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                            UNITED STATES
                 SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549

                              FORM 10-K

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

             For the fiscal year ended December 31, 2000

                                 OR

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

                For the transition period from       to

                Commission file number 0-9722

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

                     Delaware                    63-0573222
       ------------------------------- -----------------------------------
       (State or other jurisdiction of (I.R.S. Employer Identification No.)
        incorporation or organization)

              Intergraph Corporation
               Huntsville, Alabama                   35894-0001
     ----------------------------------------   --------------------
     (Address of principal executive offices)        (Zip Code)

  Registrant's telephone number, including area code:  (256) 730-2000
                                                       ---------------

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

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

               Common Stock, par value $0.10 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 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.  (   )

  As of January 31, 2001, there were 49,552,385 shares of Intergraph
Corporation Common Stock $0.10 par value outstanding.  The aggregate
market  value  of  the  voting stock held by  nonaffiliates  of  the
registrant was approximately $383,877,000 based on the closing  sale
price  of  such  stock  as reported by The Nasdaq  Stock  Market  on
January  31,  2001,  assuming that all shares beneficially  held  by
executive  officers  and  members  of  the  registrant's  Board   of
Directors are shares owned by "affiliates," a status which  each  of
the executive officers and directors individually disclaims.

                 DOCUMENTS INCORPORATED BY REFERENCE

    Documents                                         Form 10-K Reference
    ---------                                         -------------------

    Portions of the Annual Report to
      Shareholders for the year ended
      December 31, 2000                              Part I, Part II, Part IV

    Portions of the Proxy Statement
      for the May 17, 2001 Annual Meeting
      of Shareholders                                        Part III

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                             PART I


ITEM 1.  BUSINESS

Overview

   Intergraph Corporation (the "Company"), founded in 1969, is  a
worldwide provider of end-to-end technical solutions and  systems
integration  services.  The  Company's industry-focused  business
segments  develop, market, and support software and services  for
local   and  national  governments  and  for  global  industries,
including  process and power, utilities, communications,  mapping
and  geographic information systems ("GIS"), photogrammetry,  and
public safety.

   The Company's business segments offer software solutions based
on  Microsoft Corporation's Windows operating systems.  This open
technology foundation enables the Company's software products  to
interoperate   with   thousands  of   third-party   Windows-based
technical  and  business applications as well as with  UNIX-based
applications. The Company's business segments also offer  related
professional  services to satisfy engineering, design,  modeling,
analysis, mapping, information technology, and creative computing
needs.   Products  and services are sold through industry-focused
direct  and  indirect channels worldwide, with United States  and
European   revenues  representing  approximately  76%  of   total
revenues for 2000.

Background

   Until  the mid 1990s, the unique demands of high-end technical
computing    required   tremendous   processing   and    graphics
capabilities   that  could  only  be  performed   using   reduced
instruction  set  computing ("RISC") based workstations  for  the
UNIX operating system.  In 1992, the Company began evaluation  of
a  transition  from  its own Clipper RISC microprocessor  to  the
Intel  microprocessor  and  from the  UNIX  operating  system  to
Microsoft's Windows NT operating system.  In late 1992, based  on
commitments  from Intel, the Company concluded that systems  with
Intel  microprocessors and Windows operating systems would become
capable of supporting high-end computing and other enterprisewide
computing  environments,  while  at  the  same  time  maintaining
interoperability with existing UNIX-based systems.   The  Company
therefore  chose  to  migrate  products  from  its  own   Clipper
microprocessor  to  Intel  microprocessors  and  from  the   UNIX
operating system to Microsoft Windows NT.

    The   Company   ceased  development  of  the   Clipper   RISC
microprocessor  at  the  end  of  1993  and  made  a  substantial
investment   in  the  redesign  of  its  hardware  platform   for
utilization of Intel's microprocessor.  The Company chose to  use
only  Intel  microprocessors and to focus its efforts  and  image
creation  toward its core capabilities, specifically  very  high-
performance  computational  and 3D graphics  capabilities.   This
high-end  market  place  in  the  Windows  NT  operating   system
environment  is  supported  primarily  by  Intel  products.   The
transition from its proprietary hardware architecture to that  of
Intel  was  substantially completed during 1994, and  since  that
time, substantially all of the Company's hardware sales have been
comprised  of  Intel-based systems.  In 1994,  the  Company  also
completed  the development effort to port its technical  software
applications to the Windows NT operating system, and made Windows
NT available on all of its workstations.

   In  1996, a dispute with Intel disrupted relations between the
Company  and  Intel, causing significant delays in the  Company's
hardware development and manufacturing cycles.  Unable to acquire
Intel  microprocessors and technical information crucial  to  its
product development, the Company could not introduce new hardware
lines on a timetable competitive with other hardware vendors.  As
a consequence, the Company was unable to compete favorably in the
high-performance  Intel  processor-powered  workstation  markets.
See  Item  3,  Legal  Proceedings,  following,  and  Management's
Discussion  and  Analysis of Financial Condition and  Results  of
Operations  contained  in  the  Company's  2000  annual   report,
portions of which are incorporated by reference in this Form 10-K
annual  report,  for further discussion of the Company's  dispute
with  Intel  and  its  effects  on  the  Company's  business  and
consolidated operating results.

   Over  the  past three years, the Company has taken significant
measures  to  reduce  its  losses and  return  to  profitability,
including  the outsourcing of its manufacturing function  to  SCI
Technology Inc., extensive reductions in its workforce, and sales
of  several non-core business units and assets.  In October 1999,
the  Company  exited the PC and generic server businesses,  which
had  been  irreparably damaged as a result of  the  dispute  with
Intel,  and in third quarter 2000, it exited the development  and
design   of  all  hardware  products.   For  further  information
regarding these actions, see Management's Discussion and Analysis
of Financial Condition and Results of Operations contained in the
Company's  2000 annual report, portions of which are incorporated
by reference in this Form 10-K annual report.

   The  Company  believes that its operating system and  software
applications  strategies  are  the  correct  choices.    However,
competing   operating  systems  and  software  applications   are
available  in the market, and the Company competes with companies
with  greater  financial  resources in each  of  the  markets  it
serves.   Further improvement in the Company's operating  results
depends  on  further market penetration through  its  ability  to
accurately  anticipate  customer requirements  and  technological
trends  and  to rapidly and continuously develop and deliver  new
products   that   are   competitively  priced,   offer   enhanced
performance, and meet customers' requirements for standardization
and  interoperability, and will further depend on its ability  to
successfully  implement its strategic direction,  which  includes
the  creation  and  operation  of independent  vertical  business
units.   In  addition, the Company continues to face  operational
and  financial uncertainty of unknown duration and amount due  to
its dispute with Intel.

Discontinued Operation

   On  October  31,  1999,  the Company sold  its  VeriBest  Inc.
operating segment.  For further information regarding the sale of
VeriBest,  see Management's Discussion and Analysis of  Financial
Condition  and  Results of Operations contained in the  Company's
2000  annual  report,  portions  of  which  are  incorporated  by
reference in this Form 10-K annual report.

BUSINESS SEGMENTS

   Effective  for 2000 operational and management  purposes,  the
Company's  continuing operations are divided into  five  separate
business  segments.   These  business  segments  are  focused  on
specific  vertical markets in which the Company considers  itself
to be a leader or sees the potential to lead.  The Company's 2000
business  segments are Process and Building Solutions, Intergraph
Government  Solutions,  IPS  (which  includes  Intergraph  Public
Safety, Utilities and Communications), Intergraph Mapping and GIS
Solutions, and Z/I Imaging.  Each is discussed in further  detail
below.    For  additional  information  regarding  the  Company's
business segments, including financial information for 2000,  see
Management's  Discussion and Analysis of Financial Condition  and
Results  of  Operations  and Note 12  of  Notes  to  Consolidated
Financial  Statements  contained in  the  Company's  2000  annual
report, which are incorporated herein by reference. The Company's
International  Distribution operation, essentially the  Company's
international subsidiary distribution operations which serve many
of  the  Company's business segments, has not yet  been  absorbed
into the Company's primary business segments and is reflected  as
a   sixth   business   segment   in   the   Company's   financial
presentations.   This  operation  will  be  absorbed   into   the
applicable primary business segments in first quarter 2001.

Process & Building Solutions ("PBS")
------------------------------------

   Process  &  Building Solutions  is a global organization  that
supplies software and services to the process, power, and  marine
industries.   PBS  focuses on integrated life  cycle  engineering
solutions for the design and information management of plants and
ships, with emphasis on engineering information management and on
the linkage of engineering systems and business systems.

    For   more   than   20   years,   engineering/procurement/and
construction  ("EPC")  contractors and process  and  power  plant
owner/operators  have  used PBS solutions to  design,  construct,
operate  and  maintain  facilities for  petrochemical,  chemical,
pharmaceutical, food and beverage, oil and gas, power generation,
pulp   and  paper,  and  mining  industries.   PBS's  life  cycle
engineering  solutions  increase  the  value  of  plant  data  by
facilitating  capture  and re-use of information  throughout  the
life  cycle  of  a  plant, resulting in significant  productivity
gains and operational efficiencies.

    According   to   industry  analyst  Daratech  of   Cambridge,
Massachusetts,  in 1999 Intergraph held a 59%  share  of  the  3D
plant design and visualization market and a 24.5% market share of
the 2D plant design market segment.

    PBS's   Plant  Design  System  ("PDS")  is  a  comprehensive,
intelligent engineering application that creates and maintains an
accurate  database of plant information.  That information  is  a
valuable    asset   for   regulatory   compliance,   streamlining
operations,   maintenance,  and  downstream  retrofit   projects.
Integration  features  enable  concurrent  engineering,  multiple
disciplines working on a project simultaneously, improved  design
coordination,  reduction  of errors, and increased  productivity.
PDS consists of integrated 2D and 3D modules which correspond  to
basic tasks in the plant design workflow, including process  flow
diagrams,  piping  and instrumentation diagrams,  instrumentation
data management, equipment, heating/ventilation/air conditioning,
electrical, structural, and other engineering aspects of a plant.

   In  addition to PDS, Process & Building Solutions  offers  its
SmartPlant   family  of  products  to  support  the  life   cycle
engineering  needs  of  the process and power  industries.  These
products populate plant data in an open data model, allowing  for
easy  access  and use by engineering, procurement,  construction,
maintenance, management, and any other relevant users.

   PBS's  shipbuilding  solutions provide  software  systems  and
services  for  commercial and military ship design, construction,
and  management.   In  cooperation  with  international  industry
partners,  PBS  is developing the next generation  solution  that
will  streamline  shipbuilding  processes,  lower  manpower   and
material  costs,  and  reduce the time to  construct  world-class
marine  vessels.   GSCAD  is  PBS's  next-generation  naval   and
shipbuilding  solution for design, construction, and  management.
GSCAD  design, planning, and engineering analysis tools are built
on  an  enterprise-wide, integrated infrastructure that  accesses
real-time  information.   This  software  solution  provides  the
capability   to   create  a  ship  design  that  speeds   product
development from conception to market delivery.  It also provides
capabilities for performing risk analysis, design integrity,  and
functional  engineering  review  of  new  and  modified   product
designs.

Intergraph Government Solutions ("IGS")
---------------------------------------

   Intergraph  Government Solutions is a systems integration  and
management   consulting  company  that  provides   business   and
technical  solutions  to a diverse portfolio  of  government  and
commercial  clients.  IGS partners with clients to achieve  their
vision, mission, and goals through intelligent deployment of best
practices  and  information  technology  ("IT").   IGS   combines
experience  in  dozens  of  technical  fields  with  capabilities
covering  the  gamut  of  IT  services:   management  consulting,
enterprise  application  integration,  financial  and   decision-
support   systems,  system  and  networking  services,   advanced
learning  systems,  command  and control  systems,  product  data
management, and ruggedized hardware.

   IGS  has  six divisions serving focused markets or industries.
The  Department of Defense ("DOD") division serves the  U.S.  Air
Force,   Joint   Operations,  U.S.  Naval  Air  Systems   Command
("NAVAIR"),  the  U.S.  Army and NASA.  With  long-term  contract
vehicles  such  as  CAD-2 and GSA, the DOD division  remains  the
largest  within  IGS.  The Marine Life Cycle  Solutions  division
provides  integrated data environments for  the  U.S.  Naval  Sea
Systems  Command ("NAVSEA"), the U.S. Coast Guard, and commercial
shipyards  in the U.S. and around the world.  The Government  and
Transportation    division   delivers   integrated    information
management   systems   to  federal  and  state   departments   of
transportation ("DOTs"), state and local government agencies, and
commercial transportation organization owner/operators.  The  PDM
Solutions  division provides product data management ("PDM")  and
collaborative  product  commerce ("CPC") services  to  commercial
consumer  product  manufacturing, medical devices  manufacturing,
machine  design, and process plant industries.  The  IT  Services
division  provides  local  area network  and  wide  area  network
("LAN/WAN")  planning  and  implementation,  electronic-business,
resident and supplemental staffing, IT outsourcing, and help desk
solutions  in both federal and commercial markets.   The  Federal
Hardware  Solutions division develops, implements,  and  supports
ruggedized hardware for use in difficult environments,  and video
analysis  products and services for the DOD and  federal,  state,
and local law enforcement agencies.

Intergraph Public Safety Inc. ("IPS")
-------------------------------------

  In January 1997, Intergraph Public Safety, Inc. was established
as  a  wholly-owned subsidiary of the Company. IPS provides total
public  safety solutions and has come to be recognized  worldwide
as  a  leading  supplier of public safety dispatch  systems.   In
addition  to  addressing  the  public  safety  market,  IPS  also
addresses  the  utilities and communications  markets  through  a
separate  organization  within  IPS  ("Intergraph  Utilities  and
Communications").

   IPS develops, markets, and implements computer-based solutions
for  emergency  medical and rescue units, fire  departments,  law
enforcement  organizations,  and  other  public  safety  agencies
around  the  world.  Other industries utilizing  these  solutions
include  automobile clubs for roadside assistance, and  airports,
campuses, and military bases for security systems.

   IPS  products  provide a complete solution for  public  safety
agencies.   They are designed to interoperate in a comprehensive,
integrated  public  safety information  system.   These  products
include  computer-aided  dispatch, police,  fire,  and  emergency
management  systems, records management systems, jail  management
systems,  civil  process  and mug shot systems,  mobile  computer
systems, integrated radio and telephony solutions, interfaces  to
alarm   systems,   management  information   reporting   systems,
personnel rostering systems, and training management systems.

   The  foundation public safety product for IPS is its computer-
aided  dispatch  system, which is used in  local,  regional,  and
national  command and control centers to take trouble calls  from
the   public  and  enable  the  assignment  and  dispatching   of
appropriate    resources.    This   product   fully    integrates
interactive,   intelligent  mapping  with  dispatching,   records
management,    and    communications   capabilities.     Designed
specifically  to  support  command and  control  operations,  the
system is composed of high-performance graphics workstations  and
software.   Records  management is enhanced by  a  database  that
includes  geographic map information as well as address, incident
history, and traffic pattern data.

   On  January 1, 1999, Intergraph Utilities & Communications was
formally  merged  into  IPS.   IPS's  dispatch  technology  is  a
complementary application to the mainstream geospatial  products,
such  as  ActiveFRAMME  and  the new G/Technology  products.   By
linking  Intergraph  Public  Safety and  Intergraph  Utilities  &
Communications,  the  Company  responded  to  the  utilities  and
communications  markets' increased demand for  a  total  solution
that   integrates  Geospatial  Resource  Management  with  outage
management and computer-aided dispatch.

    Intergraph  Utilities  and  Communications  solutions  assist
electric, gas, pipeline, and water companies in the management of
customer-centric  GIS data, which contains  all  the  information
necessary   for   distributing  electricity  and  gas,   tracking
distribution,  and managing service disruptions.  Its  geospatial
resource   management  solution  spatially  enables  this   data,
integrating operational support systems such as outage  analysis,
and  provides real-time information for customer service, thereby
increasing  operational  efficiency  enterprise-wide.   Utilities
solutions  include engineering design and facilities  management,
technical  document workflow and archiving, mobile computing  and
field support, outage management, spatial data analysis and  data
warehouse,   and  real-time  display  facility   analysis.    For
Communications,   the  geospatial  network  resource   management
solutions help the international communications industry automate
its  network  facility mapping, planning, design, and maintenance
for outside and inside plant.

Intergraph Mapping and GIS Solutions ("IMGS")
---------------------------------------------

   Intergraph Mapping and GIS Solutions is a leading provider  of
mapping/GIS  software and solutions. Intergraph's roots  in  this
market  go back over 30 years, and the Company is an acknowledged
pioneer  in the industry.   IMGS develops, markets, and  supports
geospatial  solutions for business GIS, land records  management,
rail  transportation,  environmental  management,  utilities  and
communications   companies,   and  commercial   map   production.
Solutions  provide  geographic visualization and  analysis  tools
useful  in  many  businesses, including real  estate,  retailing,
service   networks,  transportation  networks,  site  assessment,
agriculture,  insurance, and health care. IMGS also develops  and
sells  geospatial solutions that help governments improve  public
service,  respond  more efficiently to legislated  and  political
mandates,  implement  successful GIS systems  more  quickly,  and
reduce the total cost of GIS ownership.

    IMGS  solutions  include  Intergraph's  GeoMedia  family   of
products.   GeoMedia  is  a  complete Windows-based  desktop  GIS
solution   for   all  decision  support,  query,  and   reporting
activities.  IMGS's other flagship mapping product,  Modular  GIS
Environment ("MGE"), is used by transportation agencies as a high-
end   software   for  basemap  analysis.   MGE   offers   project
management, coordinate system operations, data query and  access,
multiple  configuration  options, and a  range  of  common  tools
across  the MGE modules.  MGE is interoperable with the  GeoMedia
product suite.

  IMGS  also  provides solutions for end-to-end digital  map  and
cartographic  production.   These  solutions  help  cartographers
manage the map production environment where the end products vary
widely  from  atlases to single hardcopy maps to  purely  digital
products.   From  map  scanning  to printing,  IMGS's  end-to-end
cartographic  production  tools provide  the  means  to  collect,
analyze and process, prepress prepare, and output data.

Z/I Imaging, Inc.
-----------------

   Z/I Imaging, a 60%-owned subsidiary of the Company, was formed
in  October  1999  to develop, market, and sell Windows  NT-based
imaging  solutions  for photogrammetry professionals.   Solutions
include  aerial  cameras, stereo softcopy workstations,  analytic
stereo  plotters, photogrammetric scanners, and image management,
processing,  and distribution software.  Z/I Imaging systems  are
nonproprietary, enabling industry and government professionals to
use  them  as  a front-end to mapping, GIS, and civil engineering
software from a variety of leading vendors.

Intergraph Computer Systems ("ICS")
-----------------------------------

  Prior to its closure in third quarter 2000, Intergraph Computer
Systems developed high-performance core hardware, including high-
end  workstations, add-in graphics subsystems, specialty servers,
and  digital  video  products, for use in numerous  professional-
level and/or technical disciplines.

  See Management's Discussion and Analysis of Financial
Condition and Results of Operations and Note 15 of Notes to
Consolidated Financial Statements contained in the Company's 2000
annual report, portions of which are incorporated by reference in
this Form 10-K annual report, for a discussion of the sales of
ICS's Intense 3D division and high-end workstation and server
business and the closure of its remaining operations.

Product Development

   The  Company  believes a strong commitment to ongoing  product
development  is critical to success in the markets  in  which  it
competes.

   Product development expenditures include all costs related  to
designing  new or improving existing products.  During  the  year
ended December 31, 2000, the Company spent $56.3 million (8.2% of
revenues)   for  the  product  development  activities   of   its
continuing  operations  compared  to  $62.6  million   (6.8%   of
revenues) in 1999, and $76.8 million (7.6% of revenues) in  1998.
See  Management's Discussion and Analysis of Financial  Condition
and  Results of Operations contained in the Company's 2000 annual
report,  portions of which are incorporated by reference in  this
Form  10-K  annual  report,  for further  discussion  of  product
development  expenses, including portions capitalized  and  their
recoverability.

   The  markets  in  which the Company's business  units  compete
continue  to  be  characterized by  rapid  technological  change,
resulting in shorter product cycles, higher performance and lower
priced   product   offerings,  intense  price   and   performance
competition,  and  development and support of software  standards
that  result  in less specific hardware and software dependencies
by  customers.   The  operating results of the  Company  and  its
competitors will continue to depend on the ability to  accurately
anticipate customer requirements and technological trends and  to
rapidly  and  continuously develop and deliver new products  that
are  competitively priced, offer enhanced performance,  and  meet
customers' requirements for standardization and interoperability.

Manufacturing and Sources of Supply

   In fourth quarter 1998, the Company sold substantially all  of
its  U.S.  manufacturing inventory and assets to SCI  Technology,
Inc. ("SCI"), a wholly-owned subsidiary of SCI Systems, Inc., and
outsourced  to  SCI  the  responsibility  for  manufacturing   of
substantially all of the Company's hardware products.   Prior  to
the  sale,  this responsibility, which included the assembly  and
testing  of  components  and subassemblies  manufactured  by  the
Company  and  others,  was  that of the  Company's  ICS  business
segment.   In third quarter 2000, the Company sold its  Intense3D
graphics  accelerator division and its high-end  workstation  and
server  business and closed the ICS business segment.  Under  its
existing   contract  with  SCI,  the  Company   serves   as   the
intermediary  between SCI and the companies  which  acquired  its
former   operations.   For  a  complete  description   of   these
transactions and their impact on the Company's operating  results
and  cash  flows,  including exposures associated  with  the  SCI
contract,   see  Note  15  of  Notes  to  Consolidated  Financial
Statements  contained  in  the  Company's  2000  annual   report,
portions of which are incorporated by reference in this Form 10-K
annual report.

   Prior  to the third quarter 2000 exit of hardware development,
substantially  all  of  the Company's microprocessor  needs  were
supplied  by  Intel Corporation.  See Item 3, Legal  Proceedings,
following  and Management's Discussion and Analysis of  Financial
Condition  and  Results of Operations contained in the  Company's
2000  annual  report,  portions  of  which  are  incorporated  by
reference  in  this Form 10-K annual report, for a discussion  of
the  Company's litigation with Intel and related effects  on  the
Company's microprocessor supply and results of operations in 2000
and prior years.

  The Company maintains inventories to meet its hardware warranty
and  service  obligations,  and two  of  the  Company's  business
segments  continue  light manufacturing and assembly  operations.
All  other business segments purchase hardware from third parties
for  resale to customers.  The Company is not required  to  carry
extraordinary amounts of inventory to meet customer demands.

Sales and Support

  Sales. The Company's products are sold through a combination of
direct  and  indirect  channels  in  approximately  67  countries
worldwide.   Direct channel sales, which provide the majority  of
the  Company's  product revenues, are generated by the  Company's
direct  sales  force  through sales offices in  approximately  40
countries  worldwide.  The efforts of the direct sales force  are
augmented by sales through indirect channels, including  dealers,
value  added  resellers,  distributors, and  system  integrators.
Sales  through  indirect channels provided approximately  11%  of
total  Company systems revenues in 2000, compared to 25% in  1999
and  22% in 1998.  The decline in 2000 was due primarily  to  the
Company's  exit  of  the hardware development business  in  third
quarter.

   Each  of the Company's business units maintains its own  sales
force.   Selling  efforts are organized along key industry  lines
for  their  major product applications.  The Company believes  an
industry focus better enables it to meet the specialized needs of
customers.   In general, the direct sales forces are  compensated
through  a  combination  of base salary  and  commission.   Sales
quotas   are  established  along  with  certain  incentives   for
exceeding quota.  Additional specific incentive programs  may  be
established periodically.

   Customer  Support. The Company believes that a high  level  of
customer  support  is  important to the  sale  of  its  technical
solutions  and  integration services.  Customer support  includes
preinstallation guidance, customer training, onsite installation,
hardware  preventive maintenance, repair service,  software  help
desk  and  technical support services in addition to consultative
professional   services.   The  Company  employs  engineers   and
technical    specialists   to   provide   customer    assistance,
maintenance, and training.  Maintenance and repair of systems are
covered  by standard warranties and by maintenance agreements  to
which  most  users subscribe.  The trend in the  industry  toward
lower priced products and longer warranty periods has resulted in
reduced  levels  of  maintenance revenue for  the  Company.   The
Company believes this trend will continue in the future and  that
its  hardware maintenance revenue will continue to decline  as  a
result   of  its  exit  of  the  hardware  development  business.
However,  the  decline in maintenance revenues may  be  partially
offset by growth in the Company's professional services business.
The  Company  is  endeavoring  to  grow  its  services  business;
however,   revenues  from  these  services  typically   fluctuate
significantly  from  quarter to quarter and produce  lower  gross
margins than systems or maintenance revenues.

International Operations

   International markets, particularly Europe and Asia,  continue
in  importance  to  the  industry and to each  of  the  Company's
operating   segments.    Sales  outside  the   U.S.   represented
approximately 52% of total revenues from continuing operations in
2000  and  1999.  European and Asia Pacific revenues  represented
approximately  27% and 12%, respectively, of total revenues  from
continuing  operations  in  2000,  compared  to  31%   and   11%,
respectively, in 1999.  The Company's operations are  subject  to
and  may be adversely affected by a variety of risks inherent  in
doing  business internationally, such as government  policies  or
restrictions, currency exchange fluctuations, and other factors.

  There are currently wholly-owned sales and support subsidiaries
of  the Company located across Europe.  European subsidiaries are
supported by service and technical assistance operations  located
in The Netherlands.  Outside of Europe, the Company's systems are
sold  and  supported  through a combination of  subsidiaries  and
distributorships.   At  December  31,  2000,  the   Company   had
approximately 860 employees in Europe, 590 employees in the  Asia
Pacific   region,  and  610  employees  in  other   international
locations.

   Fluctuations  in the value of the U.S. dollar in international
markets can have a significant impact on the Company's results of
operations.   The Company conducts business in all major  markets
outside  the  U.S., but the most significant of these  operations
with  respect  to currency risk are located in Europe  and  Asia.
Local  currencies are the functional currencies for the Company's
European   subsidiaries.   The  U.S.  dollar  is  the  functional
currency for all other international subsidiaries.  See Note 1 of
Notes  to  Consolidated  Financial Statements  contained  in  the
Company's  2000 annual report, portions of which are incorporated
by  reference in this Form 10-K annual report, for a  description
of   the  Company's  policy  for  managing  the  currency   risks
associated with its international operations.

   The  Company  has  historically experienced slower  collection
periods  for  its  international  accounts  receivable  than  for
similar  sales  to customers in the United States.   The  Company
continues  to experience slow collections throughout  the  Middle
East  region,  particularly  in  Saudi  Arabia.   Total  accounts
receivable  from  Middle Eastern customers was approximately  $18
million  at  December 31, 2000 and $20 million  at  December  31,
1999.

    For   further   discussion  of  the  Company's  international
operations, see Management's Discussion and Analysis of Financial
Condition  and Results of Operations and Notes 1, 5,  and  12  of
Notes  to  Consolidated  Financial Statements  contained  in  the
Company's  2000 annual report, portions of which are incorporated
by reference in this Form 10-K annual report.

U.S. Government Business

    Total   revenue   from  the  United  States  government   was
approximately  $132 million in 2000, $149 million  in  1999,  and
$166  million  in 1998, representing approximately 19%  of  total
revenue  in  2000  and  16% of revenue in  1999  and  1998.   The
majority  of  these revenues are attributed to the  IGS  business
segment.

   The  Company  sells  to  the U.S. government  under  long-term
contractual   arrangements,   primarily   indefinite    delivery,
indefinite quantity, and cost-based contracts, and through  sales
of  commercial  products  not  covered  by  long-term  contracts.
Approximately  38%  of  the  Company's  2000  federal  government
revenues  were  earned  under long-term contracts.   The  Company
believes its relationship with the federal government to be good.
While it is fully anticipated that these contracts will remain in
effect  through  their expiration, the contracts are  subject  to
termination  at the election of the government.  Any  loss  of  a
significant government contract would have an adverse  impact  on
the results of operations of IGS and the Company as a whole.

   The  Company  has  historically experienced slower  collection
periods for its U.S. government accounts receivable than for  its
commercial  customers.  At December 31, 2000, accounts receivable
from the U.S. government totaled approximately $28 million versus
approximately $33 million at December 31, 1999.

Backlog

  An order is entered into backlog only when the Company receives
a  purchase order or a signed  contract from  a  customer.   The
Company's  backlog  of unfilled systems and  services  orders  at
December  31,  2000 and 1999 was $268 million and  $250  million,
respectively.  Substantially all of the December 2000 backlog  of
orders  is  expected to be earned and recognized  as  revenue  in
2001.

   The  Company  does not consider its business to  be  seasonal,
though typically fourth quarter orders and revenues exceed  those
of other quarters.

   The  Company does not ordinarily provide return of merchandise
or extended payment terms to its customers.

Competition

   The  markets  in  which the Company competes  continue  to  be
characterized  by intense price and performance competition.   To
compete  successfully,  the  Company  and  others  serving  these
markets  must  accurately  anticipate customer  requirements  and
technological   trends  and  rapidly  and  continuously   develop
products  with  enhanced  performance  that  can  be  offered  at
competitive  prices.  The Company and its competitors  engage  in
the  practice  of price discounting to meet competitive  industry
conditions.  Other important competitive factors include quality,
reliability,   customer  service  and  support,   and   training.
Management  of the Company believes that competition will  remain
intense, particularly in product pricing.

   The  Company's competition varies among its business segments.
PBS  competes with the software products of Bentley Systems, Inc.
("BSI")  (an  approximately 31%-owned affiliate of the  Company),
Cadcentre,  Rebis  Industrial  Workgroup  Software,  and  several
smaller  companies.  The primary competitors of  IMGS  are  ESRI,
Autodesk   Inc.,  BSI,  Laser-Scan,  BAE  SYSTEMS,  and   MapInfo
Corporation.  IPS considers its primary competitors to be TriTech
Software    Systems,    Litton   PRC,    Tiburon,    Inc.,    and
Motorola/Printrak International Inc. in the Public Safety  market
and  ESRI  and  General Electric/Smallworld in the Utilities  and
Communications  markets.   IGS offers a  wide  range  of  service
oriented  solutions to government and commercial  entities.   The
primary competitors in this diverse market are considered  to  be
Computer   Sciences  Corporation  ("CSC"),  Science  Applications
International   Corporation   ("SAIC"),   International   Business
Machines Corporation ("IBM"), Lockheed Martin Corporation,  KPMG,
and  Accenture.   The primary competitor of Z/I  Imaging   is  LH
Systems,  LLC,  a  joint  venture of  Leica  Geosystems  and  BAE
SYSTEMS.    Other   competitors   in   the   reconnaissance   and
photogrammetry  businesses  include Recon/Optical,  Inc.,  DAT/EM
Systems  International,  ISM, INPHO, Autometric  Incorporated  (a
subsidiary  of  The  Boeing Company),  and  ERDAS.   Several
companies  with greater financial resources than the Company  are
active in the markets it serves, particularly those served by its
IGS business segment.

  The Company believes that its experience and ability to provide
total  solutions and services gives it an advantage over  vendors
who provide only software, hardware, or services.

Environmental Affairs

   The  Company's  facilities are subject to  numerous  laws  and
regulations designed to protect the environment.  In the  opinion
of  the  Company, compliance with these laws and regulations  has
not  had,  and should not have, a material effect on the  capital
expenditures, earnings, or competitive position of the Company.

Licenses, Copyrights, Trademarks, Patents, and Proprietary
Information

   The  Company  develops its own graphics, data management,  and
applications   software  as  part  of  its   continuing   product
development   activities.   The  Company  has  standard   license
agreements with Microsoft Corporation for use and distribution of
the   Windows   NT  operating  system  and  with   UNIX   Systems
Laboratories  for  use  and distribution of  the  UNIX  operating
system.   The  license  agreements are perpetual  and  allow  the
Company to sublicense the operating systems software upon payment
of required sublicensing fees.  The Company also has an extensive
program  for the licensing of third party application and general
utility software for use on systems and workstations.

   The  Company owns and maintains a number of registered patents
and  registered  and  unregistered  copyrights,  trademarks,  and
service  marks.  The patents and copyrights held by  the  Company
are  the  principal  means  by which the  Company  preserves  and
protects  the  intellectual  property  rights  embodied  in   the
Company's  products.  Similarly, trademark  rights  held  by  the
Company are used to preserve and protect the goodwill represented
by the Company's registered and unregistered trademarks.

   As industry standards proliferate, there is a possibility that
the  patents  of others may become a significant  factor  in  the
Company's business.  Personal computer technology, which was used
in  the  Company's  workstation and server  products,  is  widely
available,   and  many  companies,  including  Intergraph,   have
developed  and  continue to develop patent  positions  concerning
technological   improvements  related  to   personal   computers,
workstations  and  servers.  With the possible exception  of  its
ongoing  litigation with Intel (in which the Company  expects  to
prevail),  it does not appear that the Company will be  prevented
from using the technology necessary to support existing products,
since  patented technology is typically available in the industry
under  royalty bearing licenses or patent cross licenses, or  the
technology can be purchased on the open market.

  In addition, computer software technology is increasingly being
protected  by patents, and many companies, including  Intergraph,
are developing patent positions for software innovations.  It  is
unknown  at  the  present time whether various patented  software
technology  will  be made generally available  under  license  or
whether specific innovations will be held by their inventors  and
not  made available to others.  In many cases, it may be possible
to  employ software techniques that avoid the patents of  others,
but  the  possibility exists that some features needed to compete
successfully in a particular segment of the software  market  may
be  unavailable  or  may require an unacceptably  high  cost  via
royalty  arrangements.  Patented software techniques that  become
de  facto industry standards are among those that may raise costs
or  may  prevent  the  Company  from  competing  successfully  in
particular markets.

   An inability to retain significant third party license rights,
in  particular  the Microsoft license, to protect  the  Company's
copyrights,  trademarks,  and  patents,  or  to  obtain   current
technical  information or any required patent  rights  of  others
through  licensing  or purchase, all of which  are  important  to
success  in  the  markets  in which the Company  competes,  could
significantly reduce the Company's revenues and adversely  affect
its results of operations.

Risks and Uncertainties

  In  addition  to  those described above and in  Item  3,  Legal
Proceedings, the Company has risks and uncertainties  related  to
its   business   and  operating  environment.   See  Management's
Discussion  and  Analysis of Financial Condition and  Results  of
Operations  and  Note  2  of  Notes  to  Consolidated   Financial
Statements  contained  in  the  Company's  2000  annual   report,
portions of which are incorporated by reference in this Form 10-K
annual  report,  for  further  discussion  of  these  risks   and
uncertainties.

Employees

  At  December  31,  2000,  the Company had  approximately  4,600
employees.   Of these, approximately 2,060 were employed  outside
the  United  States.  The Company's employees are not subject  to
collective  bargaining agreements, and there have  been  no  work
stoppages  due to labor difficulties.  Management of the  Company
believes its relations with employees to be good.


ITEM 2.  PROPERTIES

  The Company's corporate offices and primary development centers
are  located  in  Huntsville,  Alabama.   All  of  the  Company's
business segments have headquarters located within the Huntsville
facilities.  The business segments also maintain sales and support
facilities throughout the world.

   The  Company owns approximately 1,400,000 square feet of space
in  Huntsville  that is utilized for product development,  sales,
and  administration.  The Huntsville facilities also include over
500  acres  of unoccupied land.  The Company maintains sales  and
support  locations  in  major U.S. cities outside  of  Huntsville
through operating leases.

   Outside the U.S., the Company owns approximately 90,000 square
feet of office space, primarily in the United Kingdom.  Sales and
support   facilities  are  leased  in  most  major  international
locations.

   The  Company considers its facilities to be adequate  for  the
immediate future.


ITEM 3.  LEGAL PROCEEDINGS

  The  Company filed a legal action on November 17, 1997, in U.S.
District Court for the Northern District of Alabama, Northeastern
Division  (the "Alabama Court"), charging Intel Corporation  with
unlawful anti-competitive business practices.  Intergraph alleges
that  Intel  attempted to coerce the Company  into  relinquishing
certain  computer hardware patents to Intel through a  series  of
wrongful   acts,   including  interference  with   business   and
contractual  relations,  interference with  technical  assistance
from   third  party  vendors,  breach  of  contract,  negligence,
misappropriation of trade secrets, and fraud based  upon  Intel's
failure  to  promptly notify the Company of  defects  in  Intel's
products  and  timely  correction of such  defects,  and  further
alleging  that Intel infringed upon the Company's  patents.   The
Company's patents (the "Clipper Patents") define the architecture
of  the cache memory of Intergraph's Clipper microprocessor.  The
Company  believes  this architecture is at the  core  of  Intel's
Pentium  line of microprocessors and systems.  Intel's Pentium  4
processor  was  not commercially available at  the  time  of  the
filing of the lawsuit, and the Company has not yet completed  its
infringement  analysis  of  Intel's  Pentium  4  processor.    On
December 3, 1997, the Company amended its complaint to include  a
count  alleging violations of federal antitrust laws.  Intergraph
asserts claims for compensatory and treble damages resulting from
Intel's  wrongful  conduct  and  infringing  acts,  and  punitive
damages  in  an  amount sufficient to punish  and  deter  Intel's
wrongful conduct.  Additionally, the Company requested that Intel
be enjoined from continuing the alleged wrongful conduct which is
anticompetitive and/or violates federal antitrust laws, so as  to
permit  Intergraph uninterrupted development and sale  of  Intel-
based products.

  On  November  21,  1997,  the Company filed  a  motion  in  the
Alabama  Court  to enjoin Intel from disrupting or  delaying  its
supply of products and product information pending resolution  of
Intergraph's legal action.  On April 10, 1998, the Alabama  Court
ruled  in favor of Intergraph and enjoined Intel from any  action
adversely affecting Intel's business relationship with Intergraph
or Intergraph's ability to design, develop, produce, manufacture,
market  or  sell  products incorporating, or  based  upon,  Intel
products  or  information.  On April 16, 1998, Intel appealed  to
the  United States Court of Appeals for the Federal Circuit  (the
"Appeals  Court"),  and on November 5, 1999,  the  Appeals  Court
vacated the preliminary injunction that had been entered  by  the
Alabama  Court.  This ruling by the Appeals Court did not  impact
the  Company's  operations due to an Agreement and Consent  Order
which  Intel  entered into with the Federal Trade  Commission  on
March  17,  1999  not to restrict sales or take coercive  actions
such  as  those  alleged by the Company in  its  lawsuit  against
Intel.

  On  June 17, 1998, Intel filed its answer in the Alabama  case,
which included counterclaims against Intergraph, including claims
that Intergraph had infringed seven patents of Intel.  On July 8,
1998,  the  Company filed its answer to the Intel  counterclaims,
among  other  things  denying  any liability  under  the  patents
asserted  by  Intel.  The Company does not believe  that  Intel's
counterclaims,  including  the  alleged  infringement  of   Intel
patents,  will result in a material adverse consequence  for  the
Company.

  On  June  17,  1998,  Intel filed a motion before  the  Alabama
Court  requesting a determination that Intel is licensed  to  use
the Clipper Patents.  This "license defense" was based on Intel's
interpretation  of  the  Company's acquisition  of  the  Advanced
Processor  Division  of  Fairchild Semiconductor  Corporation  in
1987.   On  September 15, 1998, the Company filed a cross  motion
with  the  Alabama Court requesting summary adjudication  of  the
"license defense" in favor of the Company.  On November 13, 1998,
the  Company  amended  its complaint to  include  two  additional
counts   of  patent  infringement  against  Intel.   The  Company
requested  the  court  to issue a permanent injunction  enjoining
Intel  from further infringement and to order that the  financial
impact of the infringement be calculated and awarded in treble to
Intergraph.   On  June  4, 1999, the Alabama  Court  granted  the
Company's September 15, 1998 motion and ruled that Intel  had  no
license  to  use  the  Company's Clipper  Patents.   However,  on
October  12,  1999, the Alabama Court reversed its June  4,  1999
order  and  dismissed the Company's patent claims  against  Intel
based  upon Intel's "license defense".  The Company appealed  the
Alabama Court's October 12, 1999 order to the United States Court
of  Appeals  for  the  Federal Circuit.  On March  1,  2001,  the
Appeals  Court  reversed the October 12,  1999  decision  of  the
Alabama Court, specifically holding that Intel was never licensed
under  the  Company's Clipper patents.  On March 15, 2001,  Intel
filed a petition for rehearing with the Appeals Court, requesting
that  it  reconsider its March 1, 2001 decision.  A  decision  on
Intel's request is expected to be issued before May 1, 2001.  The
Company believes that the Federal Circuit's March 1, 2001  patent
license  decision  is well supported by law and  fact,  and  will
continue  to aggressively pursue its patent case for the  payment
of  royalties  by  Intel for their use of the  Company's  Clipper
technology in Intel's Pentium line of products.

  On   March  10,  2000,  the  Alabama  Court  entered  an  order
dismissing  the antitrust claims of the Company.  This  dismissal
was  based  in  part  upon a February 17, 2000  decision  by  the
Appeals  Court  in  another case (CSU  v.  Xerox).   The  Company
believes this dismissal to be in error and intends to pursue  its
antitrust  case  against Intel.  On April 26, 2000,  the  Company
appealed this dismissal to the United States Court of Appeals for
the Federal Circuit.  The oral argument for this appeal was heard
on  March  5,  2001.  No decision has been issued by the  Appeals
Court.   However,  on  February 20, 2001, the  US  Supreme  Court
denied  CSU's  request for appeal in CSU v. Xerox.   The  Supreme
Court's denial of CSU's appeal may have an adverse impact on  the
Company's  antitrust  appeal.   However,  the  Company  does  not
believe  that the outcome of the antitrust appeal will materially
affect the Company's remaining claims or the value of the overall
lawsuit.

  On  March  17,  2000, Intel filed a series of  motions  in  the
Alabama Court to dismiss certain Alabama state law claims of  the
Company.   The Company filed its responses to Intel's motions  on
July  17, 2000, together with its own motions to dismiss  certain
Intel  counter-claims.  Intel's responses were filed on  November
3,   2000.   The  Alabama  Court  has  taken  the  motions  under
submission.  No oral argument has been scheduled, and no decision
has been entered by the Alabama Court.

  The  trial  date for this case, previously scheduled  for  June
2000,  has  been continued.  A formal schedule has not  yet  been
entered, and the Company believes that a new trial date will  not
be  scheduled  until after the conclusion of the  pending  Appeal
process.

  During  the  course of the Intel litigation,  the  Company  has
employed a variety of experts to prepare estimates of the damages
suffered by the Company under various claims of injury brought by
the  Company.   The following damage estimates were  provided  to
Intel  in  the August/September 1999 time frame in due course  of
the  litigation  process: estimated damages  for  injury  covered
under  non-patent  claims through June 1999 -  $100  million  and
estimated  additional damages for injury covered under non-patent
claims  through December 2003 - $400 million, subject to present-
value  reduction.   These  numbers are  estimates  only  and  any
recovery  of  damages in this litigation could  be  substantially
less  than  these estimates or substantially greater  than  these
estimates  depending  on  a variety of  factors  that  cannot  be
determined at this time.   Factors that could lead to recovery of
substantially  less  than these estimates include,  but  are  not
limited to, the failure of the Alabama Court or the Appeals Court
to  sustain  the  legal basis for one or more  of  the  Company's
claims, the failure of the jury to award amounts consistent  with
these  estimates, the failure of the Alabama Court or the Appeals
Court  to sustain any jury award in amounts consistent with these
estimates,  the settlement by the Company of the Intel litigation
in  an  amount inconsistent with these estimates, and the failure
of  the  Company  to successfully defend itself  against  Intel's
patent  counterclaims in the Alabama Court  and  in  the  Appeals
Court and a consequential recovery by Intel for damages and/or  a
permanent  injunction against the Company.   Factors  that  could
lead  to  recovery  substantially greater  than  these  estimates
include,  but  are  not limited to, success  by  the  Company  in
recovering  punitive  damages on one or more  of  its  non-patent
claims.

  The  Company  believes it was necessary to  take  legal  action
against Intel in order to defend its former workstation business,
its   intellectual   property,  and  the   investments   of   its
shareholders.    The  Company  is  vigorously   prosecuting   its
positions  and defending against Intel's claims and  believes  it
will  prevail  in  these matters, but at  present  is  unable  to
predict  an outcome.  The Company does expect, however,  that  it
will  continue  to  incur  substantial legal  and  administrative
expenses in connection with the lawsuit.

  The  Company  has other ongoing litigation, none  of  which  is
considered to represent a material contingency for the Company at
this time.  However, any unanticipated unfavorable ruling in  any
of  these  proceedings  could  have  an  adverse  impact  on  the
Company's results of operations and cash flow.



ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SHAREHOLDERS

  None.


EXECUTIVE OFFICERS OF THE COMPANY

   Certain information with respect to the executive officers  of
the Company is set forth below.  Officers serve at the discretion
of the Board of Directors.

Name                   Age              Position                Officer Since
----                   ---              --------                -------------

James F. Taylor Jr.     56  Chief Executive Officer and Director     1977
Roger O. Coupland       54  President, Intergraph Public             1991
                            Safety, Inc.
Graeme J. Farrell       58  Executive Vice President and Managing    1994
                            Director, Asia Pacific Operations
William E. Salter       59  President, Intergraph Government         1984
                            Solutions
K. David Stinson Jr.    47  President, Process and Building          1996
                            Solutions
Preetha R. Pulusani     40  Executive Vice President, Mapping        1997
                            and GIS Solutions
Edward A. Wilkinson     67  Executive Vice President                 1987
Jack C. Ickes           41  Vice President of Corporate Services     2000
David Vance Lucas       39  Vice President and General Counsel       2000
Larry T. Miles          40  Vice President of Finance                2001
Eugene H. Wrobel        58  Vice President and Treasurer             1998

   James  F. Taylor Jr. joined the Company in July 1969,  shortly
after  its formation, and is considered a founder.  He has served
as  a  Director since 1973.  Mr. Taylor was responsible  for  the
design and development of the Company's first commercial computer-
aided-design products and for many application specific products.
He  was  elected  Vice  President  in  1977  and  Executive  Vice
President in 1982.  He assumed management responsibility for  the
Company's  Public  Safety division in 1995.  Effective  March  2,
2000,  he  was  elected  Chief Executive  Officer  of  Intergraph
Corporation.   Mr.  Taylor  holds  degrees  in  mathematics   and
physics.

   Dr.  Roger  O. Coupland joined the Company in 1983 as  project
manager  for the Australian Army AUTOMAP 2 project.   Since  that
time,  he  has  served  as manager of the Company's  Mapping  and
Utilities  division  and subsequently, as the  Company's  Federal
Sales Director.  Dr. Coupland was elected Vice President in 1991,
with   responsibility  for  the  Company's  Dispatch   Management
division,   and  Executive Vice President in  January  2001.   He
currently serves as President of the Company's Intergraph  Public
Safety business segment.  Dr. Coupland holds a First Class Honors
degree  in  Physics and a Ph.D. in Theoretical Physics  from  The
University of Nottingham, England.

   Graeme J. Farrell joined the Company in February 1986  as  the
Financial  Controller for Intergraph's subsidiaries in  Australia
and  New  Zealand.   In 1987, the Company appointed  him  Finance
Director  for  its  Asia Pacific region.   He  was  elected  Vice
President of Business Operations for Asia Pacific in 1994, and in
August  1999 he was elected Executive Vice President.   Prior  to
joining  the  Company,  Mr. Farrell was  involved  in  accounting
software  development for five years, and prior to  that  he  was
Finance  director  of Dennison Manufacturing's  (USA)  Australian
operations for five years.  Mr. Farrell is a Chartered  Secretary
and qualified accountant holding a public practice certificate.

   Dr. William E. Salter joined the Company in April 1973.  Since
that  time, he has served in several managerial positions in  the
Company's  Federal Systems business and as Director of  Marketing
Communications.  Dr. Salter was elected Vice President in  August
1984  and is currently an Executive Vice President of the Company
and  President of Intergraph Government Solutions.   He  holds  a
doctorate in electrical engineering.

   K.  David  Stinson Jr. joined the Company in 1996.   Prior  to
joining  the  Company,  Mr. Stinson acted as  Vice  President  of
Engineering  and  Nuclear  Projects  for  the  Tennessee   Valley
Authority ("TVA"), the nation's largest government owned electric
power  utility.   Before joining TVA, he was  founder  and  Chief
Executive Officer of Digital Engineering, with responsibility for
developing  software to assist with the operations,  maintenance,
and  environmental qualification of nuclear facilities and  other
process plants.  Mr. Stinson was elected Executive Vice President
in  1996  and  currently  serves as President  of  the  Company's
Process  and  Building  Solutions  business  segment.   He  is  a
graduate of the U.S. Air Force Academy and holds a masters degree
in management administration science.

   Preetha  R. Pulusani joined the Company in 1980 as a  software
engineer, and since that time has held several positions  in  the
areas of marketing and development of mapping technology for  the
Company.   She was elected Vice President in 1997 and has  served
as  Executive Vice President, with responsibility for the Mapping
and  Geographic Information Systems business of Intergraph, since
August  1998.  Ms. Pulusani holds a master's degree  in  computer
science.

   Edward A. Wilkinson joined the Company in 1985 as Director  of
Government  Relations.  He was elected Vice President of  Federal
Systems  in 1987 and Executive Vice President in 1994.  Prior  to
joining  the Company, Mr. Wilkinson served 34 years in  the  U.S.
Navy,  retiring  with  the  rank of Rear  Admiral.   He  holds  a
master's degree in mechanical engineering.

   Jack C. Ickes joined the Company in January 1991.  Since  that
time,  he  has held several managerial positions in the Company's
hardware   business.    He  was  elected  a  Vice  President   of
Intergraph Computer Systems in July 1999 and  a Vice President of
the  Company in December 2000.  Mr. Ickes currently serves as the Vice
President of Corporate Services.  He holds a bachelor of  science
degree in electrical engineering.

  David  Vance  Lucas  joined the Company  in  1994  as  a  staff
attorney  responsible for corporate, commercial and  intellectual
property  representation.  He was promoted to Senior  Counsel  in
1997 and elected Vice President and General Counsel in 2000.  Mr.
Lucas  continues  to  represent the Company in  the  areas  noted
above,  as well as managing the Company's litigation.   Prior  to
joining the Company, Mr. Lucas was a partner with the law firm of
Johnson, Johnson & Moore.  He is admitted to practice before  the
United  States Supreme Court, United States Court of Appeals  for
the  Federal  Circuit and the Eleventh Circuit, as  well  as  the
Federal  and  State  Courts within Alabama.  Mr.  Lucas  holds  a
bachelor's degree in corporate finance and economics and a  juris
doctor in law.

   Larry T. Miles joined the Company in 1988 as a tax accountant,
and since that time has held several positions in the finance and
accounting  areas.   He  has served as the  Company's  Management
Reporting  Manager since 1998 and was elected Vice  President  of
Finance  in  March  2001.  Before joining Intergraph,  Mr.  Miles
worked in public accounting for six years.  He holds a bachelor's
degree in accounting and is a certified public accountant.

  Eugene H. Wrobel joined the company in 1982 as Finance Director
in Europe.  He returned to the U.S. in August 1985 as Director of
International Finance, and in January 1990 was appointed Director
of  Business  Operations  for the Americas  (the  United  States,
Canada,  and  Latin America).  He transferred into  the  Treasury
Department  in  April  1998 and was elected  Vice  President  and
Treasurer  in  November 1998.  He holds a  bachelor's  degree  in
accounting and is a certified public accountant.





                             PART II


ITEM 5.   MARKET  FOR  THE COMPANY'S COMMON STOCK AND  RELATED
          SHAREHOLDER MATTERS

   The  information appearing under "Dividend Policy" and  "Price
Range  of Common Stock" on page 60 of the Intergraph Corporation
2000  annual report to shareholders is incorporated by  reference
in this Form 10-K annual report.


ITEM 6.   SELECTED FINANCIAL DATA

   Selected financial data for the five years ended December  31,
2000  appearing under "Five Year Financial Summary" on the inside
front  page of the Intergraph Corporation 2000 annual  report  to
shareholders  is  incorporated by reference  in  this  Form  10-K
annual report.


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

  Management's Discussion and Analysis of Financial Condition and
Results  of  Operations appearing on pages 16 to 32 of  the
Intergraph  Corporation  2000 annual report  to  shareholders  is
incorporated by reference in this Form 10-K annual report.


ITEM 7A.  QUANTITATIVE  AND QUALITATIVE DISCLOSURES ABOUT  MARKET
          RISK

   Information relating to the Company's market risks appearing
under   "Impact  of  Currency  Fluctuations  and  Currency   Risk
Management" and "Liquidity and Capital Resources" in Management's
Discussion  and  Analysis of Financial Condition and  Results  of
Operations  appearing  on  pages 27 to  32  of  the  Intergraph
Corporation 2000 annual report to shareholders is incorporated by
reference in this Form 10-K annual report.


ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

  The consolidated financial statements and report of independent
auditors   appearing  on  pages  33 to  60  of  the   Intergraph
Corporation  2000 annual report to shareholders are  incorporated
by reference in this Form 10-K annual report.


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

  None.



                            PART III


ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY

   The  information appearing under "Election of  Directors"  and
"Section 16(a) Beneficial Ownership Reporting Compliance"
on  pages   4  to 7 of the Intergraph Corporation  proxy
statement  relative to the annual meeting of shareholders  to  be
held May 17, 2001, is incorporated by reference in this Form 10-K
annual  report.  Directors are elected for terms of one  year  at
the annual meeting of the Company's shareholders.

   Information relating to the executive officers of the  Company
appearing under "Executive Officers of the Company" on  pages  12
to  13 in this Form 10-K annual report is incorporated herein  by
reference.


ITEM 11.   EXECUTIVE COMPENSATION

   The  information  appearing under "Executive Compensation"  on
pages  7  to  15  of the Intergraph Corporation proxy  statement
relative to the annual meeting of shareholders to be held May 17,
2001,  is  incorporated  by reference in this  Form  10-K  annual
report.


ITEM  12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL  OWNERS  AND
           MANAGEMENT

   The information appearing under "Common Stock Outstanding  and
Principal  Shareholders"  on pages 1 to  4  of  the  Intergraph
Corporation  proxy  statement relative to the annual  meeting  of
shareholders  to  be  held  May  17,  2001,  is  incorporated  by
reference in this Form 10-K annual report.


ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

  None.


                             PART IV


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

                                                                   Page in
                                                               Annual Report *
                                                               ---------------

(a) 1) The following consolidated financial statements of
         Intergraph Corporation and subsidiaries and the
         report  of  independent  auditors  thereon  are
         incorporated by reference from the Intergraph
         Corporation 2000 annual report to shareholders:

         Consolidated Balance Sheets at December 31, 2000
         and  1999                                                      33

         Consolidated Statements of Operations for the
         three years ended December 31, 2000                            34

         Consolidated Statements of Cash Flows for the
         three years ended December 31, 2000                            35

         Consolidated  Statements of Shareholders' Equity
         for the three years ended December 31, 2000                    36

         Notes to Consolidated Financial Statements                   37-59

         Report of Independent Auditors                                 60

    * Incorporated by reference from the indicated pages of the 2000 annual
      report to shareholders.

                                                                     Page in
                                                                    Form 10-K
                                                                    ---------

    2) Financial Statement Schedule:

       Schedule  II  -  Valuation and Qualifying Accounts
       and Reserves for the three years ended
       December 31, 2000                                                20

  All other schedules are omitted because they are not applicable
or  the required information is shown in the financial statements
or notes thereto.

   Financial statements of 50%-or-less-owned companies have  been
omitted  because the registrant's proportionate share  of  income
before  income  taxes  of  the companies  is  less  than  20%  of
consolidated income before income taxes, and the investments in and
advances to the companies are less than 20% of consolidated total
assets.

    3) Exhibits

                                                                     Page in
       Number             Description                               Form 10-K
       ------             -----------                               ---------

        3(a)  Certificate of Incorporation, Bylaws, and Certificate
              of Merger (1).

        3(b)  Amendment to Certificate of Incorporation (2).

        3(c)  Restatement of Bylaws (3).

        4     Shareholder Rights Plan, dated August 25, 1993 (4)
              and amendment dated March 16, 1999 (10).

      10(a)*  Employment Contract of Manfred Wittler dated
              November 1, 1989 (5) and amendments dated
              February 18, 1998 (8) and June 7, 1999 (12).

      10(b)   Amended and Restated Loan and Security Agreement,
              by and between Intergraph  Corporation and Foothill
              Capital Corporation, dated November 30, 1999 (12).

      10(c)*  Intergraph Corporation 1997 Stock Option Plan (6)
              and amendment dated January 11, 1999 (11).

      10(d)   Indemnification Agreement between Intergraph
              Corporation and each member of the Board of Directors
              of the Company dated June 3, 1997 (7).

      10(e)*  Intergraph Corporation Nonemployee Director Stock
              Option Plan (8).

      10(f)   Asset Purchase Agreement by and among SCI Technology,
              Inc. as Buyer and Intergraph Corporation as Seller
              dated November  13, 1998, with Exhibits and
              Schedule 1 (9).

      10(g)*  Employment Contract of John W. Wilhoite dated
              August 23, 1999.

      10(h)*  Employment Contract of Graeme J. Farrell dated
              March 26, 1997.

      10(i)*  Employment Contract of Lewis N. Graham, Jr. dated
              February 6, 2001.

      10(j)*  Z/I Imaging Corporation 1999 Stock Option Plan.

      10(k)*  Z/I Imaging Corporation 2000 Stock Option Plan.

      13     Portions of the Intergraph Corporation 2000 Annual
             Report to Shareholders incorporated  by reference
             in this Form  10-K  Annual Report
      21     Subsidiaries of the Company                                21
      23     Consent of Independent Auditors                            22
      99     Consent of Linda L. Green

   *Denotes management contract or compensatory plan, contract, or
    arrangement required to be filed as an Exhibit to this Form 10-K

------------

     (1)  Incorporated by reference to exhibits filed with the
          Company's Quarterly Report on Form 10-Q for the quarter
          ended  June  30, 1984, under the Securities Exchange Act
          of 1934, File No. 0-9722.

     (2)  Incorporated by reference to exhibits filed with the
          Company's Quarterly Report on Form 10-Q for the quarter
          ended  March 31, 1987, under  the  Securities Exchange
          Act of 1934, File No. 0-9722.

     (3)  Incorporated by reference to exhibits filed with the
          Company's Quarterly Report on Form 10-Q for the quarter
          ended June  30, 1993, under  the  Securities Exchange
          Act of 1934, File No. 0-9722.

     (4)  Incorporated by reference to exhibits filed with the
          Company's Current Report on Form 8-K dated August 25, 1993,
          under the Securities Exchange Act of 1934, File No. 0-9722.

     (5)  Incorporated by reference to exhibits filed with the
          Company's Annual Report on Form 10-K for the year ended
          December 31, 1992, under the Securities Exchange Act of
          1934, File No. 0-9722.

     (6)  Incorporated by reference to exhibits filed with the
          Company's Annual Report on Form 10-K for the year ended
          December 31, 1996, under the Securities Exchange Act of
          1934, File No. 0-9722.

     (7)  Incorporated by reference to exhibits filed with the
          Company's Quarterly Report on Form 10-Q for the quarter
          ended June 30, 1997, under  the  Securities Exchange Act
          of 1934, File No. 0-9722.

     (8)  Incorporated by reference to exhibits filed with the
          Company's Annual Report on Form 10-K for the year ended
          December 31, 1997, under  the  Securities Exchange Act of
          1934, File No. 0-9722.

     (9)  Incorporated by reference to exhibits filed with the
          Company's Current Report on Form 8-K dated November 13, 1998,
          under the Securities Exchange  Act  of 1934, File No. 0-9722.

    (10)  Incorporated by reference to exhibits filed with the Company's
          Annual Report on Form 10-K for the  year ended December 31, 1998,
          under the Securities Exchange Act of 1934, File No. 0-9722.

    (11)  Incorporated by reference to exhibit filed with the Company's
          Registration Statement on Form S-8 dated May 24, 1999, under
          the Securities Exchange Act  of 1933, File No. 333-79137.

    (12)  Incorporated by reference to exhibits filed with the Company's
          Annual Report on Form 10-K for the  year ended December 31, 1999,
          under the Securities Exchange Act of 1934, File No. 0-9722.

----------

(b)  Reports on Form 8-K - on December 22, 2000, the Company  filed
     a Current Report on Form 8-K, reporting a resolution  by  the
     Company's Board of Directors to terminate the Company's  Stock
     Bonus  Plan.   See Note 11 of Notes to Consolidated  Financial
     Statements  contained  in the Company's  2000  annual  report,
     portions  of which are incorporated by reference in this  Form
     10-K annual report, for further discussion.

(c)  Exhibits  -  the  response  to this  portion  of  Item  14  is
     submitted as a separate section of this report.

(d)  Financial  statement schedules - the response to this  portion
     of Item 14 is submitted as a separate section of this report.

----------

Information  contained in this Form 10-K annual  report  includes
statements that are forward looking as defined in Section 21E  of
the Securities Exchange Act of 1934.  Actual results could differ
materially   from   those  projected  in  the   forward   looking
statements.   Information  concerning factors  that  could  cause
actual  results  to differ materially from those in  the  forward
looking  statements is contained in the "Management's  Discussion
and  Analysis  of Financial Condition and Results of  Operations"
section  of the Company's 2000 annual report, portions  of  which
are incorporated by reference in this Form 10-K annual report.



                           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.


                     INTERGRAPH CORPORATION

                    By /s/ James F. Taylor Jr.     Date: March 22, 2001
                      ------------------------
                        James F. Taylor Jr.
                      Chief Executive Officer
                   (Principal 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.


                                                                   Date
                                                                   ----

                             Chairman of the Board            March __, 2001
--------------------------
   James W. Meadlock


/s/ James F. Taylor Jr.      Chief Executive Officer
--------------------------   and Director                     March 22, 2001
James F. Taylor Jr.


/s/ Lawrence R. Greenwood    Director                         March 23, 2001
--------------------------
 Lawrence R. Greenwood


/s/ Larry J. Laster          Director                         March 22, 2001
--------------------------
    Larry J. Laster


/s/ Thomas J. Lee            Director                         March 26, 2001
--------------------------
     Thomas J. Lee


/s/ Sidney L. McDonald       Director                         March 23, 2001
--------------------------
   Sidney L. McDonald


                             Director                         March __, 2001
--------------------------
     Joe C. Moquin


                             Director                         March __, 2001
--------------------------
   Robert E. Thurber


/s/   Larry  T.  Miles       Vice President of Finance        March 22, 2001
--------------------------    (Principal Financial and
      Larry T. Miles            Accounting Officer)






              INTERGRAPH CORPORATION AND SUBSIDIARIES

  SCHEDULE II ---- VALUATION AND QUALIFYING ACCOUNTS AND RESERVES



   Column A                Column B     Column C       Column D      Column E
---------------------     -----------  ----------     -----------  -------------
                                       Additions
                          Balance at   charged to
                          beginning    costs and                    Balance at
   Description            of period     expenses       Deductions  end of period
---------------------     -----------  ----------     -----------  -------------
Allowance for doubtful
accounts deducted
from accounts
receivable in
the balance sheet   2000  $16,066,000   5,507,000      3,404,000 (1) $18,169,000
                    1999  $13,814,000   6,900,000      4,648,000 (1) $16,066,000
                    1998  $14,488,000   3,168,000      3,842,000 (1) $13,814,000





Allowance for
obsolete inventory
deducted from
inventories in the
balance sheet       2000  $33,896,000  16,089,000 (3) 21,429,000 (2) $28,556,000
                    1999  $31,249,000  23,187,000 (4) 20,540,000 (2) $33,896,000
                    1998  $36,508,000  19,346,000     24,605,000 (2) $31,249,000





(1) Uncollectible accounts written off, net of recoveries.

(2) Obsolete inventory reduced to net realizable value.

(3) Includes a $4.7 million inventory write-down resulting from
    the Company's exit of the hardware development and design business
    in third quarter 2000.

(4) Includes a $7 million inventory write-down resulting from the
    Company's exit from the personal computer and
    generic server businesses in third quarter 1999.