EXHIBIT 10.1

DESIGN AND DEVELOPMENT AGREEMENT

        This Agreement made as of the 4th day of August, 2005, by and between ROBERTS PROPERTIES RESIDENTIAL, L.P., a Georgia limited partnership (the “Partnership”), and ROBERTS PROPERTIES, INC., a Georgia corporation (the “Developer”),

W I T N E S S E T H

        WHEREAS, the Partnership has acquired approximately 22.03 acres of land located in Land Lots 205 and 206 of the 2nd District, 1 ^st Section, Forsyth County, Georgia, fronting on North Old Atlanta Road, and the Partnership intends to develop, construct, own and operate on the Property a 154-residential unit apartment community (“SawMill Village”); and

        WHEREAS, the Partnership desires that the Developer perform certain advisory, administrative and supervisory services relating