<PAGE>
 
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                 FORM 10-K/A-2

 X    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
---   ACT OF 1934
      For the fiscal year ended September 30, 1996
---   Transition report pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934
      For the transition period from _______ to ________
      Commission file number 1-9822

                              BUFFTON CORPORATION
            (Exact Name of Registrant as Specified in Its Charter)

                  Delaware                            75-1732794
         (State or Other Jurisdiction              (I.R.S. Employer
        of Incorporation or Organization)        Identification Number)

           226 Bailey Avenue, Suite 101
              Fort Worth, Texas                           76107
      (Address of principal executive office)           (Zip Code)

                                (817) 332-4761
              Registrant's Telephone Number, Including Area Code:

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

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

  Title of Each Class                      Name of Each Exchange on Which
Common stock, $.05 par value                    Registered American
                                                   Stock Exchange


  Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.  Yes  X   No 
                                               ---     ---

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

  State the aggregate market value of the voting stock held by non-affiliates of
the registrant.

     The aggregate market value of the voting stock held by non-affiliates of
     the registrant as of December 10, 1996 was $15,131,909.

     The number of shares outstanding of the registrant's common stock, $.05 par
     value, as of December 10, 1996 was 6,543,528.

                      Documents Incorporated By Reference

Portions of the following documents are incorporated by reference into the
indicated part or parts of this report:

     None
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                              BUFFTON CORPORATION

                                 FORM 10-K/A-2


The undersigned registrant hereby amends Item 14 of its Annual Report for 1996
     on Form 10-K/A dated January 28, 1997 to include Exhibit 10.7 and to
     incorporate by reference Exhibit 10.8.

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

   (a)    The following documents are filed as a part of this report:

     *    1.  Financial Statements - The financial statements listed in the
              --------------------
              "Index to Consolidated Financial Statements and Financial
              Statement Schedule" described at F-1.
               
     *    2.  Financial Statement Schedule - The financial statement
              ----------------------------
              schedule listed in the "Index to Consolidated Financial Statements
              and Financial Statement Schedule" described at F-1.

          3.  Exhibits - Refer to (c) below.
              --------

   (b)    Reports on Form 8-K.
          --------------------

     *        Report dated November 15, 1995 reporting changes to the Company's
              Rights Agreement

   (c)    Exhibits
          --------

     *    3.1 Certificate of Incorporation (Exhibit 3.1 to Form S-1
              Registration Statement No. 2-71057 and incorporated herein
              by reference).
              
     *    3.2 By-laws (Exhibit 3.2 to Form S-1 Registration Statement No.
              2-71057 and incorporated herein by reference).
              
     *    3.3 Certificate of Amendment to the Certificate of Incorporation
              Creating Classified Board of Directors, eliminating a
              Stockholder's right to call a special meeting, and adopting
              a fair price supermajority provision dated February 21, 1989
              (Exhibit 4.4 to Form 10-Q for the quarter ended March 31,
              1989 and incorporated herein by reference).
              
     *    3.4 Restated by-laws of Buffton Corporation dated February 21,
              1989 (Exhibit 4.5 to Form 10-Q for the quarter ended March
              31, 1989 and incorporated herein by reference).
              
     *    3.5 Restated by-laws of Buffton Corporation dated January 31,
              1996.
              
     *    4   Rights Agreement (Exhibit 1 to Form 8-K dated June 23, 1988
              and incorporated herein by reference).

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     *   10.1       Agreement for Sale of Assets from Flo Control, Inc. dated as
                    of January 20, 1995, by and among Buffton Corporation, a
                    Delaware corporation, Flo Control, Inc., a Delaware
                    corporation ("Seller") and F.C. Acquisition, Inc., a
                    California corporation ("Buyer") incorporated herein by
                    reference to Form 8-K dated January 20, 1995.


     *   10.2       Agreement for sale of Florida Realty Joint Venture interests
                    from Flo Control, Inc., dated January 20, 1995 by and among
                    Buffton Corporation, a Delaware corporation, Flo Control,
                    Inc. a Delaware corporation, ("Seller") and F.L.C. Property
                    Acquisition, Inc., a California corporation ("Buyer")
                    incorporated herein by reference to Form 8-K dated January
                    20, 1995.

     *   10.3       Agreement for Sale of Secondary Containment Assets from Flo
                    Control, Inc., dated January 20, 1995, by and among Buffton
                    Corporation, a Delaware corporation, Flo Control, Inc., a
                    Delaware corporation ("Seller") and Patrick Hopkins and Flo-
                    Safe Systems, Inc. a Wisconsin corporation ("Buyer")
                    incorporated herein by reference to Form 8-K dated January
                    20, 1995.

     *   10.4       Second Amendment to Accounts Financing Agreement dated
                    January 20, 1995 by and among Congress Financial
                    Corporation, Current Technology, Inc., Electro-Mech, Inc.,
                    and Flo Control, Inc. incorporated herein by reference to
                    Form 8-K dated January 20, 1995.

     *   10.5       Second Amended and Restated Revolving Credit Note
                    incorporated herein by reference to Form 8-K dated January
                    20, 1995.

     *   10.6       Rights Amendment Agreement dated November 15, 1995
                    incorporated herein by reference to Form 8-K dated November
                    15, 1995.
 
         10.7       Agreement of Purchase and Sale of Cabo Tacobar One, Ltd
                    dated January 4, 1996
 
         10.8       Asset Purchase Agreement for the Stockyards Hotel dated
                    January 19, 1996 incorporated herein by reference to Form 8-
                    K dated January 19, 1996.

     *   11         Statement of Computation of Earnings Per Share

     *   21         Subsidiaries of the Company

         23         Consent of Independent Accountants

     *   27         Financial Data Schedule
 

*    Previously filed or incorporated by reference in Form 10-K/A dated January
     28, 1997.

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Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.


BUFFTON CORPORATION

By: /s/ Robert Korman                               April 21, 1997
   -----------------------------------              --------------
   Robert Korman, Vice President and
   Chief Financial Officer

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