----

----

**FORM10-Q**

**SECURITIESAND EXCHANGE COMMISSION****Washington, D.C. 20549**

**(MarkOne)**
| ý | **QUARTERLY REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934** |
|--------|----------------------------------------------------------------------------------------------|

**For theQuarterly Period Ended June 30, 2001**

**or**
| o | **TRANSITION REPORT  PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934** |
|---|-----------------------------------------------------------------------------------------------|

**For the Transition Period From __________ To __________**

**Commission file number  0-20614**

| **THE ROTTLUND COMPANY, INC.******                       |
|----------------------------------------------------------|
| (Exact name of  registrants as specified in its charter) |

 

| **MINNESOTA******                                                                   | **41-1228259******                    |
|-------------------------------------------------------------------------------------|---------------------------------------|
| (State or other  jurisdiction of incorporation or organization                      | (I.R.S. Employer  Identification No.) |
|                                                                                |                                  |
| **3065  Centre Pointe Drive, Roseville, MN******                                    | **55113******                         |
| (Address of principal  executive offices)                                           | (Zip Code)                            |
| **(651)  638-0500******                                                             |
| (Registrant’s  telephone number, including area code)                          |
|                                                                                |
| **Not  Applicable******                                                             |
| (Former name, former  address and former fiscal year, if changed since last report) |

Indicate by check mark whether theregistrant (1) has filed all reports required to be filed by Section 13 or15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (orfor 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  ý  No  o

The number of shares outstanding of theRegistrant’s common stock, par value $.10 per share, at July 31, 2001 was5,852,572 shares.

----

----

 

**THEROTTLUND COMPANY, INC. AND SUBSIDIARIES**

**INDEX**

| PART I.    | FINANCIAL  INFORMATION                                                                  |
|------------|-----------------------------------------------------------------------------------------|
|       |                                                                                    |
| Item 1.    | Financial Statements                                                                    |
|       |                                                                                    |
|       | Consolidated balance sheets  – June 30, 2001 and March 31, 2001                    |
|       |                                                                                    |
|       | Consolidated  statements of operations – Three months ended June 30, 2001 and 2000 |
|       |                                                                                    |
|       | Consolidated  statements of cash flows – Three months ended June 30, 2001 and 2000 |
|       |                                                                                    |
|       | Notes to  consolidated financial statements                                             |
|       |                                                                                    |
| Item 2.    | Management's  Discussion and Analysis of Financial Condition and Results of Operations  |
|       |                                                                                    |
| PART II.   | OTHER INFORMATION                                                                       |
|       |                                                                                    |
| SIGNATURES |                                                                                    |

 

 

 

 

 

Part I.  FinancialInformationItem 1.  FinancialStatements

 

ConsolidatedBalance Sheets – UnauditedAs of(In thousands, except per share data)

|                                                 | June 30, 2001                                                                                                |    | March 31, 2001 |   |
|------------------------------------------------------|--------------------------------------------------------------------------------------------------------------|---------|----------------|--------|
|                                                 |                                                                                                              |    |                |   |
|                                                 |                                                                                                         |    |           |   |
|                                                 |                                                                                                         |    |           |   |
|                                                 | **ASSETS**                                                                                                   |    |           |   |   |
|                                                 |                                                                                                         |    |           |   |
| Cash and cash equivalents                            | $                                                                                                            | 792     |           | $      | 7,079 |   |
| Escrow and other receivables                         | 2,073                                                                                                        |    | 2,444          |   |
| Land, development costs and finished lots            | 65,699                                                                                                       |    | 55,254         |   |
| Residential housing completed and under construction | 37,132                                                                                                       |    | 29,421         |   |
| Property and equipment, net                          | 628                                                                                                          |    | 634            |   |
| Deferred taxes                                       | 3,499                                                                                                        |    | 3,499          |   |
| Other assets                                         | 5,397                                                                                                        |    | 5,416          |   |
|                                                 |                                                                                                              |    |                |   |
|                                                 | $                                                                                                            | 115,220 |           | $      | 103,747 |   |
|                                                 |                                                                                                              |    |                |   |
|                                                 |                                                                                                         |    |           |   |
|                                                 |                                                                                                         |    |           |   |
|                                                 | **LIABILITIES AND SHAREHOLDERS' EQUITY**                                                                     |    |           |   |   |
|                                                 |                                                                                                         |    |           |   |
| Liabilities:                                         |                                                                                                         |    |           |   |
|                                                 | Revolving credit facility                                                                                    | $       | 41,000         |   | $ | 29,950 |   |
|                                                 | Mortgage notes payable                                                                                       | 4,395   |           | – |   |
|                                                 | Accounts payable                                                                                             | 14,239  |           | 15,823 |   |
|                                                 | Accrued expenses                                                                                             | 8,103   |           | 9,535  |   |
|                                                 | Income taxes payable                                                                                         | 1,250   |           | 3,493  |   |
|                                                 |                                                                                                         |         |           |        |   |
|                                                 | Total liabilities                                                                                            | 68,987  |           | 58,801 |   |
|                                                 |                                                                                                         |         |           |        |   |
|                                                 |                                                                                                         |    |           |   |
| Shareholders' equity:                                |                                                                                                         |    |           |   |
|                                                 | Preferred stock, $.10 par value, 10,000 shares authorized; none  issued                                      | –  |           | – |   |
|                                                 | Common stock, $.10 par value, 40,000 shares authorized; issued  and outstanding 5,852 and 5,852 respectively | 585     |           | 585    |   |
|                                                 | Paid-in capital                                                                                              | 11,512  |           | 11,512 |   |
|                                                 | Other comprehensive income                                                                                   | (275    | )              | – |   |
|                                                 | Retained earnings                                                                                            | 34,411  |           | 32,849 |   |
|                                                 |                                                                                                         |         |           |        |   |
|                                                 | Total shareholders' equity                                                                                   | 46,233  |           | 44,946 |   |
|                                                 |                                                                                                         |         |           |        |   |
|                                                 | $                                                                                                            | 115,220 |           | $      | 103,747 |   |
|                                                 |                                                                                                              |    |                |   |
|                                                      |                                                                                                              |         |                |        |  |  |  |  |

See accompanying notes to consolidated financial statements

 

Consolidated Statements of Operations – Unaudited(in thousands, except per share data)

|                                                               | For the Three Months  Ended June 30, |   |
|--------------------------------------------------------------------|--------------------------------------|--------|
|                                                               |                                      |
|                                                               | 2001                                 |   | 2000 |   |
|                                                               |                                      |   |  |   |
|                                                               |                                 |   |   |   |
| Net sales                                                          | $                                    | 48,439 |   | $ | 49,605 |   |
| Cost of sales                                                      | 39,955                               |   | 42,093 |   |
|                                                               |                                      |   |  |   |
|                                                               | 8,484                                |   | 7,512 |   |
|                                                               |                                 |   |   |   |
|                                                               |                                 |   |   |   |
| Selling, general and administrative expense                        | 6,063                                |   | 5,720 |   |
|                                                               |                                      |   |  |   |
| Operating income                                                   | 2,421                                |   | 1,792 |   |
|                                                               |                                 |   |   |   |
| Other income (expense):                                            |                                 |   |   |   |
|                                                               | Interest expense                     | (1     | ) | (506 | ) |
|                                                               | Other income                         | 184    |   | 156 |   |
|                                                               |                                      |   |  |   |
|                                                               |                                 |   |   |   |
| Income before provision for income taxes and extraordinary  charge | 2,604                                |   | 1,442 |   |
| Extraordinary charge, net of tax                                   | –                               |   | 612 |   |
|                                                               |                                      |   |  |   |
| Provision for income taxes                                         | 1,042                                |   | 577 |   |
|                                                               |                                      |   |  |   |
| Net income                                                         | $                                    | 1,562  |   | $ | 253 |   |
|                                                               |                                      |   |  |   |
|                                                               |                                 |   |   |   |
| Basic and diluted earnings per share:                              |                                 |   |   |   |
|                                                               | Income before extraordinary charge   | $      | 0.27 |   | $ | 0.14 |   |
|                                                               | Extraordinary charge                 | – |   | (0.10 | ) |
|                                                               |                                      |   |  |   |
|                                                               | Net earnings per share               | $      | 0.27 |   | $ | 0.04 |   |
|                                                               |                                      |   |  |   |
|                                                               |                                 |   |   |   |
|                                                               | Weighted average shares outstanding  | 5,853  |   | 5,852 |   |
|                                                               |                                 |        |   |  |   |

Seeaccompanying notes to consolidated financial statements

 

Consolidated Statements of Cash Flows – Unaudited(In thousands)

|                                                | For the Three Months Ended  June 30,                                               |    |
|-----------------------------------------------------|------------------------------------------------------------------------------------|---------|
|                                                |                                                                                    |    |
|                                                | 2001                                                                               |    | 2000 |   |
|                                                |                                                                                    |    |  |   |
|                                                |                                                                               |    |   |   |
| OPERATING ACTIVITIES:                               |                                                                               |    |   |   |
|                                                |                                                                               |    |   |   |
|                                                | Net income before extraordinary charge                                             | $       | 1,562 |   | $ | 865 |   |
|                                                | Extraordinary charge                                                               | –  |   | (612 | ) |
|                                                | Adjustments to reconcile net income to net cash provided by  operating activities: |    |   |   |   |
|                                                | Depreciation                                                                       | 97      |   | 127 |   |
|                                                | Changes in operating items:                                                        |    |   |   |   |
|                                                | Escrow and other receivables                                                       | 371     |   | (97 | ) |
|                                                | Land, development costs and finished lots                                          | (10,445 | ) | 1,600 |   |
|                                                | Residential housing completed and under construction                               | (7,711  | ) | (10,344 | ) |
|                                                | Deferred financing costs and other assets                                          | 19      |   | (2,307 | ) |
|                                                | Accounts payable                                                                   | (2,042  | ) | 922 |   |
|                                                | Accrued liabilities                                                                | (1,432  | ) | (1,048 | ) |
|                                                | Income taxes payable                                                               | (2,060  | ) | (31 | ) |
|                                                |                                                                               |         |   |  |   |
|                                                | Net cash (used for) operating activities                                           | (21,641 | ) | (10,925 | ) |
|                                                |                                                                                    |    |  |   |
|                                                |                                                                               |    |   |   |
| INVESTING ACTIVITIES:                               |                                                                               |    |   |   |
|                                                | Purchase of property and equipment, net                                            | (91     | ) | (75 | ) |
|                                                |                                                                               |         |   |  |   |
|                                                |                                                                               |    |   |   |
| FINANCING ACTIVITIES:                               |                                                                               |    |   |   |
|                                                | Proceeds (Repayments) from mortgage notes payable                                  | 4,395   |   | (259 | ) |
|                                                | Proceeds from  revolving  credit facility, net                                | 11,050  |   | 26,325 |   |
|                                                | Repayment of Senior Notes Payable                                                  | –  |   | (21,846 | ) |
|                                                |                                                                               |         |   |  |   |
|                                                | Net cash provided by financing activities                                          | 15,445  |   | 4,220 |   |
|                                                |                                                                               |         |   |  |   |
|                                                |                                                                               |    |   |   |
| NET DECREASE IN CASH AND CASH EQUIVALENTS           | (6,287                                                                             | )       | (6,780 | ) |
|                                                |                                                                               |    |   |   |
| CASH AND CASH EQUIVALENTS:                          |                                                                               |    |   |   |
|                                                | Beginning of period                                                                | 7,079   |   | 8,087 |   |
|                                                |                                                                               |         |   |  |   |
|                                                |                                                                               |    |   |   |
|                                                | End of period                                                                      | $       | 792 |   | $ | 1,307 |   |
|                                                |                                                                               |         |   |  |   |
|                                                |                                                                               |    |   |   |
| SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION: |                                                                               |    |   |   |
|                                                | Cash paid for interest, net of $713 and $600 capitalized,  respectively            | $       | 1 |   | $ | 506 |   |
|                                                |                                                                               |         |   |  |   |
|                                                | Cash paid for income taxes                                                         | $       | 3,100 |   | $ | 193 |   |
|                                                |                                                                               |         |   |  |   |
|                                                |                                                                               |    |   |   |
|                                                     |                                                                                    |         |  |  |  |  |  |  |  |  |

Seeaccompanying notes to consolidated financial statements

 

**NOTES TO CONSOLIDATED FINANCIALSTATEMENTS****(UNAUDITED)**

1.          General

The consolidated financial statementsincluded herein have been prepared by the Company without audit, in accordancewith generally accepted accounting principles, and pursuant to the rules andregulations of the Securities and Exchange Commission.  These interim financial statements should beread in conjunction with the consolidated financial statements and notes in theCompany's annual report on form 10-K for the year ended March 31, 2001 as filedwith the Securities and Exchange Commission. In the opinion of management of the Company, these financial statementscontain all adjustments of a normal recurring nature necessary to presentfairly the financial position, results of operations and cash flows of theCompany for the interim periods presented.

The Company has experienced, and expectsto continue to experience significant variability in quarterly net sales andnet income.  Operating results for thethree month period ending June 30, 2001 are not necessarily indicative of theresults that may be expected for the year ending March 31, 2002.

2.          RevolvingCredit Facility to Bank

As of June 30, 2001, the Company had aline-of-credit arrangement with a bank totaling $50,000,000, with interest atthe bank’s prime rate (as of June 30, 2001 that rate was 6.75%).  Borrowings outstanding at June 30, 2001 were$41,000,000 under this arrangement.  Inaddition, there were $1,794,000 letters of credit outstanding under thisarrangement at June 30, 2001.  As ofJune 30, 2001 the Company was in compliance with debt covenants under thisrevolving facility.

3           Derivatives

The company adopted SFAS No. 133,“Accounting for Derivative Instruments and Hedging Activities,” as of April 1,2001.  SFAS No. 133 establishesaccounting and reporting standards requiring that every derivative instrumentbe recorded in the balance sheet as either an asset or liability measured atits fair value.  SFAS No. 133 requiresthat changes in the derivative’s fair value be recognized currently in earningsunless specific hedge criteria are met and requires that a company mustformally document, designate and assess the effectiveness of transactions thatreceive hedge accounting.

The Company’s revolving credit agreementhas variable rate borrowings based on the prime rate. To minimize the Company’sexposure to the risk of changes in its interest payments attributable tochanges in interest rates, the Company entered into an interest rate swap inJuly 2000. Company has designated this interest rate swap as a hedge.

As a result of the adoption of SFAS No.133, the Company recorded in the first quarter of fiscal 2002, the cumulativeeffect of a change in accounting principle to other comprehensive income (loss)of $(458,000), net of $(183,000) tax benefit, which will be reclassified toearnings through the expiration of the interest rate swap in July, 2002.

Item2.

**MANAGEMENT'S DISCUSSION ANDANALYSIS OFFINANCIAL CONDITION AND RESULTS OF OPERATIONS**

**General**

The following table sets forth certaininformation regarding the Company's operations for the periods indicated.

|                     | Percentage  of Net Sales                                           |   |
|--------------------------|--------------------------------------------------------------------|--------|
|                     |                                                                    |
|                     | For  The Three Months  Ended June 30                               |   |
|                     |                                                                    |   |
|                     | 2001                                                               |   | 2000 |   |
|                     |                                                                    |   |  |   |
|                     |                                                               |   |   |   |
| Net sales                | 100.0                                                              | %      | 100.0 | % |
| Cost of sales            | 82.5                                                               |   | 84.9 |   |
|                     |                                                                    |   |  |   |
|                     | Gross profit                                                       | 17.5   |   | 15.1 |   |
|                     |                                                               |   |   |   |
|                     | Selling, general and  administrative expense                       | 12.5   |   | 11.5 |   |
|                     |                                                                    |   |  |   |
| Operating income         | 5.0                                                                |   | 3.6 |   |
|                     |                                                               |   |   |   |
| Other income  (expense): |                                                               |   |   |   |
|                     | Interest expense                                                   | – |   | (1.0 | ) |
|                     | Other income                                                       | 0.4    |   | 0.3 |   |
|                     |                                                               |        |   |  |   |
|                     | Income before  provision for income taxes and extraordinary charge | 5.4    |   | 2.9 |   |
|                     | Extraordinary loss,  net of tax                                    | – |   | 1.2 |   |
|                     |                                                               |        |   |  |   |
|                     | Provision for income  taxes                                        | 2.2    |   | 1.2 |   |
|                     |                                                               |        |   |  |   |
|                     | Net income                                                         | 3.2    | % | 0.5 | % |
|                     |                                                               |        |   |  |   |
|                     |                                                               |   |   |   |
|                     | Number of homes closed                                             | 228    |   | 297 |   |
|                     |                                                               |        |   |  |   |
|                     |                                                               |   |   |   |

**Backlog**

Thefollowing table sets forth the Company's backlog as of the dates indicated:

| June  30, |   | Number  of  Homes |   | Sales  Value |   |
|-----------|--------|-------------------|--------|--------------|--------|
|           |   |                   |   |              |   |
|      |   |              |   |         |   |
| 2001      |   | 648               |   | $135,500,000 |   |
| 2000      |   | 616               |   | $123,318,000 |   |

As a cautionary note to investors,certain matters discussed in this management discussion and analysis areforward looking statements within the meaning of the Private SecuritiesLitigation Act of 1995.  Such mattersinvolve risks and uncertainties, including changes in economic conditions andinterest rates, increases in raw material and labor costs, weather conditions,and general competitive factors that may cause actual results to differmaterially.

**Resultsof Operations**

**ThreeMonths Ended June 30, 2001 Compared to Three Months EndedJune 30, 2000**

Netsales were $48.4 million for the three months ended June 30, 2001 as comparedto $49.6 million, a decrease of $1.2 million or 2.4%. The decrease was theresult of a 23.2% decline in the number of homes closed by the Company to 228units for the three months ended June 30, 2001, from 297 units during the sameperiod in 2000.  The decrease in thenumber of homes sold is directly related to the Company's exiting the Orlando,Ft Myers and Indianapolis markets and weather delays experienced in spring 2001construction.  On a remaining marketbasis, primarily due to the weather delays, homes closed decreased 10.6%. Thebacklog at June 30, 2001 is 648 homes representing $135.5 million in revenuecompared to 616 homes and $123.3 million in revenue last year.  The average selling price of a homeincreased 27.2% to $212,500, during the three months ended June 30, 2001 from$167,000 for the comparable period in 2000. This increase was the result of higher selling prices as well as ahigher percentage of single family homes, which have higher selling prices thanmulti-family homes, closing in the current year compared to last year.  Single family homes represented  43% of the homes closed in the quarter comparedto 26% last year.

Grossprofit increased by 13.3%, to $8.5 million for the three months ended June 30,2001, from $7.5 million for the comparable period of 2000.  The gross profit margin increased to 17.5%for the three months ended June 30, 2001 from 15.1% for the comparable periodof 2000.  The increased gross profitmargin was primarily due to higher average selling prices and decreased directcosts as a percentage of sales.

Selling,general and administrative expenses increased by 7.0% to $6.1 million in thethree months ended June 30, 2001, from $5.7 million for the comparable periodof 2000.  As a percentage of net sales,selling, general and administrative expense increased to 12.5% for the threemonth period ended June 30, 2001, from 11.5% for the same period in 2000.  Insurance, real estate taxes and model homelease costs were the items with significant increases in the quarter comparedto last year.

Interestexpense before capitalization, decreased to $714,000 for the three months endedJune 30, 2001, from $1,106,000 for the comparable period in 2000.  The decrease in interest expense isprimarily due to the Company’s lower borrowing needs and lower interest ratesfor the three months ended June 30, 2001 compared to the three months endedJune 30, 2000.  The Company capitalizescertain interest costs for land development and includes such capitalizedinterest in cost of home sales when the related homes are delivered topurchasers.  Interest expense, net ofinterest capitalization, was $1,000 in the quarter ended June 30, 2001, ascompared to $506,000 in the same period in 2000.

 The Company had $23,069,000 in senior notes,which were retired in April 2000 and replaced with the revolving creditline.  In connection with the retirementof the senior debt, the Company incurred an extraordinary charge of $612,000,net of tax of $410,000 in the three months ending June 30, 2000.

TheCompany’s effective tax rate for both periods was approximately 40%, whichreflects the federal statutory rate plus state taxes, net of federal income taxbenefit.

Asa result of the above, net income increased to $1,562,000 ($0.27 per sharebasic and diluted) in fiscal 2001 from $253,000 ($0.04 per share basic anddiluted) in fiscal 2000.

**Liquidityand Capital Resources**

Fundingfor the Company’s operations has been principally provided by cash flows fromoperations, sale and leaseback of model homes, seller financing of land andbank borrowings.  In addition theCompany has utilized and will continue to utilize land options as a method ofcontrolling and subsequently acquiring land. The Company’s financing needs depend primarily upon sales volume, assetturnover, land acquisition and inventory balances.

AtJune 30, 2001, the Company had available cash and cash equivalents ofapproximately $0.8 million compared to $7.1 million at March 31, 2001.

Forthe three months ended June 30, 2001, $21.6 million in cash was used byoperations.  Financing activitiesincluded a $11.0 million increase in the amounts borrowed under the revolvingline of credit and $4.4 million in mortgages assumed.

TheCompany has an unsecured revolving credit agreement, which expires December 31,2003 and  provides borrowings of up to$50 million, of which $5 million may be used for letters of credit.  Borrowings under this agreement are subjectto a borrowing base calculation based on a defined percentage of land,development costs, finished lots and the working capital of the Company.  As of June 30, 2001, borrowings under thisfacility’s line of credit totaled $41.0 million, and $7.2 million was availablefor borrowing under the calculation described above.  On July 7, 2000, the Company entered into an interest swap on $15million of the above credit arrangement which fixes the interest rate at 9.96%for a period of two years. The Company believes the amounts available under itsexisting borrowing arrangements and amounts generated from operations willprovide funds adequate for its home building activities and debt service forthe foreseeable future.

Therevolving credit facility contains various restrictive covenants including,among others, certain financial covenants relating to minimum consolidatedtangible net worth and earnings levels, as well as funding, borrowing baserequirements, payment of dividends and maximum land and constructionlimitations.  The Company was incompliance with all financial covenants as of June 30, 2001.

TheCompany’s land purchase agreements are typically subject to numerous conditionsincluding, but not limited to, the Company’s ability to obtain necessary zoningand other governmental approvals for the proposed developments.  The Company believes it has been successfulin obtaining local governmental approvals through proactive interaction withneighborhood and citizen groups.  TheCompany maintains a policy of holding neighborhood meetings to gain support forits development activities.  During theinitial municipal approval process, the Company confirms the availability ofutilities, conducts environmental reviews, arranges acquisition development andfinancing, and completes its marketing construction feasibility studies.  As a result, the Company is generally ableto begin marketing immediately after closing the land purchase.  This results in reduced carrying costs and increasedliquidity for future development opportunities.

Tominimize the business risk associated with developing land and to maximize theuse of the Company’s available capital, the Company has been able to acquire asubstantial amount of its developments and lots by means of optioncontracts.  Option contracts generallyrequire the payment of cash deposit or issuance of a letter of credit for theright to acquire lots during a specified period of time at a certain price.  Our option contracts have expiration periodsranging from 30 to 60 months.

TheCompany has generally been able to secure financing for its acquisition,development and construction activities, and management believes sucharrangements will continue to be available on terms satisfactory to theCompany.  There can be no assurance,however, that continued financing for land acquisitions will be available or,if available, will be on terms satisfactory to the Company.

**InflationaryFactors**

TheCompany, as well as the home building industry in general, may be adverselyaffected during periods of high inflation, primarily because of higher land,material and labor costs.  In addition,higher mortgage interest rates may significantly affect the affordability ofpermanent mortgage financing to prospective purchasers.  The Company attempts to pass through to itscustomers any increase in its costs through increased selling prices, and todate, inflation has not had a material adverse effect on the Company's resultsof operations.  However, there is noassurance that inflation will not have a material adverse impact on theCompany's future results of operations.

 

**Part II**–**Other Information**

| Items  1 through 5.  Not applicable.        |
|--------------------------------------------------|
|                                             |
| Item  6.  Exhibits and Reports on Form 8-K. |
|                                             |
|                                             | (a) | Exhibits.  Not applicable. |
|                                             |   |   |
|                                             | (b) | Reports  on Form 8-K. |
|                                             |   |   |
|                                             |   | The  registrant filed no reports on Form 8-K during the three months ended June  30, 2001 |
|                                             |   |   |

**SIGNATURES**

Pursuantto the requirements of the Securities Exchange Act of 1934, the registrant hasduly caused this report to be signed on its behalf by the undersigned thereuntoduly authorized.

 

|   |            | THE  ROTTLUND COMPANY, INC.                                       |
|--------|-----------------|-------------------------------------------------------------------|
|   |            |                                                              |
|   |            |                                                              |
|   |            |                                                              |
| Date:  | August  3, 2001 | By:        /s/ David H. Rotter |
|   |            |                                                                   |
|   |            |  **David H. Rotter**                                         |
|   |            |  President and                                               |
|   |            |  Chief Executive Officer                                     |
|   |            |                                                              |
|   |            |                                                              |
| Date:  | August  3, 2001 | By:       /s/ Steven A. Kahn        |
|   |            |                                                                   |
|   |            |  **Steven A Kahn**                                           |
|   |            |  Chief Financial Officer                                     |
|   |            |  (Principal Financial and                                    |
|   |            |  Accounting Officer)                                         |