Exhibit 10.1

AMENDMENT NUMBER 1 TO
DESIGN AND DEVELOPMENT AGREEMENT

        This Amendment Number 1 (this “Amendment”) is made as of the 6th day of December, 2006, to the original Agreement made as of the 14th day of April, 2005 (the “Original Agreement”), by and among ROBERTS PROPERTIES RESIDENTIAL, L.P., a Georgia limited partnership (the “Partnership”), GEORGIANNA JEAN K. VALENTINO, an individual resident of the State of Georgia (“Valentino”) and ROBERTS PROPERTIES, INC., a Georgia corporation (the “Developer”).

Recitals:

A.     Previously, the Partnership owned an 82% undivided interest and Valentino owned an 18% undivided interest in approximately 23.547 acres located in Land Lot 301 of the 6 ^th District, Gwinnett County, Georgia, fronting on Peachtree Parkway (the “Property”), and the Partnership and Valentino intended as Tena