  repairs, maintenance
and taxes.  Base rental revenue  received from owned shopping centers and office
properties in 2000, 1999, and 1998, was  approximately  $8,622,000,  $8,440,000,
and  $7,438,000,  respectively.  Base rental  revenue  received  from  leaseback
centers in 2000, 1999, and 1998, was approximately $2,620,000,  $2,620,000,  and
$2,620,000,  respectively.  Contingent rental revenue received on all centers in
2000,  1999,  and 1998,  was  approximately  $152,000,  $171,000,  and $195,000,
respectively.

      Approximate   future  minimum  annual  rental  receipts  from  all  rental
properties are as follows:



      Years ending April 30,      Owned              Leaseback
      --------------------------------------------------------
                2001          $ 8,640,000          $ 2,620,000
                2002            8,024,000            2,138,000
                2003            7,269,000            1,911,000
                2004            6,186,000            1,323,000
                2005            5,551,000              797,000
            Thereafter         41,640,000            2,756,000
      --------------------------------------------------------
                              $77,310,000          $11,545,000
      ========================================================

      The expected  future minimum  principal and interest  payments on mortgage
notes payable on the owned rental properties,  and the future minimum rentals to
be paid on leaseback centers are as follows:

<TABLE>
<CAPTION>

                                                  Owned Rental Properties
                                                     Mortgage Payments               Leaseback
                                                -----------------------------         Centers
            Years ending April 30,              Principal            Interest     Rental Payments
           --------------------------------------------------------------------------------------
             <S>                              <C>                  <C>              <C>
                 2001                         $   956,016          $ 3,045,081      $ 2,136,000
                 2002                          13,234,243            3,063,343        1,719,000
                 2003                             917,954            1,727,940        1,536,000
                 2004                           7,511,694            1,653,951        1,109,000
                 2005                             769,675            1,571,862          677,000
             Thereafter                        11,600,375           13,629,405        2,351,000
           --------------------------------------------------------------------------------------
                                              $34,989,957          $24,691,582      $ 9,528,000
           ======================================================================================
</TABLE>

      The mortgage notes payable are due at various dates between April 1, 2002,
and  September 1, 2019,  and bear  interest at rates  ranging from 7.25% to 9.5%
with a weighted average rate of 8.41% at April 30, 2000.


<PAGE>

      The outstanding  principal balance on the Newnan,  Georgia shopping center
mortgage loan of $5,331,968 was included in the current  maturities of long-term
debt at April 30, 1999, as the property was classified as Property held for sale
in the  accompanying  Consolidated  Balance Sheet at April 30, 1999 (note 6). In
May 1999, the Company sold this shopping  center (note 6), and the mortgage loan
was repaid.  The proceeds from this sale were used to purchase a shopping center
in Jacksonville,  Florida, in July 1999, for $9,000,000.  This purchase was also
financed  with cash held by the  Company,  and by using the  Company's  lines of
credit. Subsequently, the Company closed on a permanent mortgage loan secured by
the  property,  and used the  proceeds  to pay back  the  lines of  credit.  The
permanent  loan, in the amount of  $9,500,000,  bears  interest at 7.375% and is
scheduled to be fully  amortized  over twenty years.  Loan proceeds  received in
excess of the purchase price were used to pay financing costs, and are available
for use for tenant  improvements and commissions on new leases, if any. The loan
may be called at any time by the lender  after  September  1, 2002.  If the loan
were called, the Company would have up to thirteen months to repay the principal
amount of the loan without penalty.  In conjunction with the loan, an Additional
Interest  Agreement was executed which entitles the lender to be paid additional
interest equal to fifty percent of the quarterly net cash flow and fifty percent
of the  appreciation  in the property upon sale or refinance,  as defined in the
Agreement. The liability, which is included in Other liabilities, related to the
lender's  fifty-percent share of the appreciation in the property was $1,989,704
at April 30, 2000.


                (10) OTHER LONG-TERM DEBT AND CREDIT FACILITIES

      Other long-term debt at April 30 was as follows:
<TABLE>

                                                                                             2000               1999
                                                                                         --------------------------------
<S>                                                                                      <C>                  <C>
Construction loan bearing interest at the prime rate plus .375% (9.375% at
  April 30, 2000); requires monthly principal and interest payments of $87,729;
  matures August 31, 2001; secured by real property and assignment of
  leases and rents; guaranteed by a subsidiary of the Company                            $ 8,692,094          $ 8,963,340

Amendment to construction loan shown above currently permitting borrowings
  of up to $4,942,419; bearing interest at the prime rate plus .375% (9.375% at
  April 30, 2000); requires monthly principal and interest payments of
  $42,113; matures August 31, 2001; secured by real property and assignment
  of leases and rents; guaranteed by a subsidiary of the Company                           4,676,948            4,764,593

Note payable to bank with variable interest rate of LIBOR plus 2% (8.19% at
  April 30, 2000); requires monthly principal and interest payments of
  $41,047; matures August 31, 2001; secured by real property and assignment
  of leases and rents; guaranteed by a subsidiary of the Company                           4,933,813            5,028,153

Industrial development revenue bonds with a variable interest rate, repriced
  on a weekly basis, based on rates available for debt instruments of a
  similar nature and comparable terms (5.05% at April 30, 1999); required
  monthly interest only payments until November 1, 1998, thereafter interest
  and bond sinking fund payments required monthly; secured by irrevocable
  letter of credit                                                                              --             11,000,000

Industrial development bond bearing interest at 79% of prime rate (6.12% at
  April 30, 1999); required quarterly principal payments of $57,143 plus
  interest; secured by real property                                                            --                228,564
                                                                                         --------------------------------
         Total other long-term debt                                                       18,302,855           29,984,650

Less current maturities                                                                      407,159              878,139
                                                                                         --------------------------------

         Total other long-term debt, excluding current maturities                        $17,895,696          $29,106,511
                                                                                         ================================
</TABLE>


<PAGE>


            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued)

      The future minimum  principal  payments due on other long-term debt are as
follows:



            Years ending April 30,
            ---------------------------------------------
                2001                          $   407,159
                2002                           17,895,696
                2003                                --
                2004                                --
                2005                                --
                Thereafter                          --
            ---------------------------------------------
                                              $18,302,855
            =============================================


      At April 30, 2000, the Company had  commitments  from a bank for unsecured
lines of credit  totaling  $12,000,000,  of which  $500,000 was restricted as it
secures a letter of credit described below.  These lines of credit bear interest
at the prime rate (9.00% at April 30, 2000),  and have a commitment  fee of 3/8%
on the unused  portion.  At April 30, 2000, no amount was  outstanding  on these
lines of credit.  In  addition,  the Company had a  commitment  for an unsecured
$1,000,000  line of credit from a bank, of which none was  outstanding  at April
30,  2000.  This line of credit  bears  interest  at the prime  rate or at LIBOR
(6.19% at April 30,  2000) plus 2.7%,  and has a  commitment  fee of 3/8% on the
unused  portion.  The Company  previously  also had a  commitment  for a line of
credit,  totaling $2,500,000,  secured by the Manufacturing  Segment's inventory
and  receivables,  of which  $448,222 was  outstanding  at April 30,  1999.  The
secured  line of credit  bore  interest at the prime rate or at LIBOR plus 2.7%,
and had a 3/10%  commitment fee on the unused  portion.  This line of credit was
terminated at the Company's request in Fiscal Year 2000 due to discontinuance of
the Manufacturing Segment (note 3).

      In conjunction  with the origination of a mortgage on an  income-producing
property,  the Company obtained an irrevocable,  standby letter of credit in the
amount of $500,000. The letter of credit was originally issued on July 30, 1997,
and matures on November 30, 2000. The mortgage  lender is allowed to draw on the
letter  in  order  to  reduce  the  related  mortgage  loan if  certain  leasing
requirements  are not met.  The  letter of credit is  secured  by a bank line of
credit, discussed above.

      In  February  1998,  the  Company  entered  into two  interest  rate  swap
agreements related to the $11 million industrial  development  revenue bonds, as
reflected  above. The two interest rate swap agreements were terminated in April
2000 in connection with the sale of the manufacturing facility located in Lithia
Springs,  Georgia.  As a result of the termination of the swap  agreements,  the
Company recorded a gain of $157,000.

      The  outstanding  principal  balance of $228,564 at April 30, 1999, on the
industrial  development  bond payable was included in the current  maturities of
long-term  debt,  as the former  Atlanta,  Georgia wood  manufacturing  facility
securing  this bond was included in Property  held for sale in the  accompanying
Consolidated  Balance  Sheet at April 30, 1999 (note 6). This facility was taken
by eminent domain in October 1999.


<PAGE>

                               (11) INCOME TAXES

      The provision for income tax expense (benefit) consists of the following:

<TABLE>

          ============================================================================================
                                                  Current                Deferred            Total
          --------------------------------------------------------------------------------------------
          <S>                                   <C>                   <C>                   <C>
          Year ended April 30, 2000:
             Federal                           $   818,086           $   444,653           $ 1,262,739
             State and local                       348,467              (114,445)              234,022
          --------------------------------------------------------------------------------------------
                                               $ 1,166,553           $   330,208           $ 1,496,761
          ============================================================================================

           Year ended April 30, 1999:
              Federal                          $  (152,609)          $   101,527           $   (51,082)
              State and local                      223,846               (75,346)              148,500
          --------------------------------------------------------------------------------------------
                                               $    71,237           $    26,181           $    97,418
          ============================================================================================

          Year ended April 30, 1998:
             Federal                           $   578,044           $   821,156           $ 1,399,200
             State and local                       150,709               125,091               275,800
          --------------------------------------------------------------------------------------------
                                               $   728,753           $   946,247           $ 1,675,000
          ============================================================================================
</TABLE>

      Total  income  tax  expense  (benefit)   recognized  in  the  Consolidated
Statements  of  Operations  differs  from the amounts  computed by applying  the
Federal  income  tax rate of 34% to  pretax  earnings  (loss) as a result of the
following:
<TABLE>
<CAPTION>
      ==========================================================================================================
                                                                               Years ended
                                                                                 April 30,
      ---------------------------------------------------------------------------------------------------------
                                                              2000                  1999                 1998
      ---------------------------------------------------------------------------------------------------------
      <S>                                                <C>                  <C>                   <C>
      Computed "expected" tax expense (benefit)          $ 1,313,743          $    19,659           $ 1,485,535
      Increase in income taxes resulting from:
         State and local income taxes, net
            of Federal income tax benefit                    154,454               98,010               181,907
         Other, net                                           28,564              (20,251)                7,558
      ---------------------------------------------------------------------------------------------------------
                                                         $ 1,496,761          $    97,418           $ 1,675,000
      =========================================================================================================
</TABLE>


<PAGE>


            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued)

      The tax  effect of  temporary  differences  that give rise to  significant
portions of the deferred  income tax assets and deferred  income tax liabilities
at April 30 are presented below:

<TABLE>
<CAPTION>

      ===================================================================================================
                                                                                2000              1999
      ---------------------------------------------------------------------------------------------------
      <S>                                                                  <C>                 <C>
      Deferred income tax assets:
         Inventories, primarily because of additional costs
             capitalized for tax purposes and the allowance for
             decline in net realizable value                               $     --            $  275,494
         Items not currently deductible for tax purposes:
             Provision for impairment on income-
                producing property                                          1,026,816           1,026,816
             Net operating loss carryforwards, Federal                        148,267                --
             Net operating loss carryforwards, state                          391,250             404,585
             Capitalized costs                                                519,317             594,156
             Accrued directors' fees                                          134,356             223,032
             Deferred compensation plan                                       401,724             419,740
             Compensated absences                                              90,422             174,385
             Other accrued expenses                                           433,425             413,233
             Other                                                            492,098             419,524
      ---------------------------------------------------------------------------------------------------
                       Gross deferred income tax assets                     3,637,675           3,950,965
      ---------------------------------------------------------------------------------------------------
      Deferred income tax liabilities:
             Income-producing properties and property, plant and
                 equipment, principally because of differences in
                 depreciation and capitalized interest                      1,933,291           2,355,180
             Gain on real estate sales structured as tax-deferred
                 like-kind exchanges                                        4,241,366           3,500,887
             Profit on installment sale                                        61,247              94,265
             Other                                                            165,032              90,575
      ---------------------------------------------------------------------------------------------------
                       Gross deferred income tax liabilities                6,400,936           6,040,907
      ---------------------------------------------------------------------------------------------------
                       Net deferred income tax liability                   $2,763,261          $2,089,942
      ===================================================================================================
</TABLE>

      The valuation allowance was $0 at April 30, 2000, and 1999.

      For the year ended April 30, 2000,  $188,316 of net deferred tax asset has
been reclassified to net assets of discontinued operations (note 3).

      The income tax benefit of $1,555,626  related to  discontinued  operations
consists of current tax benefit of $1,710,421 and deferred expense of $154,795.

      The Company  has a Federal net  operating  loss  carryforward  of $436,081
which expires in 2020. Under the Internal  Revenue Code, if certain  substantial
changes in the Company's  ownership occur,  there are annual  limitations on the
amount of loss carryforwards.

                       (12) DEFERRED PROFIT-SHARING PLAN

      The Company has a deferred  Profit-Sharing  Plan (the "Plan") which covers
substantially  all of its employees.  Funded employer  contributions to the Plan
for 2000, 1999, and 1998, were approximately  $678,000,  $814,000, and $843,000,
respectively.  The  net  assets  in  the  Plan,  which  is  administered  by  an
independent   trustee,   were  approximately   $17,132,000,   $18,172,000,   and
$18,962,000, at April 30, 2000, 1999, and 1998, respectively.


<PAGE>

                       (13) NET (LOSS) EARNINGS PER SHARE

      The following  tables set forth the  computations of basic and diluted net
(loss) earnings per share:

<TABLE>
<CAPTION>

                                                                                    For the year ended April 30, 2000
                                                                         -------------------------------------------------
                                                                         (Loss) earnings         Shares          Per share
                                                                           (numerator)        (denominator)        amount
          ----------------------------------------------------------------------------------------------------------------
          <S>                                                              <C>                   <C>              <C>
          Basic EPS - earnings per share from continuing operations        $ 2,367,190           2,936,356        $  .80
          Basic EPS - loss per share from discontinued operations           (2,612,332)          2,936,356          (.89)
          Basic EPS - extraordinary loss from early extinguishment
                   of debt                                                    (211,463)          2,936,356          (.07)
          Effect of dilutive securities                                           --                  --             --
          ----------------------------------------------------------------------------------------------------------------
          Diluted EPS - loss per share plus assumed conversions            $  (456,605)          2,936,356        $ (.16)
          ================================================================================================================

<CAPTION>
                                                                                    For the year ended April 30, 1999
                                                                         --------------------------------------------------
                                                                                Loss              Shares          Per share
                                                                             (numerator)       (denominator)        amount
           ----------------------------------------------------------------------------------------------------------------
          Basic EPS - loss per share from continuing operations            $   (39,599)          2,936,356        $ (.01)
          Basic EPS - loss per share from discontinued operations             (636,432)          2,936,356          (.22)
          Effect of dilutive securities                                           --                  --             --
          ----------------------------------------------------------------------------------------------------------------
          Diluted EPS - loss per share plus assumed conversions            $  (676,031)          2,936,356        $ (.23)
          ================================================================================================================

<CAPTION>

                                                                                    For the year ended April 30, 1998
                                                                         --------------------------------------------------
                                                                             Earnings              Shares         Per share
                                                                            (numerator)        (denominator)        amount
          -----------------------------------------------------------------------------------------------------------------
          Basic EPS - earnings per share from continuing operations        $ 2,694,211           2,937,712        $   .92
          Basic EPS - earnings per share from discontinued operations          305,267           2,937,712            .10
          Effect of dilutive securities - weighted-average
                  outstanding stock options                                       --                 3,851           --
          ----------------------------------------------------------------------------------------------------------------
          Diluted EPS - earnings per share plus assumed conversions        $ 2,999,478           2,941,563        $  1.02
          ================================================================================================================
</TABLE>

                            (14) OPERATING SEGMENTS

      The Company had two operating segments at April 30, 2000, Construction and
Real  Estate.  The  Construction  Segment  provides  construction  services  for
commercial and industrial projects. The Real Estate Segment develops or acquires
income-producing  properties  for  investment,  and  has  historically  provided
property  management for the properties after development or acquisition.  As of
July 2000, the Company was in the process of outsourcing  its asset and property
management functions (note 1).

      The operating segments are managed separately and have maintained separate
personnel due to the differing  products offered by each segment.  Management of
each of the segments  evaluates  and monitors  the  performance  of the segments
based  on the  earnings  or  losses  prior  to  income  taxes.  The  significant
accounting  policies  utilized by the  operating  segments are the same as those
summarized in note 2 to the accompanying  Consolidated  Financial  Statements of
the Company.

      As of April 30, 1999,  the Company had a third  operating  segment,  which
manufactured   store  fixtures  for  retail   outlets,   display   fixtures  for
point-of-sale  merchandising,  and other products. The Manufacturing Segment was
discontinued during fiscal year 2000 (note 3).

      Total   revenue  by  operating   segment   includes   both  revenues  from
unaffiliated  customers, as reported in the Company's Consolidated Statements of
Operations,  and intersegment revenues, which are generally at prices negotiated
between segments.


<PAGE>


            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued)

      Segment assets are those that are used in the Company's operations in each
segment,  including  receivables due from other segments.  The Parent  Company's
Segment assets are primarily cash and cash equivalents,  cash surrender value of
life  insurance,  receivables,  and assets related to the deferred  compensation
plans. Assets  attributable to discontinued  operations are also included in the
Parent Company's Segment assets.

      Operating earnings (loss) from continuing operations is total revenue less
operating  expenses,  including  depreciation and interest.  Selling,  shipping,
general and  administrative  and interest costs,  deducted in the computation of
operating  earnings (loss) of each segment,  represent the actual costs incurred
by that segment. It excludes any extraordinary items. Parent expenses and income
taxes have not been allocated to the other subsidiaries.

      The Company had revenues from The Home Depot, Inc., primarily representing
revenues  in  the  Construction  Segment,  aggregating  49%,  53%,  and  61%  of
consolidated revenues in 2000, 1999, and 1998, respectively.
<TABLE>
<CAPTION>
                                                Construction    Real Estate         Parent         Eliminations       Consolidated
----------------------------------------------------------------------------------------------------------------------------------
<S>                                            <C>              <C>             <C>                <C>               <C>
2000
Revenues from unaffiliated customers           $ 143,915,901    $  30,217,185   $        --        $        --       $ 174,133,086
Interest and other income                            168,005          231,261          67,630            (20,490)          446,406
Intersegment revenue                                    --          1,576,990            --           (1,576,990)             --
----------------------------------------------------------------------------------------------------------------------------------
        Total revenue from continuing
           operations                          $ 144,083,906    $  32,025,436   $      67,630      $  (1,597,480)    $ 174,579,492
==================================================================================================================================
Operating earnings (loss) from continuing
  operations                                   $   3,147,237    $   4,807,481   $  (3,700,003)     $    (390,764)    $   3,863,951
==================================================================================================================================
Segment assets                                 $  26,551,266    $  72,311,374   $  10,716,008      $  (6,732,781)    $ 102,845,867
==================================================================================================================================
Interest expense                               $      30,747    $   5,382,720   $      51,562      $     (78,772)    $   5,386,257
==================================================================================================================================
Depreciation and amortization                  $     368,574    $   2,508,117   $      28,459      $     (34,896)    $   2,870,254
==================================================================================================================================
Capital expenditures                           $     439,505    $   9,463,803   $       5,491      $        --       $   9,908,799
==================================================================================================================================


1999
Revenues from unaffiliated customers           $ 159,273,393    $  12,449,850   $        --        $        --       $ 171,723,243
Interest and other income                            223,196          267,689          40,517            (53,555)          477,847
Intersegment revenue                               1,114,823        1,485,038            --           (2,599,861)             --
----------------------------------------------------------------------------------------------------------------------------------
        Total revenue from continuing
           operations                          $ 160,611,412    $  14,202,577   $      40,517      $  (2,653,416)    $ 172,201,090
==================================================================================================================================
Operating earnings (loss) from continuing
  operations                                   $   4,084,633    $    (226,053)  $  (3,074,905)     $    (725,856)    $      57,819
==================================================================================================================================
Segment assets                                 $  33,451,167    $  84,572,912   $  21,787,666      $ (13,679,205)    $ 126,132,540
==================================================================================================================================
Interest expense                               $       1,053    $   5,144,444   $      13,962      $        (237)    $   5,159,222
==================================================================================================================================
Depreciation and amortization                  $     326,053    $   2,383,194   $      30,634      $     (37,326)    $   2,702,555
==================================================================================================================================
Capital expenditures                           $     470,807    $   2,740,563   $      77,119      $        --       $   3,288,489
==================================================================================================================================

1998
Revenues from unaffiliated customers           $ 141,453,025    $  21,361,992   $        --        $        --       $ 162,815,017
Interest and other income                            139,675          519,538         155,335            (43,209)          771,339
Intersegment revenue                               5,026,181          200,615            --           (5,226,796)             --
-----------------------------------------------------------------------------------------------------------------------------------
        Total revenue from continuing
           operations                          $ 146,618,881    $  22,082,145   $     155,335      $  (5,270,005)    $ 163,586,356
==================================================================================================================================
Operating earnings (loss) from continuing
   operations                                  $   3,506,219    $   2,882,490   $  (2,130,310)     $     110,812     $   4,369,211
==================================================================================================================================
Segment assets                                 $  30,834,340    $  83,017,169   $  17,655,835      $ (10,197,900)    $ 121,309,444
==================================================================================================================================
Interest expense                               $       5,638    $   4,604,095   $      54,506      $     (51,235)    $   4,613,004
==================================================================================================================================
Depreciation and amortization                  $     276,259    $   2,029,121   $      28,825      $     (48,485)    $   2,285,720
==================================================================================================================================
Capital expenditures                           $     771,808    $  24,021,793   $      81,483      $        --       $  24,875,084
==================================================================================================================================
</TABLE>


<PAGE>

<TABLE>
<CAPTION>
                                         SCHEDULE II -- VALUATION AND QUALIFYING ACCOUNTS

                                                                           Additions
                                                                  -----------------------------
                                              Balance at         Charged to         Charged to                          Balance
                                              Beginning           Costs and           Other                              at End
Description                                    of Year             Expenses          Accounts       Deductions          of Year
--------------------------------------------------------------------------------------------------------------------------------
<S>                                           <C>                 <C>               <C>              <C>                <C>
ALLOWANCE FOR DOUBTFUL ACCOUNTS<F1>
    Year ended
      April 30, 2000                         $122,396            $120,714          $     --          $ 32,333 <F2>      $210,777
--------------------------------------------------------------------------------------------------------------------------------
    Year ended
      April 30, 1999                         $134,870            $ 96,853          $     --          $109,327 <F2>      $122,396
--------------------------------------------------------------------------------------------------------------------------------
    Year ended
      April 30, 1998                         $ 65,584            $ 90,496          $     --          $ 21,210 <F2>      $134,870
--------------------------------------------------------------------------------------------------------------------------------
INVENTORY RESERVES<F1>
    Year ended
      April 30, 2000                         $395,425            $   --            $     --          $395,425 <F3>      $   --
--------------------------------------------------------------------------------------------------------------------------------
    Year ended
      April 30, 1999                         $317,641            $662,343          $     --          $584,559 <F3>      $395,425
--------------------------------------------------------------------------------------------------------------------------------
    Year ended
      April 30, 1998                         $374,447            $147,564          $     --          $204,370 <F3>      $317,641
--------------------------------------------------------------------------------------------------------------------------------
<FN>
<F1>  Includes  amounts  related to discontinued  operations.  See note 3 to the
      Consolidated Financial Statements.
<F2>  Allowance for doubtful  accounts  deductions  resulted from the subsequent
      write-off and/or recovery of the related receivable.
<F3>  Inventory  reserve  deductions  resulted from the  subsequent  sale and/or
      write-off of the related  inventory.  All  inventory was disposed of as of
      April  30,  2000,  in   conjunction   with  the   discontinuance   of  the
      Manufacturing Segment's operations.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                     SCHEDULE III -- REAL ESTATE AND ACCUMULATED DEPRECIATION
                                                          APRIL 30, 2000
                                                                                                          Costs
                                                                                                       Capitalized
                                                                                                        Subsequent
                                                                    Initial Cost to Company           to Acquisition
                                                                    --------------------------        ---------------      ------
                                                                                     Building
                                                                                        and
Description                                        Encumbrances          Land       Improvements       Improvements         Land
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                                <C>             <C>             <C>                  <C>             <C>
INCOME-PRODUCING PROPERTIES:
    Shopping Center - Jackson, MI                  $ 3,175,010    $    401,195     $  1,788,183         $  1,167,903    $   453,293
    Kmart - Morton, IL                               2,974,331          18,005        2,767,765               --             18,005
    Kmart - Columbus, GA                             2,398,956          11,710        2,356,920               10,078         11,710
    Shopping Center - Englewood, FL                 12,557,693       6,072,805        8,823,506              (74,213)     6,072,805
    Shopping Center - North Fort Myers, FL          13,369,042       5,940,143       11,290,778            2,963,669      5,218,754
    Leaseback Shopping Center - Davenport, IA          --               --                2,150              193,261         --
    Leaseback Shopping Center - Jacksonville, FL       --               --               42,151                --            --
    Leaseback Shopping Center - Orange Park, FL        --               --              127,487               35,731         --
    Leaseback Shopping Center - W. St. Paul, MN        --               --                 --                 86,983         --
    Leaseback Shopping Center - Bayonet Point, FL      --               --                 --                  --            --
    Leaseback Shopping Center - Minneapolis, MN        --               --                 --                 40,778         --
    Office Building - Atlanta, GA                    4,933,813         660,000        4,338,102              676,269        660,000
    Office Park - Marietta, GA                       6,346,536       1,750,000        6,417,275              353,447      1,750,000
    Shopping Center - Cincinnati, OH                   --            1,699,410          617,102              234,818      1,699,410
    Shopping Center - Jacksonville, FL               9,339,295       3,908,004        5,170,420                --         3,908,004
-----------------------------------------------------------------------------------------------------------------------------------
                                                    55,094,676      20,461,272       43,741,839            5,688,724     19,791,981
-----------------------------------------------------------------------------------------------------------------------------------
PROPERTY HELD FOR SALE:
    Land - Davenport, IA                              --                33,404             --                  --            33,404
-----------------------------------------------------------------------------------------------------------------------------------
LAND HELD FOR FUTURE DEVELOPMENT OR SALE:
    Davenport, IA                                     --               150,168             --                  --           150,168
    Louisville, KY                                    --                80,011             --                  --            80,011
    Oakwood, GA                                       --               234,089             --                543,330        777,419
    North Fort Myers, FL                              --             2,760,187             --                345,325      3,105,513
    Jackson, MI                                       --                --                 --                 74,687         74,687
-----------------------------------------------------------------------------------------------------------------------------------
                                                      --             3,224,455             --                963,342      4,187,798
-----------------------------------------------------------------------------------------------------------------------------------
                                                   $55,094,676    $ 23,719,131     $ 43,741,839         $  6,652,066    $24,013,183
===================================================================================================================================
</TABLE>
<TABLE>
<CAPTION>
                                     SCHEDULE III -- REAL ESTATE AND ACCUMULATED DEPRECIATION
                                                    APRIL 30, 2000 (CONTINUED)

                                                      Gross Amounts at Which                                           Life on Which
                                                     Carried at Close of Year                                           Depreciation
                                                 ----------------------------------                                       In Latest
                                                Building                                 Net                               Earnings
                                                   and     Capitalized                Accumulated    Date(s) of   Date    Statement
                                               Improvements  Interest   Total <F1>   Depreciation  Construction Acquired is Computed
                                               -------------------------------------------------------------------------------------
<S>                                              <C>         <C>         <C>          <C>          <C>              <C>    <C>
Description
----------------------------------------------------------------------------------------------------------------------------------
INCOME-PRODUCING PROPERTIES:
  Shopping Center - Jackson, MI                  $ 2,956,086 $    89,866 $ 3,499,245  $ 2,004,070  1972, 1996         --   39 years
  Kmart - Morton, IL                               2,767,764        --     2,785,769    2,214,266  1980, 1992         --   25 years
  Kmart - Columbus, GA                             2,366,998     238,970   2,617,678    2,037,164  1980, 1988         --   25 years
  Shopping Center - Englewood, FL                  8,749,293   1,346,273  16,168,371    3,398,077     1990            --   32 years
  Shopping Center - North Fort Myers, FL          14,263,401   4,470,789  23,952,944    4,430,021   1993, 1996        -- 31.5 years
  Leaseback Shopping Center - Davenport, IA          195,411        --       195,411      119,744     1995            --    7 years
  Leaseback Shopping Center - Jacksonville, FL        42,151        --        42,151       12,645     1994            --   25 years
  Leaseback Shopping Center - Orange Park, FL        163,218        --       163,218      130,326     1995            --    7 years
  Leaseback Shopping Center - W. St. Paul, MN         86,983        --        86,983       37,984     1996            --    8 years
  Leaseback Shopping Center - Bayonet Point, FL         --          --          --           --       1997            --       --
  Leaseback Shopping Center - Minneapolis, MN         40,778        --        40,778        3,818     1997            --   15 years
  Office Building - Atlanta, GA                    5,014,371        --     5,674,371      483,523   1974, 1997 <F6>  1997  39 years
  Office Park - Marietta, GA                       6,770,722        --     8,520,722      503,050   1980, 1985 <F7>  1997  39 years
  Shopping Center - Cincinnati, OH                   851,920        --     2,551,330       38,250    1982 <F7>       1998  39 years
  Shopping Center - Jacksonville, FL               5,170,420        --     9,078,424      110,361    1985 <F7>       1999  39 years
---------------------------------------------------------------------------------------------------
                                                  49,439,516   6,145,898  75,377,395   15,523,299
---------------------------------------------------------------------------------------------------
PROPERTY HELD FOR SALE
  Land - Davenport, IA                                  --          --        33,404         --        --            1977      --
---------------------------------------------------------------------------------------------------
LAND HELD FOR FUTURE DEVELOPMENT OR SALE:
  Davenport, IA                                         --          --       150,168         --        --            1977      --
  Louisville, KY                                        --          --        80,011         --        --            1979      --
  Oakwood, GA                                           --        16,644     794,063         --        --            1987      --
  North Fort Myers, FL                                  --          --     3,105,513         --        --            1994      --
  Jackson, MI                                           --          --        74,687         --        --            1997      --
--------------------------------------------------------------------------------------------------
                                                        --        16,644   4,204,442         --
--------------------------------------------------------------------------------------------------
                                               $49,439,516   $ 6,162,542 $79,615,241  $15,523,299
==================================================================================================
</TABLE>

<PAGE>

      Reconciliations  of total  real  estate  carrying  value  and  accumulated
depreciation for the three years ended April 30, 2000, are as follows:
<TABLE>
<CAPTION>

                                                       Real Estate                              Accumulated Depreciation
                                      -----------------------------------------       -------------------------------------------
                                          2000            1999         1998               2000            1999            1998
                                      -----------------------------------------       -------------------------------------------
<S>                                   <C>             <C>           <C>               <C>            <C>              <C>
BALANCE AT BEGINNING OF YEAR          $76,756,798     $76,291,413   $69,380,403       $16,587,209    $14,791,028     $17,462,301
                                      -----------------------------------------       -------------------------------------------
ADDITIONS DURING YEAR
    Real estate                         9,459,144<F2>     465,385    16,803,252 <F3>         --             --              --
    Depreciation                             --              --            --           1,916,654      1,796,181       1,800,747
                                      -----------------------------------------       ------------------------------------------
                                        9,459,144         465,385    16,803,252         1,916,654      1,796,181       1,800,747
                                      -----------------------------------------       ------------------------------------------
DEDUCTIONS DURING YEAR
   Accumulated depreciation on
      properties sold or transferred         --              --            --           2,980,564          --          4,472,020
   Carrying value of real estate
      sold, transferred, or retired     6,600,701 <F4>       --       9,892,242 <F5>        --             --             --
                                      -----------------------------------------       ------------------------------------------
                                        6,600,701            --       9,892,242         2,980,564           --         4,472,020
                                      -----------------------------------------       ------------------------------------------
BALANCE AT CLOSE OF YEAR              $79,615,241     $76,756,798   $76,291,413       $15,523,299    $16,587,209     $14,791,028
                                      =========================================       ==========================================

NOTES:
<FN>
<F1>  The  aggregated  cost for land and building and  improvements  for federal
      income tax purposes at April 30, 2000, is $66,204,310.
<F2>  Primarily represents the acquisition of a shopping center in Jacksonville,
      Florida.
<F3>  Primarily  represents the  acquisitions  of an office building in Atlanta,
      Georgia;  an office park in Marietta,  Georgia;  and a shopping  center in
      Cincinnati, Ohio.
<F4>  Primarily represents the sale of a shopping center in Newnan, Georgia.
<F5>  Primarily represents sales of two freestanding Kmarts in Newark, Ohio; and
      Tifton, Georgia; and a shopping center located in Oakwood, Georgia.
<F6>  Constructed by others in 1974, redeveloped by the Company in 1997.
<F7>  Constructed by others.
</FN>
</TABLE>


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


      See Form 8-K, Current Report, filed October 14, 1999, reporting changes in
registrant's certifying accountants.


<PAGE>

                                    PART III

                                  ITEMS 10-13.

      The information  contained under the headings  "Nomination and Election of
Directors,"  "Principal Holders of the Company's  Securities," and "Compensation
of Executive Officers and Directors" in the Company's definitive proxy materials
for its 2000 Annual Meeting of  Shareholders,  will be filed with the Securities
and Exchange Commission under a separate filing.

      For purposes of  determining  the aggregate  market value of the Company's
voting stock held by  nonaffiliates,  shares held  directly or indirectly by all
Directors  and  Executive  Officers  of the  Company  have  been  excluded.  The
exclusion  of such  shares is not  intended  to,  and shall  not,  constitute  a
determination as to which persons or entities may be "affiliates" of the Company
as defined by the Securities and Exchange Commission.



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

(a)   The  following  documents  are filed as part of this Annual Report on Form
      10-K:
      1. Financial Statements:
      Report of Independent Accountants and Independent Auditor's Report
      Consolidated Balance Sheets at April 30, 2000, and 1999
      Consolidated  Statement of Operations  for the Years Ended April 30, 2000,
        1999, and 1998
      Consolidated  Statements of Shareholders' Equity for the Years Ended
        April 30, 2000, 1999, and 1998
      Consolidated  Statements of Cash Flows for the Years Ended April 30, 2000,
        1999, and 1998
      Notes to Consolidated Financial Statements

      2. Financial Statement Schedules:
      Schedule II  - Valuation and Qualifying Accounts
      Schedule III - Real Estate and Accumulated Depreciation

      3. Exhibits:
      Exhibit No.
      3a.   Articles of Incorporation (1)
      3b.   Restated Bylaws (2), Amendments to Bylaws (8)
      10a.  Project Financing  Agreement by and among  Development  Authority of
            Fulton County, Abrams Fixture Corporation,  and SunTrust Bank, dated
            as of June 3, 1985 (3)
      10b.  Directors Deferred Compensation Plan (4)#
      10c.  Edward M. Abrams Split Dollar Life Insurance Agreements,  dated
            July 29, 1991 (5)#
      10d.  Joseph H. Rubin Split Dollar Life Insurance Agreement,  dated August
            27, 1991 (5)#
      10e.  Bernard W. Abrams Split Dollar Life Insurance Agreement,  dated July
            16, 1993 (6)#
      10f.  Bernard W. Abrams Employment Agreement, dated August 23, 1995 (7)#
      10g.  Edward M. Abrams Employment Agreement, dated November 18, 1998 (9)#
      10h.  Lease  Agreement  between  Development  Authority of Douglas County,
            Georgia, and Abrams Riverside, LLC, dated as of November 1, 1997 (9)
      10i.  Letter of Credit and  Reimbursement  Agreement by and between Abrams
            Riverside, LLC, and NationsBank,  N.A., dated as of November 1, 1997
            (9)
      10j.  Amendment  to Letter of Credit and  Reimbursement  Agreement,  dated
            September 1, 1998 (9)
      10k.  Second  Amendment to Letter of Credit and  Reimbursement  Agreement,
            dated as of October 31, 1998 (9)
      10l.  Guaranty,  dated as of November 1, 1997,  executed and  delivered by
            Abrams  Properties,  Inc. (the  Guarantor) in favor of  NationsBank,
            N.A. (9)
      10m.  Guaranty,  dated as of November 1, 1997,  executed and  delivered by
            Abrams  Industries,  Inc. (the  Guarantor) in favor of  NationsBank,
            N.A. (9)
      10n.  Joseph H. Rubin Severance and Consulting  Agreement,  dated July 13,
            1999#
      13.   Annual  Report to  Shareholders  for the fiscal year ended April 30,
            2000
      21.   List of the Company's Subsidiaries (9)
      27.   Financial Data Schedules (For SEC use only)
      99.   Proxy Statement for 2000 Annual Meeting of Shareholders


<PAGE>

      Explanation of Exhibits

      (1)   This exhibit is incorporated by reference to the Company's Form 10-K
            for the year ended April 30, 1985.
      (2)   This exhibit is incorporated by reference to the Company's Form 10-K
            for the year ended April 30, 1997.
      (3)   This exhibit is incorporated by reference to the Company's Form 10-Q
            for the quarter ended July 31, 1985.
      (4)   This exhibit is incorporated by reference to the Company's Form 10-K
            for the year ended April 30, 1991.
      (5)   These exhibits are  incorporated  by reference to the Company's Form
            10-K for the year ended April 30, 1993.
      (6)   This exhibit is incorporated by reference to the Company's Form 10-K
            for the year ended April 30, 1994.
      (7)   This exhibit is incorporated by reference to the Company's Form 10-Q
            for the quarter ended October 31, 1995.
      (8)   This exhibit is incorporated by reference to the Company's Form 10-K
            for the year ended April 30, 1998.
      (9)   These exhibits are  incorporated  by reference to the Company's Form
            10-K for the year ended April 30, 1999.
      #     Management compensatory plans or arrangement.

(b)   Reports on Form 8-K: None filed during the fourth quarter of fiscal 2000.

(c)   The Company  hereby  files as exhibits to this Annual  Report on form 10-K
      the exhibits set forth in Item 14(a)3 hereof.

(d)   The Company hereby files as financial  statement  schedules to this Annual
      Report on Form 10-K the  financial  statement  schedules set forth in Item
      14(a)2 hereof.


<PAGE>


                                   SIGNATURES

      Pursuant  to the  requirements  of Section  13 or 15(d) of 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.



                                           ABRAMS INDUSTRIES, INC.



Dated: July 26, 2000                    By:/s/ Alan R. Abrams
                                           ------------------------------------
                                           Alan R. Abrams
                                           Chief Executive Officer


      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 capacities and on the dates indicated.




Dated: July 26, 2000                      /s/ Alan R. Abrams
                                          ------------------------------------
                                          Alan R. Abrams
                                          Co-Chairman of the Board of Directors,
                                          Chief Executive Officer


Dated: July 26, 2000                      /s/ J. Andrew Abrams
                                          ------------------------------------
                                          J. Andrew Abrams
                                          Co-Chairman of the Board of Directors


Dated: July 26, 2000                      /s/ David L. Abrams
                                          ------------------------------------
                                          David L. Abrams
                                          Director


Dated: July 26, 2000                      /s/ Edward M. Abrams
                                          ------------------------------------
                                          Edward M. Abrams
                                          Director


Dated: July 26, 2000                      /s/ Paula Lawton Bevington
                                          ------------------------------------
                                          Paula Lawton Bevington
                                          Director


Dated: July 26, 2000                      /s/ Gilbert L. Danielson
                                          ------------------------------------
                                          Gilbert L. Danielson
                                          Director


Dated: July 26, 2000                      /s/ Melinda S. Garrett
                                          ------------------------------------
                                          Melinda S. Garrett
                                          Director, Chief Financial Officer
                                          and Chief Accounting Officer


<PAGE>

Dated: July 26, 2000                      /s/ Robert T. McWhinney, Jr.
                                          ------------------------------------
                                          Robert T. McWhinney, Jr.
                                          Director


Dated: July 26, 2000                      /s/ B. Michael Merritt
                                          ------------------------------------
                                          B. Michael Merritt
                                          Director


Dated: July 26, 2000                      /s/ L. Anthony Montag
                                          ------------------------------------
                                          L. Anthony Montag
                                          Director



Dated: July 26, 2000                      /s/ Felker W. Ward, Jr.
                                          ------------------------------------
                                          Felker W. Ward, Jr.
                                          Director