After Recording return to:

Robert W. Reardon, Esq.

Morris, Manning & Martin, LLP

1600 Atlanta Financial Center

Atlanta, GA  30326



STATE OF GEORGIA



COUNTY OF FULTON



                         ASSIGNMENT OF LEASES AND RENTS



         THIS ASSIGNMENT, made and entered into this 30 day of May, 2003, by and

between ROBERTS PROPERTIES RESIDENTIAL, L.P., a Georgia limited partnership

(hereinafter referred to as "Borrower"), and COMPASS BANK (hereinafter referred

to as "Lender")



                              W I T N E S S E T H:



         THAT FOR AND IN CONSIDERATION of the sum of Ten and No/100 Dollars

($10.00) and other good and valuable considerations, the receipt and sufficiency

whereof are hereby acknowledged, and in order to secure the indebtedness and

other obligations of Borrower hereinafter set forth, Borrower does hereby grant,

transfer and assign to Lender, its successors, successors-in-title and assigns,

all of Borrower's right, title and interest in, to and under all of those leases

and rental agreements now existing and hereafter made, and including any and all

extensions, renewals and modifications thereof, and all security deposits and

other refundable and non-refundable deposits paid by the tenants thereunder

(said leases and rental agreements are hereinafter referred to collectively as

the "Leases", and the tenants and lessees thereunder are hereinafter referred to

collectively as "Tenants" or individually as "Tenant" as the context requires),

which Leases cover or shall cover portions of certain real property described in

Exhibit "A" attached hereto and by this reference made a part hereof and/or the

improvements thereon (said real property and improvements hereinafter

collectively referred to as the "Premises"); together with all of Borrower's

right, title and interest in and to all rents, issues and profits from the

Leases and from the Premises.



         TO HAVE AND TO HOLD unto Lender, its successors and assigns, forever,

subject to and upon the terms and conditions set forth herein.



         This Assignment is made for the purpose of securing (a) the full and

prompt payment when due, whether by acceleration or otherwise, with such

interest as may accrue thereon, either



{PAGE}



                                                                 Exhibit 10.12.4



before or after maturity thereof, of that certain Promissory Note dated of even

date herewith, made by Borrower to the order of Lender in the principal face

amount of SIX MILLION FIVE HUNDRED THOUSAND AND NO/100THS DOLLARS

($6,500,000.00) (hereinafter referred to as the "Note"), together with any

renewals, modifications, consolidations and extensions thereof and amendments

thereto and all advances of principal thereunder, (b) the full amount and prompt

payment and performance of any and all obligations of Borrower to Lender under

the terms of the Future Advance Deed to Secure Debt, Assignment of Rents and

Leases and Security Agreement from Borrower to Lender, dated of even date

herewith and securing the indebtedness evidenced by the Note (hereinafter

referred to as the "Security Instrument"), (c) the full amount and prompt

payment and performance of any and all obligations of Borrower to Lender under

the terms of the Construction Loan Agreement between Borrower and Lender, dated

of even date herewith ("Loan Agreement") and (d) the full and prompt payment and

performance of any and all other obligations of Borrower to Lender under any

other instruments now or hereafter evidencing, securing, or otherwise relating

to the indebtedness evidenced by the Note (the Note, Security Instrument, Loan

Agreement and said other instruments are hereinafter referred to collectively as

the "Loan Documents," and said indebtedness is hereinafter referred to as the

"Indebtedness").



                                    ARTICLE I



                            WARRANTIES AND COVENANTS



         1.01     Warranties of Borrower. Borrower hereby warrants and

represents as follows:



         (a)      Borrower is the sole holder of the landlord's interest under

the Leases, is entitled to receive the rents, issues and profits from the Leases

and from the Premises, and has good right to sell, assign, transfer and set over

the same and to grant to and confer upon Lender the rights, interests, powers,

and authorities herein granted and conferred;



         (b)      Borrower has made no assignment other than this Assignment of

any of the rights of Borrower under any of the Leases or with respect to any of

said rents, issues or profits;



         (c)      Borrower has neither done any act nor omitted to do any act

which might prevent Lender from, or limit Lender in, acting under any of the

provisions of this Assignment;



         (d)      All Leases provide for rental to be paid monthly, in advance,

and Borrower has not accepted payment of rental under any of the Leases for more

than one (1) month in advance of the due date thereof;



         (e)      There exists no default or event of default or any state of

facts which would, with the passage of time or the giving of notice, or both,

constitute a default or event of default on the part of Borrower or by any

Tenant under the terms of any of the Leases;



         (f)      Neither the execution and delivery of this Assignment or any

of the Leases, the performance of each and every covenant of Borrower under this

Assignment and the Leases, nor the meeting of each and every condition contained

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