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, 1998

                    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
   -----------------------------------------             ----------
    (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. _____ 

        THE AGGREGATE MARKET VALUE OF THE VOTING STOCK HELD BY NONAFFILIATES 
OF THE REGISTRANT AS OF JUNE 15, 1998, WAS $10,949,258. SEE PART III. THE 
NUMBER OF SHARES OF COMMON STOCK OF THE REGISTRANT OUTSTANDING AS OF JUNE 15,
1998, 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 1998 ANNUAL MEETING OF SHAREHOLDERS WHICH IS TO BE FILED 
PURSUANT TO REGULATION 14A.  

                               PART I

                          ITEM 1.  BUSINESS.

        Abrams Industries, Inc. engages in (i) construction of retail and 
commercial projects; (ii) manufacturing store fixtures, bank fixtures and 
display units for retail outlets; and (iii) asset management and development 
of income-producing properties, including acquisition, investment, management
and sale.

        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.

        Financial information by industry segment is set forth in Note 12 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, warehouses, banks, and shopping 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.

                          MANUFACTURING SEGMENT

        The Company, through its wholly-owned subsidiary, Abrams Fixture 
Corporation, has engaged in manufacturing and selling store fixtures since 
1946, and has been designing and producing point-of-purchase and other 
displays since 1975. The Company engineers and fabricates displays, check-out
counters, cabinets, tables and other store fixtures of wood, metal and 
plastic laminate for sale primarily to several of the larger national retail 
store chains. Substantially all of the store fixtures are fabricated to meet 
the customer's requirements for type, size, shape and color and are generally
produced against specific orders. The Company also produces custom-designed 
point-of-purchase display units which are sold to carpet and wallcovering 
manufacturers, distributors, and retailers. 

        In 1997, the Company began manufacturing and installing custom 
designed bank fixtures, including structural wall and ceiling components, for
branch banks in supermarkets throughout the United States.

        The Company maintains raw material inventories of items such as 
lumber, plywood, metals, particle board, laminates, and hardware. In the 
opinion of management, the raw materials and supplies utilized by this 
Segment of the Company are available from numerous sources.

                            REAL ESTATE SEGMENT

        The Company, through its wholly-owned subsidiary, Abrams Properties, 
Inc., has engaged in real estate development and asset management activities 
since 1960. These activities have involved primarily the development and 
management of shopping centers in the Southeast and Midwest. Selection of 
target markets; evaluation and acquisition of sites; marketing to prospective
tenants; negotiation of tenant leases; securing construction and permanent 
financing; contracting for design and construction; management of 
construction; expansion, renovation and re-tenanting of properties; 
maintenance of buildings and grounds of owned and leased properties; and 
marketing and sale of properties to investors are all part of the Company's 
asset management and development activities. In 1998, the Company also 
invested in existing income-producing properties, including office and 
retail, and developed an industrial facility in order to diversify the 
Company's real estate portfolio.

        The Company currently owns and manages seven shopping centers, all of
which are held as long-term investments. Six of the centers were developed by
the Company, and one was purchased. See "ITEM 2. PROPERTIES - Owned Shopping 
Centers". The Company is also lessee and manager of nine Company-developed 
shopping centers which were sold and leased back by the Company. See "ITEM 2.
PROPERTIES - Leaseback Shopping Centers". Kmart Corporation is an anchor 
tenant in most of the Company's shopping centers. The Company also owns two 
office properties. See "ITEM 2. PROPERTIES - Office Buildings".

        The Company, with the collective efforts of all of its segments, has 
recently completed the development and construction of a state-of-the-art 
facility for the Manufacturing Segment. This facility is owned by the Real 
Estate Segment and leased to the Manufacturing Segment. See "ITEM 2. 
PROPERTIES".

                    EMPLOYEES AND EMPLOYEE RELATIONS

        At April 30, 1998, the Company employed 173 salaried employees and 
112 hourly employees. The hourly employees at Abrams Fixture Corporation are 
represented by one union. In June 1996, the Company and the union signed a 
three-year agreement concerning wages and benefits. The Company has no other 
union agreements. 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 being 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 and Manufacturing Segment is generally not seasonal.

                                COMPETITION

        The businesses of the Company are highly competitive. In its 
construction work and store fixture and display manufacturing businesses, the
Company competes with a large number of national and local construction 
companies and fixture manufacturers and suppliers, many of which have greater
financial resources than the Company. The Company also competes with smaller 
specialized companies. The real estate development and asset management areas
are also extremely competitive, with numerous companies competing for 
available financing, properties, tenants and investors.

                            PRINCIPAL CUSTOMERS

        During fiscal 1998, the Company derived approximately 61% 
($109,312,000) of its consolidated revenues from direct transactions with The
Home Depot, Inc. These revenues resulted principally from construction 
activities and sales of manufactured store fixtures. See Note 12 to the 
Consolidated Financial Statements of the Company. No other single customer 
accounted for 10% or more of the Company's consolidated revenues during the 
year.
<PAGE>
                                  BACKLOG

        The following table indicates the backlog of contracts, orders and 
expected rentals for the next twelve months by industry segment:  
<TABLE>
<CAPTION>
                                             April 30,        April 30,
                                               1998             1997
           ------------------------------------------------------------
           <S>                              <C>             <C>
           Construction                     $50,880,000     $40,862,000
           Manufacturing                      4,603,000       8,632,000
           Real Estate                        9,928,000      11,677,000
           ------------------------------------------------------------
              Total Backlog                 $65,411,000     $61,171,000
           =============================================================
</TABLE>

        The Company estimates that most of the backlog at April 30, 1998, 
will be completed prior to April 30, 1999. 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, 1998.

                                  REGULATION

        The Company is subject to the authority of various state and local 
regulatory agencies concerned with the licensing of contractors, but it has 
experienced no material difficulty in complying with such requirements. 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>
<TABLE>
<CAPTION>
                                                  EXECUTIVE OFFICERS OF THE REGISTRANT

        The Executive Officers of the Company are as follows:

Name and Age                                          Positions with the Company                                  Officer Since
------------                                          ----------------------------                                -------------
<S>                                                 <S>                                                                  <C>

Joseph H. Rubin (55)                                 A Director of the Company since 1983, he has been                    1979
                                                     Chief Executive Officer since August 1997. From
                                                     August 1995 to May 1998 he served as President and
                                                     Chief Operating Officer. Prior to August 1995, 
                                                     he served as Executive Vice President, Chief Financial
                                                     Officer and Secretary of the Company.

Alan R. Abrams (43)                                  A Director of the Company since 1992, he has been President          1988
                                                     and Chief Operating Officer since May 1998. He served as 
                                                     Executive Vice President of the Company from August 1997
                                                     to May 1998. From 1994 to May 1998, he served as President
                                                     and Chief Executive Officer of Abrams Properties, Inc. Prior
                                                     to that he served as Vice President of Abrams Properties, Inc.

J. Andrew Abrams (38)                                 A Director of the Company since 1992, he has been Executive         1988
                                                      Vice President since August 1997. He also has served as Chief
                                                      Executive Officer of Abrams Fixture Corporation since July 1997.
                                                      From 1994 to July 1997, he served as Vice President of Abrams 
                                                      Fixture Corporation. Prior to that he served as Vice President
                                                      of Abrams Properties, Inc.

B. Michael Merritt (48)                               President, Abrams Construction, Inc. since May 1995. Prior to       1986
                                                      that he served as Executive Vice President of Abrams 
                                                      Construction, Inc.

Richard V. Priegel (45)                               President, Abrams Fixture Corporation since 1990 and Chief          1988
                                                      Operating Officer, Abrams Fixture Corporation since 1997.
                                                      Prior to 1990, he served as Executive Vice President and Chief
                                                      Financial Officer of Abrams Fixture Corporation.

Melinda S. Garrett (42)                               Chief Financial Officer since February 1997. She also has           1990
                                                      served Abrams Properties, Inc. as Chief Financial Officer
                                                      since May 1998, Vice President since 1993 and Treasurer since
                                                      1990.

Gerald T. Anderson, II (35)                           President and Chief Executive Officer, Abrams Properties, Inc.      1995
                                                      since May 1998. Prior to that he served as Executive Vice
                                                      President and Vice President of Abrams Properties, Inc.
                                                      Before joining Abrams Properties, Inc. in 1995, he was employed
                                                      for four years by JDN Realty Corporation as Vice
                                                      President/Development Leasing.
</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 Board. Bernard W. Abrams, a member
of the Board of Directors, and Edward M. Abrams, Chairman of the Board, are 
brothers. Alan R. Abrams and J. Andrew Abrams are sons of Edward M. Abrams 
and nephews of Bernard W. 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 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 Company's Real Estate Segment and
Construction Segment are also located in this building. In addition to the 
26,600 square feet of offices occupied by the Abrams entities, another 31,100
square feet is leased to unrelated tenants, and the remaining 8,200 square 
feet is available for lease.

        During the summer of 1998, the Manufacturing Segment relocated its 
wood manufacturing and warehousing and metal fabrication facilities to a 
250,000 square foot facility, owned by the Company, located in Lithia 
Springs, Georgia, a suburb of Atlanta. The Company also owns its two 
previously used manufacturing facilities, which are located near downtown 
Atlanta. The former wood manufacturing facility, which contains approximately
255,000 square feet of light industrial, warehouse and office space, is
currently for sale. The 104,000 square foot former metal fabrication and 
warehousing facility will continue to be used by the Company for warehouse 
space.
        In addition, the Company owns, or has an interest in, the following 
properties as of April 30, 1998:

                             OWNED SHOPPING CENTERS

        The Company, through its Real Estate Segment, owns six shopping 
centers which it developed and one which it purchased. The following chart 
provides relevant information relating to the owned shopping centers:

<TABLE>
<CAPTION>
                                                                                                                       Principal
                                                                                                                        Amount of
                                                Leasable                                                             Mortgage Debt
                                                 Square                         Rental        Cash        Mortgage    Outstanding
                                                Feet In          Year(s)        Income:       Flow:      Payments:   As Of April 30,
Location                           Acres      Building(s)       Completed        1998        1998 <F1>   1998 <F2>        1998<F3>
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>         <C>            <C>           <C>           <C>        <C>              <C>
1100 W. Argyle Street               10.5        110,046        1972, 1997    $   422,101   $ 391,886  $   361,114      $  3,402,393
Jackson, MI
-----------------------------------------------------------------------------------------------------------------------------------
44-56 Bullsboro Drive               16.3        174,059        1974, 1987,       872,563     865,940       668,016        5,461,376
Newnan, GA                                                        1989
-----------------------------------------------------------------------------------------------------------------------------------
1075 W. Jackson Street               7.3         92,120        1980, 1992        474,824     430,954       405,842        3,213,631
Morton, IL  <F4>
-----------------------------------------------------------------------------------------------------------------------------------
2500 Airport Thruway                 8.0         87,543        1980, 1988        441,286     401,870       391,954        2,805,786
Columbus, GA <F4> <F5>
-----------------------------------------------------------------------------------------------------------------------------------
1500 Placida Road                   28.7        213,739           1990         1,642,685   1,627,156     1,352,167       12,844,212
Englewood, FL
-----------------------------------------------------------------------------------------------------------------------------------
15201 N. Cleveland                  72.3        293,801        1993, 1996      2,161,488   1,922,363     1,562,071       14,086,592
North Fort Myers, FL
-----------------------------------------------------------------------------------------------------------------------------------
5700 Harrison Avenue                10.8        86,396            1982            78,144      37,042        ---              ---
Cincinnati, OH <F6>
-----------------------------------------------------------------------------------------------------------------------------------
<FN>
<F1> Cash flow is defined as net operating income before the 
     following: depreciation, amortization of loan and lease costs,
     interest and principal payments on mortgage notes.
<F2> Includes principal and interest, but excludes mortgage 
     refinancings, if any, and costs associated therewith.
<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 7 and 8 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> Property was acquired in 1998. There is no debt on the property.
</FN>
</TABLE>

        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>                                                          <C>              <C>              <C>          <C>
Jackson, MI                                                 Big Lots           26,022          2007          2 for 5 years each
                                                             Kroger            63,024          2021          6 for 5 years each
-------------------------------------------------------------------------------------------------------------------------------
Newnan, GA                                                  Goody's            24,986          1998 <F1>          None
                                                             Kmart             82,779          2017          10 for 5 years each
                                                            Kroger             49,319          2012           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 <F2>          None
--------------------------------------------------------------------------------------------------------------------------------
North Fort Myers, FL                                          AMC              54,805          2016           4 for 5 years each
                                                            Beall's            35,600          2009           9 for 5 years each
                                                           Food Lion           33,000          2013           4 for 5 years each
                                                        Jo-Ann Fabrics         16,000          2003           3 for 5 years each
                                                             Kmart            107,806          2018          10 for 5 years each
--------------------------------------------------------------------------------------------------------------------------------
Cincinnati, OH                                              Kroger             42,456          2000           4 For 5 years each
--------------------------------------------------------------------------------------------------------------------------------
<FN>
<F1> Tenant currently has "tenancy at will". 
<F2> Tenant may terminate its lease with six months notice at five 
     year intervals beginning in 2010.
</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. Most major tenants have rights to 
offset those contingent rentals against certain annual operating expenses 
paid by them. In 1998, the Company received $117,015 in contingent rentals, 
net of offsets, which amounts are included in the aggregate rentals set forth
above.
<PAGE>
        Typically, tenants are responsible for their pro rata share of ad 
valorem taxes, insurance and common area maintenance (subject to the right of
offset discussed above). Kmart has complete 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 which it developed, sold and leased back under leases 
expiring from years 2001 to 2014. The nine centers are subleased by the 
Company to Kmart Corporation for periods corresponding to 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 1998, the Company received $77,930 in
contingent rentals, net of offsets, which amounts are included in the 
aggregate annual rentals 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.

        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           1998             1998
----------------------------------------------------------------------------------------------------------------------------
<S>                                          <C>                 <C>              <C>              <C>              <C>
Bayonet Point, FL                            10.8                109,340          1976, 1994       $363,614         $269,568
----------------------------------------------------------------------------------------------------------------------------
Orange Park, FL                               9.4                 84,180             1976           264,000          226,796
----------------------------------------------------------------------------------------------------------------------------
Davenport, IA                                10.0                 84,180             1977           279,624          209,724
----------------------------------------------------------------------------------------------------------------------------
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>
<PAGE>
                               OFFICE BUILDINGS

        The Company, through its Real Estate Segment, owns two office 
properties: the corporate headquarters building discussed above and an office
park in northwest suburban Atlanta, Georgia. Both were acquired in fiscal 
year 1998. The following chart provides pertinent information relating to the
office buildings:

<TABLE>
<CAPTION>
                                                                                                                     Principal
                                                                                                                     Amount of
                                               Leasable                                                            Mortgage Debt
                                                Square                       Rental        Cash         Mortgage    Outstanding
                                               Feet In         Year(s)       Income        Flow         Payments  As Of April 30,
Location                            Acres    Building(s)      Completed       1998        1998<F1>        1998         1998 
--------------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>        <C>           <C>           <C>            <C>           <C>           <C>
1945 The Exchange                   3.12        65,946       1974, 1997    $420,321       $108,428      $188,663      $4,793,583
Atlanta, GA <F2>
--------------------------------------------------------------------------------------------------------------------------------
1501-1523 Johnson Ferry Road        8.82       121,476       1980,1985      918,453        651,754       264,487       6,460,231
Marietta, GA
--------------------------------------------------------------------------------------------------------------------------------
<FN>
<F1> Cash flow is defined as net operating income before the 
     following: depreciation, amortization of loan and lease costs,
     interest and principal payments on mortgage notes.

<F2> Corporate headquarters building of which the Parent Company and 
     the Construction Segment and Real Estate Segment occupy approximately
     27,000 square feet. Rental income and cash flow includes intercompany
     market rent of $287,814 paid by the Parent Company and the Construction
     and Real Estate Segments. The building is in its initial lease-up phase.
     As of April 30, 1998, the building is approximately 88% leased.
</FN>
</TABLE>

                LAND HELD FOR FUTURE DEVELOPMENT OR SALE

        The Company, through its Real Estate Segment, owns or has an interest
in the following undeveloped land held for future development or sale:
<TABLE>
<CAPTION>
                                                                    Year                            Intended
Location                                           Acres          Acquired                          Use <F1>
-------------------------------------------------------------------------------------------------------------------------------
<S>                                                 <C>             <C>              <S>
W. Argyle Street                                    0.9             1972 <F2>        One outlot or retail shops
Jackson, MI
-------------------------------------------------------------------------------------------------------------------------------
Kimberly Road & Fairmont Street                     6.0             1977             Outlot, plus food store and/or retail shops
Davenport, IA
-------------------------------------------------------------------------------------------------------------------------------
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                                     4.8             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 original shopping center parcel and is generally sold for,
      leased for, or developed as, a fast-food operation, bank or similar use.

<F2> Originally part of Jackson, Michigan shopping center. Redeveloped
     into separate outlot in 1996.

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

        There is no mortgage debt on any of the above properties, except for 
the North Fort Myers, Florida retail shop land. See Note 8 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 properties the 
subject of, any material pending legal proceedings, other than ordinary 
routine proceedings incidental to the business of the Company. To the 
knowledge of the management of the Company, there are no material legal 
proceedings contemplated or threatened against it.

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
                                           1998              |                    1997              |         1998          1997
                                  ---------------------------|--------------------------------------|-----------------------------
                                    HIGH           LOW       |        HIGH                LOW       |
                                   TRADE          TRADE      |       TRADE               TRADE      |
                                  ---------------------------|--------------------------------------|-----------------------------
 <S>                              <C>            <C>         |      <C>                 <C>         |       <C>           <C>
 First Quarter                    $7.875         $5.000      |      $4.125              $3.250      |        $.070         $.015
 Second Quarter                    7.625          5.375      |       4.625               3.438      |         .040          .015
 Third Quarter                     8.406          6.000      |       5.250               4.250      |         .040          .020
 Fourth Quarter                    8.813          6.500      |       5.500               4.750      |         .040          .020
                                  ---------------------------|--------------------------------------|-----------------------------

        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 500 (including shareholders
of record and shares held in street name) at May 31, 1998.
<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 notes thereto.



</TABLE>
<TABLE>
<CAPTION>
                                              1998             1997           1996           1995            1994
                                         ---------------------------------------------------------------------------------
<S>                                      <C>              <C>              <C>            <C>             <C>
Consolidated Revenues                    $178,590,842     $136,123,601    $134,299,240    $122,608,682    $123,602,954
Net Earnings (Loss)                      $  2,999,478     $  2,391,398    $   (304,188)   $   (331,019)   $  1,359,408
Net Earnings (Loss) Per Share*           $       1.02     $        .81    $       (.10)   $       (.11)   $        .46
Shares Outstanding at Year-End              2,936,356        2,938,356       2,970,856       2,993,540       2,993,540
Cash Dividends Paid Per Share            $        .19     $        .07    $       .105    $        .12    $        .11
Shareholders' Equity                     $ 24,535,863     $ 22,125,214    $ 20,152,376    $ 20,872,035    $ 21,562,279
Shareholders' Equity Per Share*          $      8.36      $       7.53    $       6.78    $       6.97    $       7.20
Working Capital                          $ 15,283,031     $ 13,075,119    $ 10,417,697    $ 11,447,872    $  9,445,073
Depreciation and Amortization Expense    $  2,853,634     $  3,401,334    $  3,242,738    $  3,078,878    $  2,787,078
Total Assets                             $121,309,444     $ 91,499,438    $ 90,635,098    $ 88,576,745    $ 92,732,567
Income-Producing Property Under
    Development, Income-Producing
    Properties and Property, Plant and
    Equipment, net                       $ 67,119,159     $ 45,028,355    $  54,493,842   $ 55,065,157    $ 56,787,858
Long-Term Debt                           $ 62,938,807     $ 41,118,885    $  51,202,536   $ 51,580,229    $ 52,637,298
Return on Average Shareholders' Equity        12.9%           11.3%            (1.5%)        (1.6%)               6.5%

<CAPTION>
                                             1993             1992           1991           1990            1989         1988
                                         -----------------------------------------------------------------------------------------
<S>                                      <C>              <C>             <C>             <C>             <C>          <C>
Consolidated Revenues                    $82,878,911      $  83,818,090   $ 78,020,796    $54,887,568     $50,331,871  $51,032,736
Net Earnings (Loss)                      $ 1,710,381      $   1,021,303   $  1,027,373    $ 1,534,063     $ 1,435,567  $ 1,082,883
Net Earnings (Loss) Per Share*           $       .57      $         .34   $        .34    $       .51     $       .48  $       .36
Shares Outstanding at Year-End             2,977,540          2,977,540      2,977,540      2,994,039       2,978,039    1,787,000
Cash Dividends Paid Per Share            $       .11      $         .20   $        .20    $       .20     $       .18  $       .14
Shareholders' Equity                     $20,484,880      $  19,102,028   $ 18,676,233    $18,304,102     $17,310,146  $16,402,538
Shareholders' Equity Per Share*          $      6.84      $        6.38   $       6.24    $      6.11     $      5.78  $      5.48
Working Capital                          $ 8,030,898      $   2,783,427   $  3,140,650    $21,575,826     $18,830,026  $12,955,259
Depreciation and Amortization Expense    $ 2,162,472      $   2,106,703   $  1,938,687    $ 1,707,985     $ 1,668,105  $ 1,491,401
Total Assets                             $90,537,249      $  78,260,810   $ 76,606,498    $64,047,108     $56,318,968  $51,178,946
Income-Producing Property Under
    Development, Income-Producing
    Properties and Property, Plant and
    Equipment, net                       $64,340,348      $  52,976,540    $49,999,625    $22,797,353     $24,088,285  $21,069,833
Long-Term Debt                           $55,197,178      $  41,513,804    $39,104,720    $29,955,918     $30,071,322  $23,337,984
Return on Average Shareholders' Equity      8.6%               5.4%            5.6%          8.6%             8.5%        6.7% 

</TABLE>

*Adjusted to reflect stock dividends and stock splits.

<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 
        RESULTS OF OPERATIONS FOR FISCAL YEARS ENDED APRIL 30, 1998, 1997
        AND 1996.

                        RESULTS OF OPERATIONS

                                REVENUES

        Revenues for 1998 were $178,590,842, compared to $136,123,601 and 
$134,299,240 for 1997 and 1996, respectively. This represents an increase in 
Revenues of 31% and 33% from those of 1997 and 1996, respectively. Revenues 
include Interest income of $684,270, $452,992 and $462,858 for 1998, 1997 and
1996, respectively, and Other income of $124,357, $46,262 and $173,577 for 
1998, 1997 and 1996, 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.
<TABLE>
<CAPTION>

                                                            REVENUE SUMMARY BY SEGMENT
                                                             (Dollars in Thousands)
                                                                      CHART A
                                   Years Ended                  Increase                  Years Ended            Increase
                                    April 30,                  (Decrease)                   April 30,           (Decrease)
                           --------------------------------------------------       ------------------------------------------
                              1998           1997           Amount    Percent           1998       1996       Amount   Percent
                           ---------------------------------------------------      ------------------------------------------
<S>                        <C>              <C>            <C>         <C>          <C>          <C>        <C>          <C>
Construction <F1>          $141,453         $ 97,977       $43,476     44           $141,453    $107,495    $33,958      32
Manufacturing <F2>           14,970           16,662        (1,692)   (10)            14,970      14,999        (29)     --
Real Estate <F3>             21,359           20,985           374      2             21,359      11,169     10,190      91
                           ---------------------------------------------------      ----------------------------------------
Total                      $177,782         $135,624       $42,158     31           $177,782    $133,663    $44,119      33
                           ===================================================      =========================================

NOTES:
<FN>
<F1>  The increase in 1998 from those in 1997 and 1996 is attributable 
to an increase in the level of activity in the construction of new buildings 
for an existing customer and revenue recognized from new customers. The 
amounts reported exclude $5,026,181 in 1998 related to construction of the 
new facility for the Manufacturing Segment, and $345,000 in 1997 and $792,000
in 1996 related to construction work at two shopping centers for the Real 
Estate Segment.  

<F2>  The decrease in 1998 from that in 1997 is attributable to a 
postponement of a major order from an existing customer. The order is now 
expected in 1999. The 1998 amounts reported exclude $181,003 related to 
manufactured items supplied to one of the Construction Segment's customers.

<F3>  Rental revenues for 1998 were $11,334,000, compared to 
$11,771,000 in 1997 and $11,169,000 in 1996. Revenues from sales of real 
estate amounted to $10,025,000 in 1998, $9,215,000 in 1997, and $-0- in 1996.
The 1998 real estate sales 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 1997 real estate sales include 
outparcel sales in Englewood, Florida, and Oakwood, Georgia, and freestanding
Kmarts in Niles, Michigan, Shawnee, Oklahoma, and Warner Robins, Georgia. 
</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 $155,520,419 for 1998, 
$115,412,086 for 1997, and $119,775,802 for 1996 were 87%, 85% and 90%, 
respectively.
<TABLE>
<CAPTION>

                                             COSTS: APPLICABLE TO REVENUES SUMMARY BY SEGMENT
                                                            (Dollars in Thousands)
                                                                   CHART B

                                                                                           Percent of
                                                                                        Segment Revenues
                                        Years Ended                                     For Years Ended
                                         April 30,                                          April 30,
                            --------------------------------------            ---------------------------------------
                              1998             1997          1996              1998            1997              1996
                            --------------------------------------            ---------------------------------------
<S>                         <C>             <C>           <C>                  <C>              <C>               <C>
Construction                $133,430        $ 91,638      $101,894             94               94                95
Manufacturing <F1>            10,547          10,412        11,587             70               62                77
Real Estate <F2>              11,543          13,362         6,295             54               64                56
                            --------------------------------------
     Total                  $155,520        $115,412      $119,776             87               85                90
                            ======================================

NOTES:
<FN>
<F1> The increase in the percentage in 1998 as compared to 1997 is 
attributable to the product mix of fixtures sold and the installation of 
fixtures. The installation of fixtures is a new line of business that the 
Company is offering to better service its customers and does not command the 
same profit margin as does manufacturing fixtures. The decrease in the dollar
amount and percentage in 1998 as compared to 1996 is a result of 
"re-engineering" efforts that have focused on cost control. 

<F2> The decrease in the dollar amount and percentage in 1998 as 
compared to 1997 is attributable to a 1997 provision for impairment loss of 
$2,750,000 to reduce the net carrying value of the North Fort Myers, Florida 
shopping center to estimated fair value. There was no impairment loss 
provision in 1998 or 1996. See Note 5 to the Consolidated Financial 
Statements for further discussion.
</FN>
</TABLE>

                SELLING, SHIPPING, GENERAL AND ADMINISTRATIVE EXPENSES

        For the years 1998, 1997 and 1996, Selling, shipping, general and 
administrative expenses (See Chart C) were $13,571,655, $12,084,015 and 
$10,273,008, respectively. As a percentage of Consolidated Revenues, these 
expenses were 8% for 1998, 9% for 1997 and 8% for 1996. In reviewing Chart C,
the reader should recognize that the volume of revenues generally will 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 SUMMARY BY SEGMENT
                                                       (Dollars in Thousands)
                                                              CHART C

                                                                                           Percent of
                                                                                        Segment Revenues
                                           Years Ended                                   For Years Ended
                                            April 30,                                      April 30,
                          ------------------------------------------           -----------------------------------
                            1998             1997              1996             1998           1997           1996
                          ------------------------------------------           -----------------------------------
<S>                       <C>               <C>              <C>                <C>            <C>             <C>
Construction <F1>         $ 4,525           $ 3,386          $ 2,952              3              3               3
Manufacturing <F2>          3,941             4,470            3,454             26             27              23
Real Estate <F3>            2,500             1,905            1,628             12              9              15
Parent                      2,606             2,323            2,239              2              2               2
                          ------------------------------------------
Total                     $13,572           $12,084          $10,273              8              9               8
                          ==========================================
NOTES:
<FN>
<F1>      On a dollar basis comparison, the higher expenses in 1998 as 
compared to 1997 and 1996 stemmed from increased incentive-based compensation
expenses which were a result of increased Segment profits.

<F2>     The decrease in the dollar amount and percentage of expenses in 
1998 as compared to 1997 is a result of a decrease in personnel costs, which 
was partially offset by an increase in engineering and design expenses and an
increase in prototype expenditures. The increase in the dollar amount and 
percentage of expenses in 1998 as compared to 1996 is a result of an increase
in compensation expense due to increased profits and an increase in 
engineering and prototype costs.

<F3>     The increase in the dollar amount of expenses in 1998 as compared
to 1997 and 1996 is attributable to increased  employee compensation expenses
which were a result of increased Segment profits.
</FN>
</TABLE>

                                INTEREST COSTS

        The majority of interest costs expensed of $4,666,290, $4,779,102 and
$4,717,618 in 1998, 1997 and 1996, respectively, are related to debt on real 
estate and utilization of lines of credit. Interest costs of $112,000, 
$25,000 and $70,000, relating to properties under development in 1998, 1997 
and 1996, respectively, were capitalized.

               FINANCIAL CONDITION AND CHANGES IN FINANCIAL CONDITION

        Income-producing property increased by $13,938,133 in fiscal year 
ending April 30, 1998, primarily as a result of the purchases of: (1) an 
approximately 66,000 square foot, four-story office building located in 
suburban Atlanta, Georgia, which the Parent Company partially occupies with 
the Construction Segment and the Real Estate Segment; (2) an approximately 
121,000 square foot, twelve building office park located in Marietta, 
Georgia; and (3) an 86,000 square foot shopping center anchored by Kroger and
located in Cincinnati, Ohio. These purchases were partially offset by the 
sale of the Tifton, Georgia Kmart for $1,012,121 in cash plus the repayment 
of the outstanding mortgage of $675,879. This 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 Company has recognized a gain on the sale of this property for 
financial statement purposes. The proceeds of this sale, in conjunction with 
the proceeds from the tax-deferred exchange transactions from prior year 
sales of properties in Niles, Michigan, Shawnee, Oklahoma, and Warner Robins,
Georgia, were used to purchase the above Income-producing properties. 
Management believes that it has fully complied with the provisions of 
Internal Revenue Code Section 1031 and thus will defer most of the tax gain 
on these sales.

        Property held for sale decreased by $4,886,209 in 1998 primarily as a
result of the sales of three properties: (1) a shopping center in Oakwood, 
Georgia, which was sold for $1,607,752 in cash plus the assumption of the 
$4,468,899 mortgage loan; (2) a freestanding Kmart in Newark, Ohio, which was
sold for $225,000 in cash plus the assumption of the $1,265,000 mortgage loan
and (3) an outparcel in North Fort Myers, Florida, which was sold for 
$770,000 in cash. The first two sales were also structured as tax-deferred, 
like-kind exchanges pursuant to Internal Revenue Code Section 1031. All of 
the properties were sold at gains. As of April 30, 1998, the only Property 
held for sale was the Company's former wood manufacturing facility in 
Atlanta, Georgia, which is currently being marketed and is expected to be 
sold at a gain. The mortgage debt associated with the facility has been 
reclassified as short-term. 

        Property, plant and equipment increased by $8,152,671 during the 
fiscal year, primarily as a result of the construction of the Manufacturing 
Segment's new facility. As of April 30, 1998, the capitalized costs of the 
project to date were $7,855,561, which includes the land and building 
construction expenditures. The land was purchased with funds received from 
the tax-deferred exchanges previously discussed. The facility was completed 
in early summer 1998 and is now fully operational. For further information 
related to the financing of this property, see "LIQUIDITY AND CAPITAL 
RESOURCES".

                         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. The Company also has developed relationships with various 
banks which management believes could be sources for other short-term and 
long-term financing, if required. Working capital increased to $15,283,031 at
the end of 1998, from $13,075,119 and $10,417,697 at the end of 1997 and 
1996, respectively. In 1998, operating activities provided cash of 
$5,954,188; investing activities used cash of $21,037,561, primarily for 
additions to Income-producing properties; and financing activities provided 
cash of $20,712,793.

        In April 1992, the Company secured a construction loan for the North 
Fort Myers, Florida development from SunTrust Bank, Atlanta. The loan was 
amended in April 1994, August 1995, March 1996, July 1997 and March 1998. The
primary term of the construction financing was five years, and the loan has 
been extended to June 1999, in accordance with the loan agreement. The loan 
carries a floating interest rate of prime plus 3/8%. The maximum amount to be
funded will be determined by a formula based on future development.  

        In August 1997, the Company refinanced the $2,100,000 construction 
loan on its Jackson, Michigan shopping center with a permanent loan of 
$3,500,000. The permanent loan has a term of 22 years and bears interest at 8
5/8%. The loan required the establishment of a $500,000 letter of credit at 
closing which is to be used to pay down the loan in August 1998 if certain 
leasing requirements are not attained.

        In October 1997, the Company entered into an acquisition and 
construction loan with SunTrust Bank, Atlanta, to fund the purchase and 
renovations of the corporate headquarters office building in Atlanta, 
Georgia. The maximum amount of the loan is $5,200,000, and the loan is due in

October 1999. 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. 

        In November 1997, the Company closed on the $11,000,000, twenty-one 
year bond financing for the construction of its new manufacturing facility. 
The bonds bear interest at prevailing market rates, reset weekly. In an 
effort to minimize exposure to interest rate fluctuations in connection with 
the bonds, the Company entered into two separate interest rate swap 
agreements with SunTrust Bank, Atlanta, in February 1998. The first swap 
agreement terminates in February 2001. The notional amount reduces annually 
from $5,500,000 at inception to $5,300,000 at the expiration of the 
agreement. The agreement calls for the Company to make fixed rate payments to
SunTrust of 5.57% per annum of the notional amount, in exchange for SunTrust 
making floating rate payments based on the 30-day Non-financial AA Commercial
Paper rate. The second interest rate swap agreement terminates in February 
2003. The notional amount reduces annually from $5,500,000 at inception to 
$5,057,500 at the expiration of the agreement. The remaining terms of the 
second agreement are identical to the terms of the first except the fixed 
rate payment is 5.67% per annum. The notional amounts of the swap agreements 
are set to match the outstanding principal amount of the bonds. The swap 
floating rates are reset weekly, and the Company settles with the 
counterparty monthly. The Company expects the counterparty to the agreements 
to abide by the terms of the agreements.

       In December 1997, the Company obtained a $6,480,000 permanent loan on
the office park in Marietta, Georgia. The property was originally purchased 
in October 1997 with a portion of the proceeds from the tax-deferred exchange
transactions previously discussed and draws on the bank lines of credit, 
which have been repaid. The loan bears interest at 7.41% per annum, and the 
final payment of the loan is due in January 2008.

        During the coming fiscal year, the Company plans to obtain financing 
on the Cincinnati, Ohio shopping center purchased in February 1998. As of 
April 30, 1998, there was no debt on this property. Management expects the 
proceeds from the financing will be used to fund future purchases of 
income-producing properties. 

        At April 30, 1998, the Company had unsecured committed lines of 
credit totaling $7,000,000, of which $6,500,000 was available and $500,000 
was reserved for the letter of credit issued for the Jackson, Michigan loan 
discussed above. The Company also had a committed line of credit totaling 
$2,500,000, secured by the Manufacturing Segment's inventory and receivables,
of which none was outstanding. 

               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 percentage.

        In the Manufacturing Segment, the raw material prices were stable.

        In the Real Estate Segment, many of the leases are long-term (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. 
The contingent rent provisions, however, permit the tenants in most cases, 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 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.

<PAGE>
        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 production. Overall, inflation will tend to
limit the Company's markets and, in turn, will reduce revenues as well as 
operating profits. 

                              YEAR 2000

        Management has undertaken a program to prepare the Company's 
financial and operating computer systems and ancillary applications for the 
year 2000. All necessary software modifications are expected to occur in a 
timely manner at a cost which is not expected to be material.

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

Not applicable.


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

                    INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
        <S>                                                                                                                   <C>
        Independent Auditors' Report                                                                                          27
        Consolidated Balance Sheets - April 30, 1998 and 1997                                                                 28
        Consolidated Statements of Operations - For the years ended April 30, 1998, 1997 and 1996                             29
        Consolidated Statements of Shareholders' Equity - For the years ended April 30, 1998, 1997 and 1996                   30
        Consolidated Statements of Cash Flows - For the years ended April 30, 1998, 1997 and 1996                             31
        Notes to Consolidated Financial Statements - April 30, 1998, 1997 and 1996                                            32

        Schedules:
        SCHEDULE NUMBER
        ---------------
        II   Valuation and Qualifying Accounts                                                                                43
        III  Real Estate and Accumulated Depreciation                                                                         44
/TABLE
<PAGE>
                       INDEPENDENT AUDITORS' REPORT


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


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

        In our opinion, the 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, 1998 and 1997, and 
the results of their operations and cash flows for each of the years in the 
three-year period ended April 30, 1998, in conformity with generally accepted
accounting principles. Also in our opinion, the related financial statement 
schedules, 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 Peat Marwick LLP


June 12, 1998
Atlanta, Georgia

<PAGE>
<TABLE>
<CAPTION>
                                                    CONSOLIDATED BALANCE SHEETS

                                                                                                        April 30,
                                                                                          ---------------------------------------
                                                                                                  1998                  1997
---------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                       <C>                       <C>
                                                                ASSETS
CURRENT ASSETS:
    Cash and cash equivalents, including restricted cash of $4,860,226
      and $609,629 in 1998 and 1997, respectively                                         $    13,240,471           $  7,611,051
    Receivables:
      Trade notes and accounts, net                                                             1,996,831              3,512,652
      Contracts, net, including retained amounts of
          $5,480,974 in 1998 and $4,057,528 in 1997 (note 3)                                   19,148,413             15,402,509
    Inventories, net (note 2)                                                                   1,495,063              1,557,964
    Costs and earnings in excess of billings (note 3)                                           5,637,599              2,785,340
    Property held for sale (note 4)                                                             1,691,764              6,577,973
    Deferred income taxes (note 9)                                                                848,939                682,321
    Other                                                                                         614,244                467,733
--------------------------------------------------------------------------------------------------------------------------------
          Total current assets                                                                 44,673,324             38,597,543
--------------------------------------------------------------------------------------------------------------------------------
INCOME-PRODUCING PROPERTIES, net (notes 5, 7 and 8)                                            57,262,540             43,324,407
PROPERTY, PLANT AND EQUIPMENT, NET (notes 6 and 8)                                              9,856,619              1,703,948
OTHER ASSETS:
    Land held for future development or sale                                                    4,237,845              3,889,361
    Notes receivable                                                                              415,538                515,832
    Cash surrender value of officers life insurance                                             1,282,790              1,021,481
    Deferred loan costs, net                                                                      814,405                531,812
    Other                                                                                       2,766,383              1,915,054
--------------------------------------------------------------------------------------------------------------------------------
                                                                                           $  121,309,444            $91,499,438
================================================================================================================================

                                                    LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
    Trade and subcontractors payables, including
      retained amounts of $3,797,162 in 1998 and
      $1,904,080 in 1997                                                                   $    19,445,101           $10,385,079
    Accrued expenses                                                                             3,664,863             3,438,412
    Billings in excess of costs and earnings (note 3)                                            1,369,148             1,148,665
    Accrued cash and deferred profit-sharing (note 10)                                           3,325,048             3,130,097
    Current maturities of long-term debt (notes 7 and 8)                                         1,586,133             7,420,171
--------------------------------------------------------------------------------------------------------------------------------
          Total current liabilities                                                             29,390,293            25,522,424
--------------------------------------------------------------------------------------------------------------------------------
DEFERRED INCOME TAXES (note 9)                                                                   3,018,429             1,884,453
OTHER LIABILITIES                                                                                1,426,052               848,462
MORTGAGE NOTES PAYABLE, less current maturities (note 7)                                        33,433,945            24,919,282
OTHER LONG-TERM DEBT, less current maturities (notes 7 and 8)                                   29,504,862            16,199,603
--------------------------------------------------------------------------------------------------------------------------------
          Total liabilities                                                                     96,773,581            69,374,224
--------------------------------------------------------------------------------------------------------------------------------
COMMITMENTS AND CONTINGENCIES (notes 4, 5, 7, and 8)
SHAREHOLDERS' EQUITY (note 10):
    Common stock, $1 par value; authorized 5,000,000 shares; 
      3,014,039 issued and 2,936,356 outstanding in 1998;
      3,010,039 issued and 2,938,356 outstanding in 1997                                         3,014,039              3,010,039
    Additional paid-in capital                                                                   2,019,690              2,012,190
    Retained earnings                                                                           19,914,685             17,473,536
---------------------------------------------------------------------------------------------------------------------------------
          Total paid-in capital and retained earnings                                           24,948,414             22,495,765
            Less treasury stock, 77,683 and 71,683 shares in 1998
            and 1997, respectively                                                                 412,551                370,551
---------------------------------------------------------------------------------------------------------------------------------
          Total shareholders' equity                                                            24,535,863             22,125,214
---------------------------------------------------------------------------------------------------------------------------------
                                                                                            $  121,309,444            $91,499,438
=================================================================================================================================
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>

                                                 CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                            Years Ended April 30,
                                                           -----------------------------------------------------
                                                               1998                  1997                 1996
----------------------------------------------------------------------------------------------------------------
<S>                                                        <C>                <C>                <C>

REVENUES:
    Construction                                           $141,453,025       $97,976,902        $ 107,494,271
    Manufacturing                                            14,970,261        16,661,798           14,999,240
    Rental income                                            11,334,278        11,770,889           11,169,294
    Real estate sales                                        10,024,651         9,214,758               ---
    Interest                                                    684,270           452,992              462,858
    Other                                                       124,357            46,262              173,577
----------------------------------------------------------------------------------------------------------------
                                                            178,590,842       136,123,601          134,299,240
----------------------------------------------------------------------------------------------------------------
COSTS AND EXPENSES:
    Applicable to revenues:
      Construction                                          133,430,395        91,637,636          101,893,350
      Manufacturing                                          10,547,381        10,412,263           11,587,307
      Rental property operating expenses,
          exclusive of interest                               6,385,181         6,526,306            6,295,145
      Cost of real estate sold                                5,157,462         4,085,881                ---
      Provision for impairment on income-producing
          property (note 5)                                      ---            2,750,000                ---
---------------------------------------------------------------------------------------------------------------
                                                            155,520,419       115,412,086          119,775,802
---------------------------------------------------------------------------------------------------------------
    Selling, shipping, general and administrative            13,571,655        12,084,015           10,273,008
    Interest costs incurred, less interest capitalized of 
      $112,000, $25,000, and $70,000 in 1998, 1997 and 
      1996, respectively                                      4,666,290         4,779,102            4,717,618
---------------------------------------------------------------------------------------------------------------
                                                            173,758,364       132,275,203          134,766,428
---------------------------------------------------------------------------------------------------------------
EARNINGS (LOSS) BEFORE INCOME TAXES                           4,832,478         3,848,398             (467,188)
---------------------------------------------------------------------------------------------------------------
INCOME TAXES EXPENSE (BENEFIT) (note 9):
    Current                                                     865,642           968,782              117,820
    Deferred                                                    967,358           488,218             (280,820)
---------------------------------------------------------------------------------------------------------------
                                                              1,833,000         1,457,000             (163,000)
---------------------------------------------------------------------------------------------------------------
NET EARNINGS (LOSS)                                         $ 2,999,478        $2,391,398          $  (304,188)
===============================================================================================================
NET EARNINGS (LOSS) PER SHARE (note 11):
    Basic                                                   $      1.02        $      .81          $      (.10)
---------------------------------------------------------------------------------------------------------------
    Diluted                                                 $      1.02        $      .80          $      (.10)
===============================================================================================================
</TABLE>
See accompanying notes to consolidated financial statements.
<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, 1995        3,010,039      $3,010,039    $2,012,190    $  15,906,239     $ (56,433)    $ 20,872,035
    Net loss                         ---             ---           ---            (304,188)          ---         (304,188)
    Cash dividends declared -
      $.105 per share                ---             ---           ---            (312,603)          ---         (312,603)
    Acquisition of 22,684 shares 
      of treasury stock              ---             ---           ---                ---        (102,868)       (102,868)
----------------------------------------------------------------------------------------------------------------------------
BALANCES at April 30, 1996        3,010,039       3,010,039     2,012,190       15,289,448       (159,301)     20,152,376
    Net earnings                     ---             ---           ---           2,391,398          ---         2,391,398
    Cash dividends declared -
      $.07 per share                 ---             ---           ---            (207,310)         ---          (207,310)
    Acquisition of 32,500 shares 
      of treasury stock              ---             ---           ---                ---        (211,250)       (211,250)
-----------------------------------------------------------------------------------------------------------------------------
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
============================================================================================================================
</TABLE>

See accompanying notes to consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
                                                    CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                                          Years Ended April 30,
                                                                            -------------------------------------------------
                                                                                   1998            1997               1996
-----------------------------------------------------------------------------------------------------------------------------
<S>                                                                         <C>               <C>               <C>

Cash flows from operating activities:
    Net earnings (loss)                                                     $ 2,999,478       $ 2,391,398        $  (304,188)
    Adjustments to reconcile net earnings (loss)
      to net cash provided by operating activities:
          Depreciation and amortization                                       2,853,634         3,401,334          3,242,738
          Deferred tax expense (benefit)                                        967,358           488,218           (280,820)
          Gain on sales of real estate                                       (4,867,189)       (5,128,877)              ---
          Provision for impairment on income-producing property                   ---           2,750,000               ---
      Decrease (increase) in assets:
          Receivables, net                                                   (2,230,083)       (2,840,330)        (5,392,110)
          Inventories, net                                                       62,901           118,577            979,365
          Costs and earnings in excess of billings                           (2,852,259)           73,049         (1,289,544)
          Other current assets                                                 (146,511)          (83,441)             3,787
          Other assets                                                       (1,112,638)         (790,074)          (430,375)
      Increase (decrease) in liabilities:
          Trade and subcontractors payable                                    9,060,022          (861,657)         3,387,122
          Accrued expenses                                                      226,451         1,542,646            (71,722)
          Accrued cash and deferred profit-sharing                              194,951         1,512,165            124,451
          Billings in excess of costs and earnings                              220,483           366,847            281,350
          Other liabilities                                                     577,590           309,199            (46,520)
-----------------------------------------------------------------------------------------------------------------------------
    Net cash provided by operating activities                                 5,954,188         3,249,054            203,534
-----------------------------------------------------------------------------------------------------------------------------
Cash flows from investing activities:
    Proceeds from sales of real estate                                        3,818,393         1,496,831               ---
    Additions to income-producing properties                                (16,045,209)       (5,205,926)              ---
    Additions to property, plant and equipment, net                          (8,911,039)         (622,667)        (2,363,431)
    Repayments received on notes receivable                                     100,294           108,815            159,276
-----------------------------------------------------------------------------------------------------------------------------
    Net cash used in investing activities                                   (21,037,561)       (4,222,947)        (2,204,155)
-----------------------------------------------------------------------------------------------------------------------------
Cash flows from financing activities:
    Debt proceeds                                                            32,145,583         5,061,143          6,419,282
    Debt repayments                                                         (10,425,800)       (1,486,522)        (6,821,440)
    Additions to deferred loan costs                                           (418,161)          (23,570)              ---
    Cash dividends                                                             (558,329)         (207,310)          (312,603)
    Repurchases of common stock                                                 (42,000)         (211,250)          (102,868)
    Proceeds from exercise of stock options                                      11,500              ---                ---
-----------------------------------------------------------------------------------------------------------------------------
    Net cash provided by (used in) financing activities                      20,712,793         3,132,491           (817,629)
-----------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in cash and cash equivalents                          5,629,420         2,158,598         (2,818,250)
Cash and cash equivalents at beginning of year                                7,611,051         5,452,453          8,270,703
-----------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at end of year                                    $13,240,471       $ 7,611,051        $ 5,452,453
=============================================================================================================================
Supplemental disclosure of noncash financing activities:
    Assumption of mortgage loans by purchasers in 
      conjunction with sale of income-producing properties                  $ 5,733,899       $ 7,723,758        $     ---
Supplemental schedule of cash flow information:
    Interest paid, net of amounts capitalized                               $ 4,817,206       $ 4,829,201        $ 4,699,374
    Income taxes paid                                                       $   726,733       $   382,873        $   107,653
=============================================================================================================================
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
                       NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              APRIL 30, 1998, 1997, AND 1996

                    (1) 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 (the "Company"). All 
     significant intercompany balances, transactions and profits have been 
     eliminated in consolidation. Revenues and costs are reported by the 
     segment which sells the product or service to an unaffiliated purchaser.

(b)  INCOME RECOGNITION

     Construction revenues and costs 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. 

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

     Revenues from the sale of manufactured goods are recognized on the 
     date products are shipped to the customer for sales, other than "bill 
     and hold" sales. Revenues from "bill and hold" sales, on which delivery 
     is delayed at the customer's explicit request, are recognized when 
     conditions for such revenues are met; principally, the completed product
     is ready for delivery and transfer of both title and risk of ownership 
     has passed to the buyer.

(c)  CASH AND CASH EQUIVALENTS

     Cash and cash equivalents include money market funds and other 
     financial instruments. For purposes of the statements of cash flows, the
     Company considers all highly liquid debt instruments with maturities of 
     three months or less to be cash equivalents. 

     In 1998, restricted cash includes proceeds from the issuance of 
     industrial development revenue bonds. The proceeds of these bonds are 
     restricted for use in constructing and equipping the Company's new 
     manufacturing facility. In 1997, restricted cash includes amounts held 
     for the payment of outstanding bonds and proceeds from the sale of real 
     estate. Restricted cash from real estate sales was held in escrow by a 
     qualified intermediary in order to complete tax-deferred exchanges in 
     accordance with Section 1031 of the Internal Revenue Code.

(d)  INVENTORIES

     Inventories are 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 are established. Management periodically 
     evaluates the adequacy of reserves based on aging, sales and other 
     relevant factors. 
<PAGE>
(e)  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 
     except for manufacturing facilities that are in operation.

(f)  INCOME-PRODUCING PROPERTIES AND PROPERTY, PLANT AND EQUIPMENT

     Income-producing properties are stated at the lower of cost or fair
     value 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 planning, 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.

     The Company reviews income-producing properties and property, 
     plant, and equipment 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.

(g)  LAND HELD FOR FUTURE DEVELOPMENT OR SALE

     Land held for future development or sale is carried at the lower of
     cost or fair value less costs to sell. 

(h)  DEFERRED LOAN COSTS

     Costs incurred to obtain loans have been deferred and are being 
     amortized over the terms of the related loans. 

(i)  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. 

(j)  EARNINGS PER SHARE

     On April 30, 1998, the Company adopted the provisions of Statement 
     of Financial Accounting Standards ("SFAS") No. 128, Earnings Per Share. 
     SFAS No. 128 supersedes APB Opinion No. 15, Earnings Per Share, and 
     specifies the computation, presentation, and disclosure requirements for

     earnings per share ("EPS"). SFAS No. 128 replaces the presentation of 
     primary EPS and fully diluted EPS with a presentation of basic EPS and 
     diluted EPS, respectively. SFAS No. 128 also requires dual presentation 
     of basic and diluted EPS on the face of the income statement for all 
     entities with complex capital structures. Prior period EPS data has been
     restated to conform with SFAS No. 128.

(k)  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 maturity 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. 

(l)  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 reporting period. Actual results could differ 
     from those estimates. 

(m)  STOCK OPTIONS

     The Company accounted for its stock option plan in accordance with 
     the provisions of Accounting Principles Board Opinion No. 25, Accounting
     for Stock Issued to Employees ("APB Opinion 25"), and related 
     interpretations.  As such, compensation expense was recorded only to the
     extent that the market price of the underlying stock at the date of 
     grant exceeded the exercise price. In October 1995, SFAS No. 123, 
     Accounting for Stock-Based Compensation, was issued. SFAS 123 allows
     entities to apply the provisions of APB Opinion 25 for recognizing
     stock-based compensation expense in the basic financial statements.
     Companies not following the fair value based method are required to 
     provide expanded disclosures in the footnotes. The Company elected to
     continue to apply the provisions of APB Opinion 25 and, to the extent
     material, followed the disclosure provisions of SFAS 123. 

(n)  RECENT ACCOUNTING PRONOUNCEMENTS

     In June 1997, the Financial Accounting Standards Board ("FASB") 
     issued SFAS No. 130, Reporting Comprehensive Income. This statement 
     establishes standards for reporting and displaying comprehensive income 
     and its components in a full set of general purpose financial 
     statements. SFAS No. 130 requires all items that are required to be 
     recognized under accounting standards as components of comprehensive 
     income be reported in a financial statement that is displayed in equal 
     prominence with the other financial statements. The term "comprehensive 
     income" is used in the statement to describe the total of all components
     of comprehensive income including net income. "Other comprehensive 
     income" refers to revenues, expenses, gains, and losses that are 
     included in comprehensive income but excluded from earnings under 
     current accounting standards. SFAS No. 130 is effective for financial 
     statements for years beginning after December 15, 1997. The Company will

     adopt SFAS No. 130 effective May 1, 1998. 

     In June 1997, the FASB issued SFAS No. 131, Disclosures about 
     Segments of an Enterprise and Related Information. This statement 
     establishes standards for the way public business enterprises are to 
     report information about operating segments in annual financial 
     statements and requires those enterprises to report selected information
     about operating segments using the "management approach" concept. It 
     also establishes standards for related disclosures about products and 
     services, geographic areas, and major customers. SFAS No. 131 supersedes
     SFAS No. 14, Financial Reporting for Segments of a Business Enterprise, 
     but retains the requirement to report information about major customers.
     SFAS No. 131 is effective for financial statements for periods beginning
     after December 15, 1997. The Company will adopt SFAS No. 131 effective 
     May 1, 1998. 

(o)  RECLASSIFICATIONS

     Certain reclassifications have been made to the 1997 and 1996 
     consolidated financial statements to conform with classifications 
     adopted in 1998.

                                  (2) INVENTORIES

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

                                                    1998               1997
                                             --------------------------------
          Finished goods                     $    787,520          $  939,784
          Work-in-progress                        219,802             110,119
          Raw materials                           487,741             508,061
                                             --------------------------------
                                             $  1,495,063          $1,557,964
                                             ================================

                                (3) 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 recognized on contracts in progress at April 30 were:
<TABLE>
<CAPTION>
                                                                   1998               1997
                                                              --------------------------------
          <S>                                                 <C>                  <C>
          Costs and earnings in excess of billings:
             Accumulated costs and earnings                   $48,672,342          $24,480,989
             Amounts billed                                    43,034,743           21,695,649
                                                              --------------------------------
                                                              $ 5,637,599          $ 2,785,340
                                                              ================================
           Billings in excess of costs and earnings:
             Amounts billed                                   $27,774,973          $29,161,445
             Accumulated costs and earnings                    26,405,825           28,012,780
                                                              --------------------------------
                                                              $ 1,369,148          $ 1,148,665
                                                              ================================
</TABLE>
<PAGE>
(4) PROPERTY HELD FOR SALE

          As of April 30, 1997, the Company had entered into a contract to 
sell a parcel of undeveloped land in North Fort Myers, Florida for a sales 
price of $770,000. This sale closed in May 1997 and resulted in a gain. In 
March 1997, the Company entered into a contract to sell a property in Newark,
Ohio, tenanted by Kmart Corporation. The contract amount was $225,000 in cash
plus assumption by the purchaser of the mortgage which had a balance of 
$1,310,000 as of April 30, 1997. This sale closed in fiscal 1998 resulting in
a gain. In August 1997, the Company closed the sale of a shopping center in 
Oakwood, Georgia. The sale resulted in a gain. The sales described above, 
with the exception of the sale of undeveloped land in North Fort Myers, 
Florida, were structured as tax-deferred, like-kind exchanges pursuant to 
Internal Revenue Code Section 1031 (note 5).

          In addition, during fiscal 1997, the Company began actively 
marketing for sale its former wood manufacturing facility in Atlanta, 
Georgia. The Manufacturing Segment moved into a new manufacturing facility in
fiscal year 1999. The Company anticipates the former wood manufacturing 
facility will be sold at a gain. In anticipation of the sale of the four 
aforementioned properties during fiscal 1998, the Company classified the 
carrying amounts of these properties as property held for sale in the 
accompanying April 30, 1997 consolidated balance sheet. As of April 30, 1998,
only the Company's manufacturing facility is classified as property held for 
sale. All of these properties are included in the Real Estate Segment except 
for the manufacturing facility which is included in the Manufacturing 
Segment.

          The results of operations for the year ended April 30, 1997, for 
the properties in the Real Estate Segment that were held for sale are 
summarized below:

          Revenues                                                    $1,054,182
          Operating expenses, including depreciation and interest        869,463
          Results of operations                                        ---------
                                                                       $ 184,719
                                                                       =========
         The results of operations for the manufacturing segment are
summarized in note 12. 

(5) INCOME-PRODUCING PROPERTIES

          Income-producing properties and their estimated useful lives at 
April 30 were as follows:
<TABLE>
<CAPTION>
                             Estimated useful lives      1998                      1997
                             ---------------------------------------------------------------
<S>                                 <S>               <C>                       <C>
Land                                                  $16,580,806               $12,604,290
Buildings and improvements          7-39 years         55,472,762                45,161,119
                                                      -------------------------------------
                                                       72,053,568                57,765,409

Less - accumulated depreciation
   and amortization                                    14,791,028                14,441,002
                                                      -------------------------------------
                                                      $57,262,540              $ 43,324,407
                                                      =====================================
</TABLE>
          During the fourth quarter of fiscal year 1997, management received 
market information which it believed indicated that the carrying value of its
shopping center in North Fort Myers, Florida, had been impaired. Management 
completed a recoverability review of the carrying value of the shopping 
center based upon an estimate of undiscounted future cash flows expected to 
result from its use and eventual disposition. As of April 30, 1997, 
management concluded that the sum of the undiscounted future cash flows 
estimated to be generated by the shopping center is less than the carrying 
value and, as a result, the Company recorded a provision for impairment of 
$2,750,000 which reduced the shopping center's carrying value to its 
estimated fair value. The estimated fair value was determined by using market
value studies compiled by two independent commercial real estate brokerage 
firms. This shopping center is classified as an income-producing property in 
the accompanying April 30, 1998 and 1997 consolidated balance sheets and is 
included in the Real Estate Segment.

          During 1998, the Company sold income-producing properties located 
in Oakwood, Georgia, Newark, Ohio, and Tifton, Georgia, and recognized gains 
for financial statement purposes. During fiscal year 1997, income-producing 
properties located in Shawnee, Oklahoma, Warner Robins, Georgia, and Niles, 
Michigan, also were sold for gains. These sales transactions were structured 
as tax-deferred, like-kind exchanges pursuant to Internal Revenue Code 
Section 1031, which allows a deferral of the tax gain if the Company utilizes
proceeds of the sale to purchase other real estate within 180 days of sale.

(6) PROPERTY, PLANT, AND EQUIPMENT

          The major components of property, plant, and equipment and their 
     estimated useful lives at April 30 were as follows: 
<TABLE>
<CAPTION>
                                      Estimated useful lives          1998            1997
                                      -------------------------------------------------------
<S>                                          <S>                 <C>              <C>
Land                                                             $    92,226      $    92,226
Buildings and improvements                   3-31.5 years          1,729,884        1,513,989
Machinery and equipment                        3-10 years          5,684,239        5,322,714
                                                                 ----------------------------
                                                                   7,506,349        6,928,929

Less - accumulated depreciation                                    5,505,291        5,224,981
                                                                 ----------------------------
                                                                   2,001,058        1,703,948

New manufacturing facility 
   under construction                                              7,855,561            ---
                                                                 ----------------------------
                                                                  $9,856,619       $1,703,948
                                                                 ============================

(7) MORTGAGE NOTES PAYABLE AND LEASES

         The Company owns rental property consisting of seven shopping 
centers, an office building, and an office park, all of which, with the 
exception of one of the shopping centers, 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 debt instrument
and leaseback arrangement contains an exculpatory provision limiting the 
Company's liability to its interest in the mortgaged property or lease,
except for a construction mortgage loan secured by a shopping center in North
Fort Myers, Florida, and a note payable to a bank secured by an office building
in Atlanta, Georgia, both of which are guaranteed by a subsidiary of the
Company (note 8).

          All of the leaseback centers are leased to the Kmart Corporation, 
and Kmart is a tenant in five of the seven owned shopping centers. The owned 
shopping centers are leased for periods expiring from fiscal years 1999 to 
2040, while leases on the owned office properties expire from fiscal years 
1999 to 2003. 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 provide for renewal options and for contingent rentals if 
the tenants' sales volumes exceed predetermined amounts. In most 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 1998, 1997, and 1996 was 
approximately $7,708,000, $7,829,000, and $7,116,000, respectively. Base 
rental revenue received from leaseback centers in 1998, 1997, and 1996 was 
approximately $2,620,000, $2,694,000, and $2,917,000, respectively. 
Contingent rental revenue received on all centers in 1998, 1997, and 1996 was
approximately $195,000, $164,000, and $171,000, respectively.

          Approximate future minimum annual rental to be received from all 
     rental properties are as follows:

</TABLE>
<TABLE>
<CAPTION>
                                                               Owned                    Leaseback
                                                          ---------------------------------------
          Years ending April 30,                                      Rental receipts
          ---------------------------------------------------------------------------------------
          <S>                                             <C>                        <C>
          1999                                            $  5,602,000               $  2,620,000
          2000                                               5,340,000                  2,620,000
          2001                                               5,216,000                  2,620,000
          2002                                               5,073,000                  2,138,000
          2003                                               4,998,000                  1,911,000
          2004 and thereafter                               59,521,000                  4,875,000
          ---------------------------------------------------------------------------------------
                                                           $85,750,000               $ 16,784,000
          =======================================================================================
</TABLE>

         The Company leases office space from one of its subsidiaries. In 
accordance with the noncancelable leases, the subsidiary will receive 
approximately $1,985,000 in rental payments from the Company over the term of
the leases. These rental receipts have been reflected in the future minimum 
rental receipts from owned properties.

          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>
          1999                                          $     753,684        $  3,003,153           $  2,136,000
          2000                                                822,663           2,934,178              2,136,000
          2001                                                898,091           2,858,714              2,136,000
          2002                                             13,178,058           2,878,307              1,719,000
          2003                                                861,854           1,542,848              1,536,000
          2004 and thereafter                              17,673,279           8,900,032              4,137,000
          ------------------------------------------------------------------------------------------------------
                                                          $34,187,629        $ 22,117,232           $ 13,800,000
          ======================================================================================================
</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
9.75%, with a weighted average rate of 8.0% at April 30, 1998.

<PAGE>
(8) OTHER LONG-TERM DEBT AND CREDIT FACILITIES
<TABLE>
<CAPTION>
          Other long-term debt at April 30 was as follows:
                                                                                                   1998                 1997
                                                                                            -----------------------------------
          <S>                                                                              <C>                     <C>
          Industrial development revenue bonds with a variable 
                interest rate, repricing on a weekly basis, based on rates 
                available for debt instruments of a similar nature and 
                comparable terms (5.75% at April 30, 1998); requires 
                monthly interest only payments until November 1, 1998, 
                thereafter interest and bond sinking fund payments 
                required monthly; matures on November 1, 2018; 
                secured by irrevocable letter of credit                                     $11,000,000             $     ---

          Note payable to bank with variable interest rate of LIBOR 
                plus 2% (7.625% at April 30, 1998); requires monthly 
                interest only payments with principal due October 2, 
                1999; secured by income-producing property; guaranteed
                by a subsidiary of the Company                                                4,793,583                   ---

          Industrial development bond bearing interest at 79% of 
                prime rate (6.72% at April 30, 1998), requires quarterly 
                installments of $57,143 principal plus interest, final
                payment due March 1, 2000; secured by real property                             457,136                 685,708

          Construction mortgage loan bearing interest at the prime rate plus 
                3/8% (8.875% at April 30, 1998); and interest 
                monthly principal payments of $87,729 required
                with principal due June 30, 1999; secured by income-
                producing property and assignment of leases and 
                rents; guaranteed by a subsidiary of the Company                              9,231,297               9,454,624

          Amendment to construction mortgage loan shown above 
                permitting borrowings of up to $4,942,419; bearing 
                interest at the prime rate plus 3/8% (8.875% at April 30,  
                1998); monthly principal and interest payments of $42,113
                required with principal due June 30, 1999; secured by 
                income-producing property and assignment of leases
                and rents; guaranteed by a subsidiary of the Company                          4,855,295               4,920,425

          Construction mortgage loan permitting borrowings of 
                up to $2,100,000; with principal due and paid August 15, 1997                     ---                 2,100,000
                                                                                            -----------------------------------

            Total other long-term debt                                                       30,337,311              17,160,757

          Less current maturities                                                               832,449                 961,154
                                                                                            -----------------------------------
             Total other long-term debt, excluding 
               current maturities                                                           $29,504,862             $16,199,603
                                                                                            ===================================
</TABLE>
<PAGE>
(8) OTHER LONG-TERM DEBT AND CREDIT FACILITIES (CONTINUED)

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

          Years ending April 30,
          ---------------------------------------------------
          1999                                 $      603,313
          2000                                     19,027,862
          2001                                        221,136
          2002                                        242,500
          2003                                        267,500
          2004 and thereafter                       9,975,000
          ---------------------------------------------------
                                              $    30,337,311
          ===================================================

          The outstanding principal balance of $457,136 on the industrial 
development bond payable has been included in the current maturities of 
long-term debt as the former wood manufacturing facility securing this bond 
is included in property held for sale in the accompanying consolidated 
balance sheet at April 30, 1998 (note 4). 

          At April 30, 1998, the Company had commitments from a bank for 
unsecured lines of credit totaling $6,000,000, of which $5,500,00 was 
available. The remaining $500,000 was restricted as it secures a letter of 
credit described below. These lines of credit, which expire during fiscal 
year 1999, bear interest at the prime rate (8.50% at April 30, 1998) and have
a 3/8% commitment fee on the unused portion. In addition, the Company had a 
commitment, which expires during fiscal year 1999, for an unsecured $1,000,000
line of credit from a bank, of which none was outstanding at April 30, 1998.
This line of credit bears interest at the prime rate or at LIBOR plus 2.7% 
(8.325% at April 30, 1998) and has a 3/8% commitment fee on the unused 
portion. The Company also had a committed line of credit, which expires 
during fiscal year 1999, totalling $2,500,000, secured by the Manufacturing 
Segment's inventory and receivables, of which none was outstanding at April 
30, 1998. The secured line of credit bears interest at the prime rate or at 
LIBOR plus 2.7% and has a 3/10% commitment fee on the unused portion.

          The Company entered into two interest rate swap agreements related 
to the $11 million industrial development revenue bonds shown above. The 
first interest rate swap agreement was effective February 4, 1998, and 
terminates February 1, 2001. The notional amount reduces annually from $5.5 
million, at the effective date, to $5.3 million prior to expiration of the 
agreement. The agreement requires the Company to pay a fixed rate of 5.57% in
exchange for floating rate payments based on the 30-day Non-financial AA 
Commercial Paper rate (5.53% at April 30, 1998). 

          The second interest rate swap agreement was effective February 4, 
1998, and terminates February 1, 2003. The notional amount reduces annually 
from $5.5 million, at the effective date, to $5,057,500 prior to the 
expiration of the agreement. The interest rate terms of the second agreement 
are identical to the terms of the first except that the fixed interest rate 
paid by the Company is 5.67%. The notional amounts of the swap agreements are
set to match the outstanding principal amounts of the bonds. The swap 
floating rates are reset weekly, and the Company settles with the counter 
party monthly.

          In connection with the issuance of the industrial development 
revenue bonds, the Company was required to obtain an irrevocable letter of 
credit in the amount of $11,162,740. The letter of credit was issued
November 12, 1997, and expires on November 15, 2002. The letter of credit
can be  extended for three additional five-year terms. The letter of credit
is guaranteed by the Company and a subsidiary of the Company. The letter of 
credit contains covenants that require the maintenance of certain financial
ratios. The Company is in compliance with all covenants or has obtained waivers
in cases of non-compliance.

          In addition, 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 issued 
on July 30, 1997, and expires on November 30, 1998. The mortgage lender is 
allowed to draw on the letter in order to paydown the related mortgage loan 
if certain leasing requirements are not met by August 15, 1998. The letter of
credit is secured by a portion of a bank line of credit.

<PAGE>
(9) INCOME TAXES
<TABLE>
<CAPTION>
         Income tax expense(benefit) consists of:

                                                                             Current        Deferred             Total
                                                                          ----------------------------------------------
          <S>                                                             <C>             <C>              <C>
          Year ended April 30, 1998:
                   U.S. federal                                           $   712,383     $    843,817     $   1,556,200
                   State and local                                            153,259          123,541           276,800
                                                                          ----------------------------------------------
                                                                          $   865,642     $    967,358     $   1,833,000
                                                                          ==============================================

          Year ended April 30, 1997:
                   U.S. federal                                           $   908,173     $    436,827     $   1,345,000
                   State and local                                             60,609           51,391           112,000
                                                                          ----------------------------------------------
                                                                          $   968,782     $    488,218     $   1,457,000
                                                                          ==============================================

          Year ended April 30, 1996:
                   U.S. federal                                           $   104,271     $   (248,526)    $    (144,255)
                   State and local                                             13,549          (32,294)          (18,745)
                                                                          -----------------------------------------------
                                                                          $   117,820     $   (280,820)    $    (163,000)
                                                                          ===============================================
</TABLE>

         Income tax expense (benefit) was $1,833,000, $1,457,000, and 
$(163,000) for the years ended April 30, 1998, 1997, and 1996, respectively, 
and differed from the amounts computed by applying the U.S. federal income 
tax rate of 34 percent to pretax income from continuing operations as a 
result of the following: 
<TABLE>
<CAPTION>
                                                                                1998            1997              1996
                                                                           ----------------------------------------------
          <S>                                                              <C>              <C>            <C>
          Computed "expected" tax expense (benefit)                        $ 1,643,043      $ 1,308,455    $    (158,802)

          Increase in income taxes resulting from:
               State and local income taxes, net
                   of federal income tax benefit                               182,688           73,920          (12,372)
               Other, net                                                        7,269           74,625            8,174

                                                                           ----------------------------------------------
                                                                           $ 1,833,000      $ 1,457,000    $    (163,000)
                                                                           ==============================================
/TABLE
<PAGE>
(9) INCOME TAXES (CONTINUED)

          The tax effects of temporary differences that give rise to 
significant portions of the deferred tax assets and deferred tax liabilities 
at April 30, 1998 and 1997 are presented below: 
<TABLE>
<CAPTION>
                                                                                                   1998          1997
                                                                                             ----------------------------
          <S>                                                                               <C>               <C>
          Deferred tax assets:
            Inventories, primarily because of additional costs capitalized
                 for tax purposes and the allowance for decline in 
                 net realizable value                                                        $    203,760     $   261,841
            Items not currently deductible for tax purposes:
                 Provision for impairment on income-producing property                          1,026,816       1,036,175
                 Accrued directors' fees                                                          343,907         235,386
                 Compensated absences                                                             170,450         120,451
                 Other accrued expenses                                                           756,094         444,354
            Other                                                                                 523,592         503,372
                                                                                            -----------------------------
                 Total gross deferred tax assets                                                3,024,619       2,601,579
                                                                                            =============================
          Deferred tax liabilities:
            Properties, plant and equipment, principally because of 
                 differences in depreciation and capitalized interest                           1,567,009       1,720,215
            Gain on real estate sales; proceeds from which were used in 
                 tax deferred like-kind exchanges                                               3,469,700       1,885,351
            Profit related to installment sale                                                    124,572         151,575
            Other                                                                                  32,828          46,570
                                                                                            -----------------------------
                 Total gross deferred tax liabilities                                           5,194,109       3,803,711
                                                                                            -----------------------------
                 Net deferred tax liability                                                  $  2,169,490     $ 1,202,132
                                                                                            =============================
</TABLE>
          The valuation allowance was $0 at April 30, 1998 and 1997.

(10) STOCK OPTION PLAN AND DEFERRED PROFIT-SHARING PLAN

          The Company adopted a Key Employee Incentive Stock Option Plan 
which expired in May 1996 and which provided that stock options could have 
been awarded to officers and key employees with exercise prices no less than 
the fair market value of the common stock at the date of grant. Information 
relating to the Company's stock option plan, as adjusted for stock dividends,
is summarized as follows:
<TABLE>
<CAPTION>
                                                                      1998          1997          1996
                                                                  ---------------------------------------
          <S>                                                     <C>            <C>            <C>
          Options outstanding at beginning of year                   17,666        17,666        24,332
          Options granted                                              ---           ---           ---
          Options canceled                                           13,666          ---         (6,666)
          Options exercised                                           4,000          ---           ---
                                                                  ---------------------------------------
          Options outstanding at end of year                           ---         17,666        17,666
                                                                  =======================================

          Option prices per share:
                   Options granted during the year                $    ---       $    ---       $  ---
                   Options canceled                               $2.875-4.50    $    ---       $3.75
                   Options exercised                              $2.875         $    ---       $  ---
                   Options outstanding at end of year             $    ---       $2.875-4.50    $2.875-4.50
                                                                  =========================================
</TABLE>

         As of April 30, 1998, there were no stock options outstanding. 

          The Company has a deferred Profit-Sharing Plan ("Plan") which 
covers substantially all of its employees. Funded employer contributions to 
the Plan for 1998, 1997 and 1996 were approximately $843,000, $1,032,000, and
$502,000, respectively. The net assets in the Plan, which is administered by 
an independent trustee, were approximately $18,962,000, $14,304,000, and 
$14,122,000 at April 30, 1998, 1997, and 1996, respectively.

(11) NET EARNINGS PER SHARE

          The following tables set forth the computations of basic and 
diluted net earnings per common share.
<TABLE>
<CAPTION>
                                                                               For the year ended April 30, 1998
                                                                          -----------------------------------------
                                                                             Earnings         Shares      Per share
                                                                           (numerator)    (denominator)    amount
                                                                          -----------------------------------------
                    <S>                                                   <C>              <C>           <C>
                    Basic EPS - earnings available to 
                          common shareholders                             $ 2,999,478      2,937,712     $    1.02
                    Effect of dilutive securities - outstanding                                          =========
                          stock options                                         ---            3,851
                                                                          --------------------------
                    Diluted EPS - earnings available to common 
                          shareholders plus assumed conversions           $ 2,999,478      2,941,563     $    1.02
                                                                          ==========================     =========

                                                                               For the year ended April 30, 1997
                                                                          -----------------------------------------
                                                                             Earnings         Shares      Per share
                                                                           (numerator)    (denominator)    amount
                                                                          -----------------------------------------
                    Basic EPS - earnings available to 
                          common shareholders                             $ 2,391,398      2,971,442     $    0.81
                    Effect of dilutive securities - outstanding                                          =========
                          stock options                                         ---            2,129
                                                                          --------------------------
                    Diluted EPS - earnings available to common 
                          shareholders plus assumed conversions           $  2,391,398     2,973,571     $     0.80
                                                                          ==========================     ==========

                                                                               For the year ended April 30, 1996
                                                                          -----------------------------------------
                                                                             Earnings         Shares      Per share
                                                                           (numerator)    (denominator)    amount
                                                                          -----------------------------------------
                    Basic EPS - earnings available to 
                          common shareholders                             $(304,188)        2,980,611    $    (0.10)
                    Effect of dilutive securities - outstanding                                          ===========
                          stock options                                        ---             3,379
                                                                          --------------------------
                    Diluted EPS - earnings available to common 
                          shareholders plus assumed conversions           $(304,188)       2,983,990     $    (0.10)
                                                                          ===========================    ===========
</TABLE>
<PAGE>
(12) SEGMENT REPORTING

          The Company operates in three industry segments: Construction, 
Manufacturing and Real Estate. 

          The Construction Segment provides construction services for 
commercial and industrial projects. The Manufacturing Segment produces store 
fixtures for retail outlets, display fixtures for point-of-sale merchandising
and other products. The Real Estate Segment develops or acquires 
income-producing properties for investment. The Company usually provides 
property management for the properties after development or acquisition. 

          Total revenue by industry 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. 

          Identifiable assets are those that are used in the Company's 
operations in each segment, including receivables due from other segments. 
The parent company's identifiable assets are primarily cash and cash 
equivalents, cash surrender value of life insurance, and receivables.

          The Company had revenues from The Home Depot, Inc., primarily 
representing revenues in the construction segment, aggregating 61%, 51%, and 
48% of consolidated revenues in 1998, 1997 and 1996, respectively. Revenues 
from Baby Superstore, Inc., primarily representing revenues in the 
construction segment, constituted 18% of consolidated revenues in 1996. 

          Operating earnings (loss) 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. Allocated parent expenses and income taxes have not been deducted. 
<PAGE>
(12) SEGMENT REPORTING (CONTINUED)
<TABLE>
<CAPTION>
                                           Construction    Manufacturing    Real Estate       Parent    Eliminations  Consolidated
----------------------------------------------------------------------------------------------------------------------------------
<S>                                        <C>             <C>             <C>            <C>          <C>            <C>
1998
Revenues from unaffiliated customers       $141,453,025    $14,970,261     $21,358,929    $   ---      $  ---         $177,782,215
Interest and other income                       139,672         42,389         522,468      207,999       (103,901)        808,627
Intersegment revenue                          5,026,181        181,003         200,615        ---       (5,407,799)           ---
----------------------------------------------------------------------------------------------------------------------------------
Total revenue                              $146,618,878    $15,193,653     $22,082,012    $   207,999  $ (5,511,700)  $178,590,842
==================================================================================================================================
Operating earnings (loss)                  $  3,506,217    $   459,468     $ 2,882,496    $(2,580,307) $    564,604   $  4,832,478
==================================================================================================================================
Identifiable assets                        $ 30,834,340    $ 8,185,294     $83,017,169    $ 9,470,541  $(10,197,900)  $121,309,444
==================================================================================================================================
Depreciation and amortization              $    276,259    $   586,629     $ 2,029,121    $    28,825  $    (67,200)  $  2,853,634
==================================================================================================================================
Capital expenditures                       $    771,808    $    81,164     $24,021,793    $    81,483  $     ---      $ 24,956,248
==================================================================================================================================

1997
Revenues from unaffiliated customers       $ 97,976,902    $16,661,798     $20,985,647    $      ---   $     ---      $135,624,347
Interest and other income                       138,096         41,460         146,512        257,519       (84,333)       499,254
Intersegment revenue                            345,048           ---            ---          300,000      (645,048)         ----
----------------------------------------------------------------------------------------------------------------------------------
Total revenue                              $ 98,460,046    $16,703,258     $21,132,159    $   557,519  $   (729,381)  $136,123,601
==================================================================================================================================
Operating earnings (loss)                  $  3,088,094    $ 1,749,033     $ 1,003,370    $(1,778,337) $   (213,762)  $  3,848,398
==================================================================================================================================
Identifiable assets                        $ 19,582,800    $10,300,421     $59,833,984    $ 8,692,770  $ (6,910,537)  $ 91,499,438
==================================================================================================================================
Depreciation and amortization              $    226,929    $   600,628     $ 2,633,151    $    25,382  $    (84,756)  $  3,401,334
==================================================================================================================================
Capital expenditures                       $    176,539    $   467,771     $ 5,184,283    $     ---    $       ---    $  5,828,593
==================================================================================================================================

1996
Revenues from unaffiliated customers       $107,494,271    $14,999,240     $11,169,294    $      ---   $        ---   $133,662,805
Interest and other income                       150,851          9,118         304,121        349,039      (176,694)       636,435
Intersegment revenue                            792,213           ---            ---          523,040    (1,315,253)         ---
----------------------------------------------------------------------------------------------------------------------------------
Total revenue                              $108,437,335    $15,008,358     $11,473,415    $   872,079  $ (1,491,947)  $134,299,240
==================================================================================================================================
Operating earnings (loss)                  $  2,806,030    $  (160,226)    $(1,261,552)   $(1,428,578) $   (422,862)  $   (467,188)
==================================================================================================================================
Identifiable assets                        $19,083,228     $ 7,717,186     $61,428,250    $ 7,464,995  $ (5,058,561)  $ 90,635,098
==================================================================================================================================
Depreciation and amortization              $   198,390     $   586,497     $ 2,519,163    $    23,444  $    (84,756)  $  3,242,738
==================================================================================================================================
Capital expenditures                       $   172,112     $    94,498     $ 2,024,365    $    72,456  $       ---    $  2,363,431
==================================================================================================================================
</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
    Year ended
      April 30, 1998                              $ 65,584        $ 90,496             $      ---      $  21,210 <F1>   $134,870
--------------------------------------------------------------------------------------------------------------------------------
    Year ended
      April 30, 1997                              $ 57,541        $117,426             $      ---      $ 109,383 <F1>   $ 65,584
--------------------------------------------------------------------------------------------------------------------------------
    Year ended
      April 30, 1996                              $100,189        $107,837             $      ---      $ 150,485 <F1>   $ 57,541
================================================================================================================================

INVENTORY RESERVES
    Year ended
      April 30, 1998                              $374,447        $147,564             $      ---      $ 204,370 <F2>   $317,641
--------------------------------------------------------------------------------------------------------------------------------
    Year ended
      April 30, 1997                              $757,896        $203,561             $      ---      $ 587,010 <F2>   $374,447
--------------------------------------------------------------------------------------------------------------------------------
    Year ended 
      April 30, 1996                              $773,455        $160,000             $      ---      $ 175,559 <F2>   $757,896
================================================================================================================================
<FN>
<F1> Allowance for doubtful accounts deductions resulted from the subsequent 
     write-off and/or recovery of the related receivable.

<F2> Inventory reserve deductions resulted from the subsequent sale and/or 
     write-off of the related inventory.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                          SCHEDULE III -- REAL ESTATE AND ACCUMULATED DEPRECIATION
                                              APRIL 30, 1998

                                                                                                        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 (2):
    Shopping Center - Jackson, MI                  $  3,402,393    $   401,195     $ 1,788,183          $ 1,167,902       $  453,293
    Shopping Center - Newnan, GA                      5,461,376        696,829       5,291,120              258,136          696,829
    Kmart - Morton, IL                                3,213,631         18,005       2,767,765             (220,638)          18,005
    Kmart - Columbus, GA                              2,805,786         11,710       2,356,920               10,078           11,710
    Shopping Center - Englewood, FL                  12,844,212      6,072,805       8,823,506              (80,073)       6,072,805
    Shopping Center - N. Fort Myers, FL              14,086,592      5,940,143      11,290,778            3,164,530        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       ---              ---             ---                  9,384           ---
    Leaseback Shopping Center - Minneapolis, MN         ---              ---             ---                  7,391           ---
    Office Building - Atlanta, GA                     4,793,583        660,000       4,338,102              465,484          660,000
    Office Park - Marietta, GA                        6,460,231      1,750,000       6,417,275               54,628        1,750,000
    Shopping Center - Cincinnati, OH                    ---          1,699,410         617,102                ---          1,699,410
------------------------------------------------------------------------------------------------------------------------------------
                                                     53,067,804     17,250,097      43,862,539            5,152,797       16,580,806
------------------------------------------------------------------------------------------------------------------------------------

LAND HELD FOR FUTURE DEVELOPMENT 
OR SALE:
    Davenport, IA                                       ---            183,572           ---                  ---            183,572
    Louisville, KY                                      ---             80,011           ---                  ---             80,011
    Oakwood, GA                                         ---            234,089           ---                543,330          777,419
    North Fort Myers, FL                                ---          2,760,187           ---                345,325        3,105,512
    Jackson, MI                                         ---              ---             ---                 74,687           74,687
------------------------------------------------------------------------------------------------------------------------------------
                                                        ---          3,257,859           ---                963,342        4,221,201
------------------------------------------------------------------------------------------------------------------------------------
                                                    $53,067,804    $20,507,956     $43,862,539          $ 6,116,139      $20,802,007
====================================================================================================================================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                         SCHEDULE III -- REAL ESTATE AND ACCUMULATED DEPRECIATION
                                                          APRIL 30, 1998 (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>
INCOME-PRODUCING PROPERTIES:
    Shopping Center - Jackson, MI                $ 2,956,085 $   89,866  $ 3,499,244  $ 1,908,897    1972, 1996      --    39 years
     Shopping Center - Newnan, GA                  5,549,256    311,528    6,557,613    2,943,581  1974,1987,1989    --   31.5 years
    Kmart - Morton, IL                             2,547,127       --      2,565,132    1,992,837    1980, 1992      --    25 years
    Kmart - Columbus, GA                           2,366,998    238,970    2,617,678    1,828,566    1980, 1988      --    25 years
    Shopping Center - Englewood, FL                8,743,433  1,346,273   16,162,511    2,682,130        1990        --    32 years
    Shopping Center - N. Fort Myers, FL           14,455,308  4,470,789   24,144,851    3,084,893    1993, 1996      --  31.5 years
    Leaseback Shopping Center - Davenport, IA        195,411       --        195,411       66,503        1995        --     7 years
    Leaseback Shopping Center - Jacksonville, FL      42,151       --         42,151        9,273        1994        --    25 years
    Leaseback Shopping Center - Orange Park, FL      163,218       --        163,218       77,700        1995        --     7 years
    Leaseback Shopping Center - W. St. Paul, MN       86,983       --         86,983       19,641        1996        --     8 years
    Leaseback Shopping Center - Bayonet Point, FL      9,384       --          9,384         --          1997        --      --
    Leaseback Shopping Center - Minneapolis, MN        7,391       --          7,391          289        1997        --    15 years
    Office Building - Atlanta, GA                  4,803,586       --      5,463,586       90,130    1974, 1997     1997   39 years
    Office Park - Marietta, GA                     6,471,903       --      8,221,903       83,951    1980,1985      1997   39 years
    Shopping Center - Cincinnati, OH                 617,102       --      2,316,512        2,637        1982       1998   39 years
                                                 ------------------------------------------------
                                                  49,015,336  6,457,426   72,053,568   14,791,028
                                                 ------------------------------------------------
LAND HELD FOR FUTURE DEVELOPMENT 
OR SALE:
    Davenport, IA                                        --        --        183,572         --           --        1977     --
    Louisville, KY                                       --        --         80,011         --           --        1979     --
    Oakwood, GA                                          --      16,644      794,063         --           --        1987     --
    North Fort Myers, FL                                 --        --      3,105,512         --           --        1994     --
    Jackson, MI                                          --        --         74,687         --           --        1997     --
                                                  ------------------------------------------------
                                                         --      16,644    4,237,845         --
                                                  ------------------------------------------------
                                                 $49,015,336 $6,474,070  $76,291,413   $14,791,028
                                                 =================================================
</TABLE>
        NOTE: Reconciliations of total real estate carrying value and 
accumulated depreciation for the three years ended April 30, 1998, are as 
follows:
<PAGE>
       
<TABLE>
<CAPTION>
                                  SCHEDULE III -- REAL ESTATE AND ACCUMULATED DEPRECIATION
                                                     APRIL 30, 1998 (CONTINUED)


                                                           Real Estate                       Accumulated Depreciation
                                           ----------------------------------------    ------------------------------------------
                                               1998           1997         1996           1998           1997             1996
                                           ----------------------------------------    ------------------------------------------
<S>                                        <C>            <C>           <C>            <C>            <C>            <C>
BALANCE AT BEGINNING OF YEAR               $69,380,403    $75,750,977   $73,767,825    $17,462,301    $20,108,134    $18,033,487
                                           ----------------------------------------    ------------------------------------------
ADDITIONS DURING YEAR 
    Additions                               16,803,252<F4>  4,771,612<F3> 1,983,152<F3>      ---          ---            ---
    Depreciation                                ---            ---           ---         1,800,747      2,102,932      2,074,647
                                           ----------------------------------------    ------------------------------------------
                                            16,803,252      4,771,612     1,983,152      1,800,747      2,102,932      2,074,647
                                           ----------------------------------------    ------------------------------------------
DEDUCTIONS DURING YEAR
    Accumulated depreciation on
      properties sold                           ---             ---           ---        4,472,020      4,748,765        ---
    Carrying value of real estate
      sold and retirements                   9,892,242<F7>  8,392,186<F5>     ---           ---           ---            ---
    Provision for impairment on income- 
      producing property                        ---         2,750,000<F6>     ---           ---           ---            ---
                                           ----------------------------------------    ------------------------------------------
                                             9,892,242     11,142,186         ---        4,472,020       4,748,765       ---
                                           ----------------------------------------    ------------------------------------------
BALANCE AT CLOSE OF YEAR                   $76,291,413    $69,380,403   $75,750,977    $14,791,028     $17,462,301   $20,108,134
                                           ========================================    ==========================================
NOTES:
<FN>
<F1> The aggregated cost for land and building and improvements for federal
     income tax purposes at April 30, 1998 is $66,147,436.
<F2> The former wood manufacturing facility, which is classified as property 
     held for sale in the April 30, 1998 and 1997 consolidated balance sheets
     included herein, is not included in this schedule as
     it is not part of the Company's real estate operations.
<F3> Primarily represents additions to a shopping center development in North 
     Fort Myers, Florida, and a shopping center in Jackson, Michigan.
<F4> Primarily represents the acquisition of and improvements to an office 
     building in Atlanta, Georgia, and the acquisitions of an office park in 
     Marietta, Georgia, and a shopping center in Cincinnati, Ohio.
<F5> Primarily represents sales of three freestanding Kmarts in Niles, 
     Michigan, Warner Robins, Georgia, and Shawnee, Oklahoma.
<F6> Represents a provision for impairment which was recorded to reduce the 
     carrying value of a shopping center in North Fort Myers, Florida, to its 
     estimated fair value.
<F7> Primarily represents sales of two freestanding Kmarts in Newark, Ohio, 
     and Tifton, Georgia, and a shopping center located in Oakwood, Georgia.
</FN>
</TABLE>
<PAGE>
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH INDEPENDENT AUDITORS ON ACCOUNTING
        AND FINANCIAL DISCLOSURE.

        Not applicable.

                                     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 1998 Annual Meeting of Shareholders, filed
with the Securities and Exchange Commission contemporaneously herewith, is 
incorporated herein by reference.

        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:
             Independent Auditor's Report
             Consolidated Balance Sheets at April 30, 1998 and 1997
             Consolidated Statement of Operations for the Years Ended April 30,
               1998, 1997 and 1996
             Consolidated Statements of Shareholders' Equity for the Years 
               Ended April 30, 1998, 1997 and 1996
             Consolidated Statements of Cash Flows for the Years Ended April 30,
               1998, 1997 and 1996 
             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), Amendment to Bylaws
            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.  Abrams Industries, Inc. 1986 Key Employee Incentive
                  Stock Option Plan (4), as amended by Amendment No. 1 to 
                  Abrams Industries, Inc. 1986 Key Employee Stock Option Plan,
                  dated May 24, 1988#
            10c.  Directors' Deferred Compensation Plan (5)#
            10d.  Edward M. Abrams Split Dollar Life Insurance Agreement
                   dated July 29, 1991 (6)#

           10e.  Joseph H. Rubin Split Dollar Life Insurance Agreement
                   dated August 27, 1991 (6)#

           10f.  Bernard W. Abrams Split Dollar Life Insurance Agreement
                   dated July 16, 1993 (7)#

           10g.  Bernard W. Abrams Employment Agreement dated August 23,
                   1995 (8)#
           13.   Annual Report to Shareholders for the fiscal year ended
                   April 30, 1998
           21.   List of the Company's Subsidiaries (9)
           27.   Financial Data Schedule
           99.    Proxy Statement for 1998 Annual Meeting of Shareholders

           Explanation of Exhibits

              (1) These exhibits are 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, 1986.

              (5) This exhibit is incorporated by reference to the Company's
                  Form 10-K for the year ended April 30, 1991.

              (6) These exhibits are incorporated by reference to the
                  Company's Form 10-K for the year ended April 30, 1993.

              (7) This exhibit is incorporated by reference to the Company's
                  Form 10-K for the year ended April 30, 1994.

              (8) This exhibit is incorporated by reference to the Company's
                  Form 10-Q for the quarter ended October 31, 1995. 

              (9) This exhibit is incorporated by reference to the Company's
                  Form 10-K for the year ended April 30, 1996.

               #    Management compensatory plans or arrangement.

        (b)    Reports on Form 8-K: None filed during the fourth quarter of 
               fiscal 1998.

        (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 15, 1998                     By: /s/ Joseph H. Rubin
                                             Joseph H. Rubin
                                             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 15, 1998                        /s/ Edward M. Abrams
                                            Edward M. Abrams
                                            Chairman of the Board of Directors

Dated: July 15, 1998                        /s/ Joseph H. Rubin
                                            Joseph H. Rubin
                                            Director, Chief Executive Officer

Dated: July 15, 1998                        /s/ Bernard W. Abrams
                                            Bernard W. Abrams
                                            Director, Chairman Emeritus of the
                                            Executive Committee

Dated: July 15, 1998                        /s/ Alan R. Abrams
                                            Alan R. Abrams
                                            Director, President and Chief
                                            Operating Officer

Dated: July 15, 1998                        /s/ J. Andrew Abrams
                                            J. Andrew Abrams
                                            Director, Executive Vice President

Dated: July 15, 1998                        /s/ Paula Lawton Bevington
                                            Paula Lawton Bevington
                                            Director

Dated: July 15, 1998                        /s/ Donald W. MacLeod
                                            Donald W. MacLeod
                                            Director

Dated: July 15, 1998                        /s/ Anthony Montag
                                            Anthony Montag
                                            Director

Dated: July 15, 1998                        /s/ Felker W. Ward, Jr.
                                            Felker W. Ward, Jr.
                                            Director

Dated: July 15, 1998                        /s/ Melinda S. Garrett
                                            Melinda S. Garrett
                                            Chief Financial Officer and
                                            Chief Accounting Officer
<PAGE>
                                    Exhibit Index
                                    --------------

Exhibit 3b.  Restated Bylaws, Amendments to Bylaws

Exhibit 13   Annual Report to Shareholders for the fiscal year ended
               April 30, 1998

Exhibit 27   Financial Data Schedule (for SEC use only)

Exhibit 99   Proxy Statement