1





                  QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

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

                                   FORM 10-Q

               __________________________________________________

             [X]  Quarterly report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934
                 For the quarterly period ended June 30,  1994

                                       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 0-7616

                I.R.S. Employer Identification Number 23-1739078

                              Avatar Holdings Inc.

                            (a Delaware Corporation)
                              255 Alhambra Circle
                          Coral Gables, Florida 33134
                                 (305) 442-7000

     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 the  number of  shares outstanding  of each  of the  issuer's
     classes of common  stock, as of the latest practicable date: 9,095,102
     shares  of  the  Company's  common   stock  ($1.00  par  value)   were
     outstanding as of July 29,  1994.







                                   1  of  16


                         2

                     AVATAR HOLDINGS INC. AND SUBSIDIARIES

                                     INDEX




                                                              PAGE
     PART I.    Financial Information

       Item 1.    Financial Statements (Unaudited):

        Consolidated Balance Sheets --
          June 30,  1994 and December 31, 1993..............   3

        Consolidated Statements of Operations --
          Six months and three months ended June 30,  1994
          and 1993..........................................   4

        Consolidated Statements of Cash Flows --
          Six months ended June 30,  1994 and 1993..........   5

        Notes to Consolidated Financial Statements.........    7


       Item 2.  Management's Discussion and Analysis of
                 Financial Condition and Results of
                 Operations................................    13


     PART II.   Other Information

       Item 1.  Legal Proceedings...........................   15

       Item 4.  Submission of Matters to a Vote of
       Security Holders....................................    15

       Item 6.  Exhibits and Reports on Form 8-K..........     15

      Exhibit Index........................................    17













                                       2

                         3


     PART  I  --  FINANCIAL  INFORMATION

     ITEM 1.  FINANCIAL  STATEMENTS


                       AVATAR HOLDINGS INC. AND SUBSIDIARIES
                             Consolidated Balance Sheets
                                     Unaudited
                               (Dollars in thousands)



                                                           June 30,     December 31,
                                                            1994         1993
                                                          --------     --------
                                                                      

     Assets
     Cash                                                   $5,510       $7,178
     Restricted cash                                         1,375        1,442
     Investments                                            52,796       51,184
     Contracts, mortgage notes and other receivables, net   75,986       82,996
     Land and other inventories                            119,520      117,557
     Property, plant and equipment, net                    181,622      178,940
     Other assets                                           16,433       15,460
     Regulatory assets                                       7,437        7,437
                                                          --------     --------
         Total assets                                     $460,679     $462,194
                                                          ========     ========
     Liabilities and Stockholders' Equity

     Notes, mortgage notes and other debt:
       Real estate and corporate                           $96,468      $96,768
       Utilities                                            38,013       38,789
     Estimated development liability for sold land          19,193       19,331
     Accrued and other liabilities                          31,723       27,558
     Deferred customer betterment fees                      19,379       19,537
     Minority interest in consolidated subsidiaries          9,061        9,058
     Regulatory liabilities                                  4,377        4,447
                                                          --------     --------

         Total liabilities                                 218,214      215,488

     Commitments and contingent liabilities

     Contributions in aid of construction                   62,930       63,334

     Stockholders' equity, net                             179,535      183,372
                                                          --------     --------

     Total liabilities and stockholders' equity           $460,679     $462,194
                                                          ========     ========



     See notes to consolidated financial statements.





                                       3


                         4


                       AVATAR HOLDINGS INC. AND SUBSIDIARIES
                       Consolidated Statements of Operations
          For the Six Months and Three Months Ended June 30, 1994 and 1993
                                    (Unaudited)
                    (Dollars in thousands except per share data)



                                                  Six Months         Three Months
                                                  ----------         ------------
                                                 1994      1993       1994     1993
                                                ------     ------    ------   ------
                                                                 

Revenues:
Real estate sales                              $22,362   $21,374    $10,836   $9,999
Deferred gross profit                          (1,229)   (1,241)      (425)    (475)
Utility revenues                                14,850    27,795      7,562   13,972
Interest income                                  5,693     6,866      2,857    3,350
Trading account profit, net                      1,161      -           684     -
Other                                              318       507        194      462
                                                ------    ------     ------   ------
 Total revenues                                 43,155    55,301     21,708   27,308

Expenses:
Real estate expenses                            23,021    21,852     11,318   10,757
Utility expenses                                11,543    19,612      5,884    9,927
General and administrative expenses              5,447     4,424      3,129    2,342
Interest expense                                 6,319     8,550      3,164    4,098
Other                                              407       720        203      361
                                                ------    ------     ------   ------
 Total expenses                                 46,737    55,158     23,698   27,485
                                                ------    ------     ------   ------
(Loss) income before income taxes and
 cumulative effect of change in method
 of accounting for income taxes                (3,582)       143    (1,990)     (177)

Provision for income taxes                         255       674      -          278
                                                ------    ------     ------   ------
Loss before cumulative effect
 of change in method of accounting for
 income taxes                                  (3,837)     (531)    (1,990)    (455)
Cumulative effect of change in method of
 accounting  for income taxes                    -         (964)        -         -
                                              --------  --------   --------   ------
Net loss                                      ($3,837)  ($1,495)   ($1,990)   ($455)
                                              ========  ========   ========   ======

Per share amounts:
 Primary
  Loss before cumulative effect of change
   in method of accounting for income taxes     ($.42)    ($.07)     ($.22)   ($.06)
  Cumulative effect of change in method
   of accounting for income taxes                -         (.13)        -        -
                                                ------    ------     ------   ------
Net loss                                        ($.42)    ($.20)     ($.22)   ($.06)
                                                ======    ======     ======   ======

 Fully Diluted
  Loss before cumulative effect of change
   in method of accounting for income taxes     ($.42)    ($.05)     ($.22)   ($.05)
  Cumulative effect of change in method
   of accounting for income taxes                -         (.10)        -       -
                                                ------    ------     ------   ------
Net loss                                        ($.42)    ($.15)     ($.22)   ($.05)
                                                ======    ======     ======   ======


     See notes to consolidated financial statements.




                                       4


                         5


                              AVATAR HOLDINGS INC. AND SUBSIDIARIES
                              Consolidated Statements of Cash Flows
                                           (Unaudited)
                                      (Dollars in Thousands)



                                                               For the six months ended
                                                                       June 30,
                                                               ------------------------
                                                                  1994        1993
                                                                  ----        ----
     OPERATING ACTIVITIES
                                                                      
     Net loss                                                    ($3,837)   ($1,495)
     Adjustments to reconcile net loss to
       net cash provided by operating activities:
         Depreciation and amortization                              4,010      3,720
         Deferred gross profit                                      1,229      1,241
         Provision for income taxes                                   255        674
         Cost of sales not requiring cash                           1,306      1,044
         Cumulative effect of change in method of accounting
           for income taxes                                         -            964
         Trading account profit, net                               (1,161)     -
         Changes in operating assets and liabilities:
           Decrease in restricted cash                                 67         54
           Principal payments on contracts receivable              10,547      9,408
           Increase in receivables                                (5,000)    (3,863)
           Decrease in other receivables                              234        965
           Increase in inventories                                (3,407)    (2,727)
           Increase in other assets                                 (973)    (2,849)
           Increase in accounts payable and accrued
              and other liabilities                                 3,231        268
                                                                   ------     ------

     NET CASH PROVIDED BY OPERATING ACTIVITIES                      6,501      7,404

     INVESTING ACTIVITIES
     Investment in property, plant, and equipment                 (7,096)    (4,777)
     Investment in marketable securities                            -          (126)
     Proceeds from the sale of marketable securities                -         17,444
                                                                   ------     ------
     NET CASH (USED IN) PROVIDED BY
       INVESTING ACTIVITIES                                       (7,096)     12,541

     FINANCING ACTIVITIES
     Net proceeds from revolving lines of credit
       and long-term borrowings                                     9,145     12,724
     Principal payments on revolving lines of credit and
       long-term borrowings                                      (10,218)   (29,180)
     Purchase of 8% debentures                                      -           (29)
     Purchase of 9% debentures                                      -           (49)
     Net proceeds from issuance of common stock in conjunction
       with the redemption/conversion of 5 1/4% debentures          -         30,860
                                                                   ------     ------

     NET CASH (USED IN) PROVIDED BY
       FINANCING ACTIVITIES                                       (1,073)     14,326
                                                                  -------     ------

     (DECREASE) INCREASE IN CASH                                  (1,668)     34,271

     Cash at beginning of period                                    7,178      2,644
                                                                  -------     ------

     CASH AT END OF PERIOD                                         $5,510    $36,915
                                                                  =======    =======


     See notes to consolidated financial statements.
                                       5


                         6


                     AVATAR HOLDINGS INC. AND SUBSIDIARIES
               Consolidated Statements of Cash Flows -- continued
                                  (Unaudited)
                             (Dollars in thousands)


     SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:



                                            For the six months ended
                                                    June 30,
                                            ------------------------
       Cash paid during the period for:         1994           1993
                                                ----           ----
                                                       

          Interest                            $4,788          $9,442
                                              ======          ======

          Income taxes (1)                      $276            $317
                                              ======          ======


     SUPPLEMENTAL SCHEDULE OF NON-CASH FINANCING ACTIVITIES



                                                  1994          1993
                                                  ----          ----
                                                       

       Contributions in aid of construction       $500        $1,342
                                                ======        ======


     (1)  Consists of Federal and State income taxes, inclusive of
       alternative minimum taxes.


     See notes to consolidated financial statements.





                                       6

                         7
                     AVATAR HOLDINGS INC. AND SUBSIDIARIES
             Notes to Consolidated Financial Statements (Unaudited)
                             (Dollars in thousands)

     Basis of Statement Presentation and Summary of Significant Accounting
     Policies

       The consolidated balance sheet as of June 30,  1994 and the related
     consolidated statements  of operations  for the  six month  and  three
     month periods  ended  June 30,  1994  and 1993  and  the  consolidated
     statements of cash flows  for the six months  ended June 30, 1994  and
     1993  have  been  prepared  in  accordance  with  generally   accepted
     accounting principles for interim  financial information and with  the
     instructions  to  Form  10-Q  and   Article  10  of  Regulation   S-X.
     Accordingly, they do not include all of the information and  footnotes
     required by  generally  accepted accounting  principles  for  complete
     financial statement presentation.  In the opinion  of management,  all
     adjustments necessary  for  a  fair  presentation  of  such  financial
     statements have  been included.  Such  adjustments consisted  only  of
     normal recurring items. Interim results are not necessarily indicative
     of results for a full year.

       For a  complete  description  of  the  Company's  other  accounting
     policies, refer to Avatar Holdings Inc.'s  1993 Annual Report on  Form
     10-K and  the  notes  to Avatar's  consolidated  financial  statements
     included therein.

     Reclassifications

       Certain amounts presented  for 1993 have  been reclassified  in the
     financial statements for comparative purposes.

     Net Loss Per Common Share

       For the six  and three  months ended  June 30,  1994, net  loss per
     common share is computed on the  basis of the weighted average  number
     of shares outstanding.

       For the six  and three  months ended  June  30, 1993,  net loss  per
     common share is computed on the  basis of the weighted average  number
     of shares  outstanding plus  common stock  equivalents, if  any,  that
     would result from the dilutive effect  of the assumed conversion  (and
     associated purchase) of the  5 1/4% convertible-purchase  subordinated
     debentures. On June 29, 1993, the  Company redeemed and converted  all
     of  the  5  1/4%  convertible-purchase  subordinated  debentures  into
     2,688,276 shares of common  stock. The result  of this redemption  and
     conversion was dilutive for the six months and three months ended June
     30, 1993. The fully diluted computation assumes the actual  conversion
     occurred at the beginning of the period.

     Regulatory Assets and Regulatory Liabilities

       The cumulative  effect  of  adopting  FASB  Statement  No.  109  --
     "Accounting for  Income  Taxes" , and  FASB  Statement  No.  106  --
     "Employers'  Accounting  for   Postretirement  Benefits  Other   Than
     Pensions"  for  Avatar  Utilities'  subsidiaries  was  recorded  as  a
     regulatory liability or regulatory asset in accordance with accounting
     procedures applicable to regulated enterprises.

                                       7



                         8



     Notes to Consolidated Financial Statements (Unaudited) -- continued

     Investments

       The Company classified all of its  investment portfolio as trading.
     This category  is  defined as  including  debt and  marketable  equity
     securities held for  resale in  anticipation of  earning profits  from
     short-term movements in market prices.  Trading account securities are
     carried at fair market  value and both  realized and unrealized  gains
     and losses are included in net trading account profit.

       Investments at  June  30,  1994  consist  of  $20,564  invested  in
     corporate bonds  rated B-  or above  by  Moody's and/or  Standard  and
     Poor's and $12,899 invested in non-rated bonds of companies which  are
     in bankruptcy  and have  defaulted as  to  payments of  principal  and
     interest on such bonds.  These bonds are thinly traded and may require
     sixty to ninety days to  liquidate.  The  portfolio  also  includes an
     unsecured  claim  on  a  company  in   bankruptcy  of  $6,290 which is
     not readily marketable,  $1,629 of equity  securities, $7,401 of money
     market accounts and $4,013 of U.S. Government and Agency securities.

       Avatar's investment portfolio at December 31, 1993 includes $20,045
     invested in  corporate  bonds rated  B-  or above  by  Moody's  and/or
     Standard and  Poor's  and  $12,775  invested  in  non-rated  bonds  of
     companies which are in bankruptcy and have defaulted as to payments of
     principal and interest on such bonds.   These bonds are thinly  traded
     and may require sixty to ninety days to liquidate.  The portfolio also
     includes an unsecured claim on a company in bankruptcy of $5,689 which
     is not readily marketable,   $7,020 of equity  securities,  $1,661  of
     money market  accounts  and  $3,994  of  U.S.  Government  and  Agency
     securities.

       Fair  values  for  actively  traded  debt   securities  and  equity
     securities are  based on  quoted market  prices on  national  markets.
     Fair values  for thinly  traded  investment securities  are  generally
     based on prices quoted by investment brokerage companies.

     Contracts, Mortgage Notes, and Other Receivables

     Contracts, mortgage  notes, and  other receivables  are summarized  as
     follows:



                                                 June 30,      December 31,
                                                   1994          1993
                                                 --------      --------
                                                         

       Contracts and mortgage notes receivable    $108,597      $117,249
       Notes and other receivables                   5,284         5,639
                                                  --------      --------
                                                   113,881       122,888
                                                  --------      --------
       Less:
          Allowance for doubtful accounts            1,759         2,631
          Market valuation reserve                   1,618         2,082
          Deferred gross profit                     31,040        31,969
          Other                                      3,478         3,210
                                                    ------        ------
                                                    37,895        39,892
                                                    ------        ------
                                                   $75,986       $82,996
                                                   =======       =======


     Notes to Consolidated Financial Statements (Unaudited) -- continued



  8

                         9

     Land and Other Inventories

     Inventories consist of the following:



                                                    June 30,      December 31,
                                                      1994            1993
                                                   ---------      ------------
                                                               
   Land developed and in process of development      $77,895          $76,145
   Land held for future development or sale           37,440           37,478
   Dwelling units completed or under construction      2,784            2,407
   Other                                               1,401            1,527
                                                       -----            -----
                                                    $119,520         $117,557
                                                    ========         ========


     Minority Interest in Consolidated Subsidiaries

       Minority interest  in consolidated  subsidiaries is  represented by
     preferred stock  of Avatar  Utilities' subsidiaries.  Total  preferred
     stock outstanding is as follows:



                                                 June 30,       December 31,
                                                   1994           1993
                                                 --------       ------------
                                                            
              9% Cumulative preferred stock        $9,000         $9,000
              Other                                    61             58
                                                   ------         ------
                                                   $9,061         $9,058
                                                   ======         ======


       Avatar's utility subsidiary's  9% cumulative preferred  stock issue
     provides for redemption to  occur no earlier than  March 1, 1997,   in
     whole or in  part;  however,   a minimum  of $1,800  of the  preferred
     stock must be redeemed  per annum beginning in  1997. A redemption  of
     all outstanding shares shall occur no later than March 1, 2001.

       Charges to  operations  recorded as  "Other  expenses" relating  to
     preferred stock dividends  of subsidiaries  for the  six months  ended
     June 30, 1994 and  1993 amounted to $407 and $720, respectively, and
     for the three months ended June 30, 1994 and 1993 amounted to $203 and
     $361, respectively.















                                      9

                         10

     Notes to Consolidated Financial Statements (Unaudited) -- continued

     Income Taxes


       Deferred income  taxes  reflect the  net  tax  effect of  temporary
     differences between the carrying amounts of assets and liabilities for
     financial reporting  purposes  and the  amounts  used for  income  tax
     purposes. Significant components of the Company's deferred income  tax
     assets and liabilities as of June 30, 1994 are as follows:



                                                                    
 Deferred income tax assets
    Net operating loss carryover                                        $7,000
    Tax over book basis of land inventory                               22,000
    Unrecoverable land development costs                                 5,000
    Tax over book basis of depreciable assets                            5,000
    Alternative minimum tax and investment tax credit carryforward       5,000
    Other                                                                3,000
                                                                       -------
 Total deferred income taxes                                            47,000

    Valuation allowance for deferred income tax assets                (34,000)
                                                                      --------
 Deferred income tax assets after valuation allowance                   13,000

 Deferred income tax liabilities
    Book over tax income recognized on land sales                      (3,000)
    Deferred carrying charges on utility plant                         (3,000)
    Other                                                              (7,000)
                                                                      --------
 Total deferred income tax liabilities                                (13,000)
                                                                      --------

 Net deferred income taxes                                                 $0
                                                                      ========


       The provision for income taxes for the six  months and three months
     ended June 30, 1994 consists of the following:


                                                   Six          Three
                                                  Months        Months
                                                  ------        ------
                                                         
         Federal:
           Current                                  $255         -
           Deferred                                    -         -
                                                  ------        ------
                                                     255         -

         State:
           Current                                     -         -
           Deferred                                    -         -
                                                  ------        ------
         Total                                      $255         -
                                                  ======        ======






                                     10


                         11

 Notes to Consolidated Financial Statements (Unaudited) -- continued

       A reconciliation of income tax  expense to the expected  income tax
     expense at the federal rate of 34% is as follows:



                                                              1994      1993
                                                            --------   -------
                                                                     
       Income tax expense ( credit) computed
         at statutory rate                                  ($1,218)       $49
       Income tax effect of non-deductible dividends
         on preferred stock of subsidiary                        139       245
       State income tax (credit),  net of federal effect       (120)        34
       Gross up tax received on contributions
         in aid of construction                                   54      -
       Federal and state taxes of  unconsolidated
         subsidiary in excess of amount computed
         at statutory rate                                      -          346
       Change in valuation allowance on deferred tax assets    1,400       -
                                                               -----      -----
       Provision for income taxes                               $255      $674
                                                               =====      =====


     Contingencies

       Avatar is involved in various pending  litigation matters primarily
     arising in the normal course of its business.  Although the outcome of
     these and  the following  matters cannot  be determined,   it  is  the
     opinion of management that  the resolution of  these matters will  not
     have a material effect on Avatar's business or financial position.

       On October 1,  1993,   the United States,   on  behalf of  the U.S.
     Environmental Protection  Agency,   filed  a  civil action  against  a
     utility subsidiary of Avatar in the U.S. District Court for the Middle
     District of Florida.  (United States vs. Florida Cities Water Company,
     Civil  Action  No.  93-281-C1)     The  complaint  alleges  that   the
     subsidiary's wastewater treatment plant in North Fort Myers,  Florida,
     committed various violations of the Clean Water Act,  33 U.S.C.  S1251
     et seq.,  including (1)  discharge of pollutants without an  operating
     permit from October  1, 1988 to  October 31, 1989;   (2)   discharging
     from an unpermitted  discharge location  from November  1, 1989  until
     July 14, 1992;   and (3)  discharging  pollutants in excess of  permit
     limitations at  various times  from July  1991 to  June of  1992.  The
     government is seeking the statutory maximum civil penalties of $25 per
     day,   per  violation based  upon  the allegations.    The  subsidiary
     strongly believes that  there  are mitigating  facts  as well  as
     valid  legal defenses that could  reduce or  eliminate the  imposition
     of  monetary  sanctions.

       On March  1, 1994,  the Wisconsin  Department of  Natural Resources
     (the  "Department") sent  Avatar  notice  that  the  Department  had
     recently issued a second Record of Decision ("ROD") in connection
     with the Edgerton Sand & Gravel Landfill site (the "Site").  The ROD
     calls for the  City of  Edgerton's public  water supply system to  be
     extended to the owners of private  wells in the vicinity of the  Site.
     The ROD also states  that other work related  to soil and  groundwater
     remedial action  would  be  required at  the  Site.    The  Department
     demanded  that   all   potentially   responsible  parties   ("PRPs")
     associated with the Site  organize into a PRP  group to undertake  the
     implementation of the ROD.  Avatar was previously identified as a  PRP
     by the Department.


                                       11

                         12

     Notes to Consolidated Financial Statements (Unaudited) -- continued

     Avatar  believes  that  it  is  not  liable  for  any  claims  by  any
     governmental or private party in connection with the Site.

     On July  22,  1994, the  Company's  pending litigation  with  Lawrence
     Wilkov, its former President and Chief Executive Officer, was settled.
     Pursuant  to  the  settlement  agreement,  among  other  things,   the
     litigation was dismissed with prejudice,  the Company paid Mr.  Wilkov
     $1,000  (less   required   tax  withholding),   and   his   employment
     relationship with the Company has ended.  The settlement resulted in a
     charge to  operations in  the amount  of $486  for the  six and  three
     months  ended  June  30,   1994  and  is   included  in  general   and
     administrative expenses.























                                       12


                         13

     Item 2. Management's Discussion and Analysis of Financial Condition and
             Results of Operations (dollars in thousands except per share data)

     RESULTS OF OPERATIONS

       Operations for the six and three month periods  ended June 30, 1994
     resulted in a  loss before cumulative  effect of change  in method  of
     accounting for income taxes of $3,837 and $1,990 or $.42 and $.22  per
     share (primary) compared to a loss before cumulative effect of  change
     in method of accounting for income taxes of $531 and $455 or $.07 and
     $.06 per share (primary) for  the same period of  1993.  The net  loss
     for the six and  three months ended June  30, 1994 totaled $3,837  and
     $1,990 or $.42 and $.22 per share (primary), compared to a net loss of
     $1,495 and $455  or $.20 and  $.06 per share  (primary), for the  same
     periods of 1993.   The decline  in operating results  for the six  and
     three month periods ended June 30,  1994 is primarily a result of  the
     decrease in utility revenues in comparison to the same period for 1993
     due to  the sale  of the  Midwest Water  Utilities which  occurred  on
     August 31, 1993.   During the  first quarter of  1993, Avatar  adopted
     FASB Statement No. 109, "Accounting for Income Taxes"   which resulted
     in a cumulative effect loss adjustment  based on the change in  method
     of accounting for income taxes of $964 or $.13 per share (primary).

       Avatar's real estate revenues for  the six and  three months ended
     June 30, 1994 increased $988 or  4.6% and $837 or 8.4%,  respectively,
     while real estate expenses increased $1,169 or 5.3% and $561 or  5.2%,
     respectively, when compared to the same periods of 1993. The  increase
     in real estate revenues for the six and three month periods ended June
     30, 1994 is primarily a  result of a bulk  land sale. The increase  in
     real estate expenses for the six  and three months periods ended  June
     30, 1994, when  compared to the  same period of  1993, is primarily  a
     result of the overall increase in real estate revenues.

       Utility revenues for the six  and three months ended  June 30, 1994
     decreased $12,945 or  46.6% and  $6,410 or  45.9%, respectively,  when
     compared to the same  periods of 1993 which  includes revenues of  the
     subsidiaries sold on August 31, 1993. Utility expenses for the six and
     three months ended June 30, 1994 decreased $8,069 or 41.1% and  $4,043
     or 40.7%, respectively, when compared to the same period of 1993 which
     includes expenses of the  subsidiaries sold on August  31, 1993. As  a
     result of such sale, utility revenues and expenses decreased, however,
     continuing utility revenues and expenses for the six months and  three
     months ended June  30, 1994, were  comparable to the  same period  for
     1993.

       Interest income for the  six and three  months ended June  30, 1994
     decreased $1,173  or  17.1%  and $493  or  14.7%,  respectively,  when
     compared to the same period for 1993.  The decline in interest  income
     is  primarily  attributable   to  lower   average  aggregate   amounts
     outstanding in the  Company's contract and  mortgage notes  receivable
     portfolio. Avatar's contracts and mortgage notes receivable  portfolio
     amounted to $108,597 at June 30, 1994 compared to $128,005 at June 30,
     1993.

       Trading account profit for the six and three  months ended June 30,
     1994 of $1,161 and $684, respectively, represents interest income  and
     realized and unrealized  gains and  losses related  to the  investment
     portfolio, net of commissions payable  to brokers.  These  investments
     were acquired during the fourth quarter of 1993.


                                   13


                         14

    Item 2.  Management's Discussion and Analysis of Financial  Condition and
             Results of Operations (dollars in thousands except per share data)
             --continued

       General and administrative  expenses for the  six and  three months
     ended June  30, 1994  increased $1,023  or 23.1%  and $787  or  33.6%,
     respectively, compared to  the same periods  of 1993. These  increases
     are primarily attributable  to an  increase in  professional fees,  an
     increase in the accrual for  incentive compensation and the  financial
     settlement of a lawsuit.  Refer to the Notes to Consolidated Financial
     Statements (Unaudited).

       Interest expense for the six  and three months ended  June 30, 1994
     decreased $2,231 or 26.1% and $934 or 22.8%, respectively, compared to
     the same period of 1993. The decrease is primarily attributable to  an
     overall decrease in the outstanding  balance of notes, mortgage  notes
     and other debt as a result of the sale of the Midwest Water Utilities.


     LIQUIDITY AND CAPITAL RESOURCES

       Avatar's primary business  activities, which  include  retail land
     sales, land development and utility services, are capital intensive in
     nature. Avatar expects to fund its operations and capital requirements
     through a  combination  of cash  and  investment securities  on  hand,
     operating cash flows and external borrowings.

       Avatar  has   approximately  $52,796   in  investments   which  are
     classified as trading.   The Company intends  to continue to  actively
     trade such  securities  in an  effort  to generate  profits  and  will
     reinvest  such  profits  until  such   time  as  the  Company's   cash
     requirements necessitate  the  use or  partial  use of  the  portfolio
     proceeds.

       A portion of the investment portfolio collateralizes a $30,000 line
     of credit which had an outstanding balance at June 30, 1994 of $19,500
     and will mature during the fourth quarter  of 1994.  Avatar is in  the
     process of securing an extension or refinancing, of its maturing  bank
     and credit lines; however, there can be no assurance that Avatar  will
     be able to do so.













                                       14


                         15

     PART II -- OTHER INFORMATION

      Item 1.  Legal Proceedings

       The information, which is  set forth in  the last paragraph  to the
      Notes to  Consolidated  Financial Statements  (Unaudited)  under the
      caption  "Contingencies" in  Item  1  of  Part  1 of  this  Report,
      relating to the Company's settlement of  pending litigation with its
      former President and Chief Executive Officer, is incorporated herein
      by reference.

      Item 4.  Submission of Matters to a Vote of Security Holders

       The Company's Annual  Meeting of Stockholders  was held on  May 26,
      1994, in Coral  Gables, Florida, for  the purpose of  electing eight
      directors  and  approving   the  appointment   of  Ernst   &  Young,
      independent accountants, as  auditors for  the year  ending December
      31,  1994.    Proxies  were  solicited  from  holders  of  9,095,102
      outstanding shares of  Common Stock as  of the close  of business of
      March 31, 1994,  as described  in Registrant's Proxy Statement dated
      April 26, 1994.  All of management's nominees for directors were re-
      elected and the  appointment of  Ernst & Young  was approved  by the
      following votes:

      ELECTION OF DIRECTORS



                                         Shares                Shares
      Name                             Voted FOR              WITHHELD
      -------                          ---------              --------

                                                        
      Leon Levy                        6,702,879               26,509
      J. Edward Houston                6,700,884               28,504
      Edwin Jacobson                   6,700,622               28,766
      Leon T. Kendall                  6,702,669               26,719
      Martin Meyerson                  6,702,531               26,857
      William M. Porter                6,701,269               28,119
      Fred Stanton Smith               6,700,916               28,472
      Henry King Stanford              6,700,953               28,435


      APPOINTMENT OF AUDITORS


                                      Shares Voted           Shares
      Shares Voted FOR                  AGAINST             ABSTAINED
                                      ------------          ---------

                                                      
             6,712,377                   4,498               12,513


      Item 6.  Exhibits and Reports on Form 8-K

      Exhibits

     10(l)   Settlement Agreement dated July 22, 1994, between Lawrence Wilkov
             and Avatar Holdings Inc., et al (Filed Herewith).

      11     Statement Re: Computation of per share earnings (Filed Herewith).




                                       15

                         16


      Reports on Form 8-K

        No reports on Form  8-K were filed during  the quarter ended  June
        30,  1994.


     SIGNATURES

       Pursuant to  the requirements  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.

                               AVATAR HOLDINGS INC.

     Date:  ___________        By: /s/Jeffrey A. Sopshin
                                   ---------------------
                                   Jeffrey A. Sopshin
                                   Assistant Vice President and Controller


     Date:  ___________        By: /s/Charles. L. McNairy
                                   ----------------------
                                   Charles L. McNairy
                                   Executive Vice President, Treasurer and
                                   Chief Financial Officer


























                                       16


                         17

Exhibits Index

Exhibits

        10(1)  Settlement Agreement dated  July 22, 1994,  between
               Lawrence Wilkov and Avatar Holdings Inc., et al          18

         11    Statement Re: Computation of per share earnings          38





























                                       17