CROSSMANN COMMUNITIES INC, DEF 14A, 2000-04-27

CROSSMANN COMMUNITIES INC
DEF 14A, 2000-04-27
OPERATIVE BUILDERS

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Crossmann Communities, Inc.

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
To Be Held May 23, 2000

To our Shareholders:

You are cordially invited to attend the Annual Meeting of Shareholders of
CROSSMANN COMMUNITIES, INC. ("Crossmann" or the "Company") which will be held
at the Sheraton Hotel, Indianapolis, Indiana, at 9:00 a.m. on Tuesday, May 23,
2000 for the following purposes:

<TABLE>

<C> <S>

1. To elect one director;
2. To ratify the appointment of Deloitte & Touche LLP as independent auditors of the Company
for the fiscal year ending December 31, 2000;
3. To act upon such other business as may properly come before the meeting or any adjournment or
postponement thereof.
---------------------------------------------------------------------------------------------
</TABLE>

The Board of Directors has fixed the close of business on April 10, 2000
as the record date for determining those shareholders entitled to vote at the
meeting. The stock transfer books will not be closed between the record date
and the date of the meeting.

Representation of at least a majority of all outstanding Common Shares of
Crossmann Communities, Inc. is required to constitute a quorum. Accordingly,
it is important that your shares be represented at the meeting. WHETHER OR
NOT YOU PLAN TO ATTEND THE MEETING, PLEASE COMPLETE, DATE AND SIGN THE
ENCLOSED PROXY CARD AND RETURN IT IN THE ENCLOSED ENVELOPE. Your proxy may be
revoked at any time prior to the time it is voted.

Please read the proxy material carefully. Your vote is important and the
Company appreciates your cooperation in considering and acting on the matters
presented.

Very truly yours,

/s/ John B. Scheumann
John B. Scheumann
Chairman of the Board of Directors
and Chief Executive Officer

CROSSMANN COMMUNITIES, INC.
9210 North Meridian Street
Indianapolis, Indiana 46260

PROXY STATEMENT

This Proxy Statement is furnished in connection with the solicitation by
the Board of Directors of CROSSMANN COMMUNITIES, INC. ("Crossmann" or the
"Company") of proxies to be voted at the Annual Meeting of Shareholders, which
will be held at 9:00 a.m. on May 23, 2000 at the Sheraton Hotel, 8787 Keystone
Crossing, Indianapolis, Indiana, 46240 or at any adjournments or postponements
thereof, for the purposes set forth in the accompanying Notice of Annual
Meeting of Shareholders. This Proxy Statement and the proxy card were first
mailed to shareholders on or about April 24, 2000.

Shareholders Should Read the Entire Proxy Statement Carefully Prior to
Returning Their Proxies

VOTING RIGHTS AND SOLICITATION

The close of business on April 10, 2000 was the record date for
shareholders entitled to notice of and to vote at the Annual Meeting. As of
that date, Crossmann had 10,973,495 common shares without par value, (the
"Common Shares"), issued and outstanding. All of the holders of the Company's
Common Shares outstanding on the record date are entitled to vote at the
Annual Meeting, and shareholders of record entitled to vote at the meeting
will have one (1) vote for each share so held on the matters to be voted
upon.

Common Shares represented by proxies in the accompanying form which are
properly executed and returned to Crossmann will be voted at the Annual
Meeting of Shareholders in accordance with the shareholders' instructions
contained therein. In the absence of contrary instructions, shares
represented by such proxies will be voted FOR the election of the director as
described herein under "Proposal 1--Election of Director;" and FOR
ratification of the appointment of auditors as described herein under
"Proposal 2--Ratification of Appointment of Auditors." Management does not
know of any matters to be presented at this Annual Meeting other that those
set forth in this Proxy Statement and in the Notice accompanying this Proxy
Statement. If other matters should properly come before the meeting, the proxy
holders will vote on such matters in accordance with their best judgement.
Any shareholder has the right to revoke his or her proxy at any time before it
is voted. Abstentions and broker non-votes are not counted as negative votes
for purposes of determining whether a proposal has been approved.

The solicitation of proxies is being made by Crossmann, and the entire
cost of soliciting proxies will be borne by the Company. Proxies will be
solicited principally through the use of the mail, but, if deemed desirable,
may be solicited personally or by telephone, telegraph or special letter by
officers and regular Crossmann employees for no additional compensation.
Arrangements may be made with brokerage houses and other custodians, nominees
and fiduciaries to send proxies and proxy material to the beneficial owners of
the Company's Common Shares, and such persons may be reimbursed for their
expenses.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

The following table sets forth information regarding the beneficial
ownership of the Company's Common Shares as of April 10, 2000 by (i) each
person or entity who is known to the Company to own beneficially more than 5%
of the outstanding shares of Common Shares of the Company, (ii) each director,
(iii) each officer listed in the Summary Compensation Table on page 6 of this
Proxy Statement and (iv) all directors and officers as a group. All shares
are subject to the named person's sole voting and investment power except
where otherwise indicated.
<TABLE>

PERCENT OF
-----------
NUMBER OF SHARES COMMON
-----------
NAME (1) BENEFICIALLY OWNED SHARES (2)
- ------------------------------------------------------- ------------------ -----------
John B. Scheumann, Chairman, CEO, Director 2,085,000 19.00
- ------------------------------------------------------- ------------------ -----------
Richard H. Crosser, President, COO, Director (3) 1,658,517 15.11
- ------------------------------------------------------- ------------------ -----------
Steve M. Dunn, Executive Vice President of Operations 136,500 1.24
- ------------------------------------------------------- ------------------ -----------
Jennifer A. Holihen, Executive Vice President and CFO,
- -------------------------------------------------------
Secretary, Treasurer 29,700 *
- ------------------------------------------------------- ------------------ -----------
James C. Shook, Director 13,950 *
- ------------------------------------------------------- ------------------ -----------
Larry S. Wechter, Director 8,700 *
- ------------------------------------------------------- ------------------ -----------
*
-----------
FMR Corporation 1,159,100 10.56
- ------------------------------------------------------- ------------------ -----------

All directors and executive officers
- -------------------------------------------------------
as a group (6 persons) 3,932,367 35.84
- ------------------------------------------------------- ------------------ -----------
<FN>

* Denotes less than 1%

(1) The address of each beneficial owner is 9210 North Meridian Street,
Indianapolis, Indiana, 46260, except FMR Corp. , which is 82 Devonshire Street, Boston,
Massachusetts, 02109.
(2) There were 10,973,495 shares issued and outstanding at April 10, 2000.
(3) All of the 1,658,517 shares owned beneficially by Mr. Crosser are owned by the
Richard H. Crosser Living Trust, a revocable trust established
by Mr. Crosser on February 25, 1992. The beneficiaries of the trust are Mr.
Crosser's children. Mr. Crosser is the trustee of the trust.
(4) One thousand, eight hundred of the shares owned beneficially by Mr. Wechter are
owned by the Penn Meridian Foundation, a trust established
by Mr. Wechter on December 11, 1995. Mr. Wechter and his wife, Janis Wechter, are
co-trustees of the trust.
</TABLE>

PROPOSAL 1

ELECTION OF DIRECTORS

The members of the Board of Directors of Crossmann Communities, Inc. are
classified into three classes, one of which is elected at each Annual Meeting
of Shareholders to hold office for a three-year term and until successors of
such class have been elected and qualified. The nominee for the class of
Directors to be elected at this annual meeting is set forth below. Unless
otherwise instructed, proxy holders will vote the proxies received by them for
the election of the nominee named below. If the nominee becomes unavailable
for any reason, it is intended that the proxies will be voted for a substitute
nominee designated by the Board of Directors. As of the date of this Proxy
Statement, the Board of Directors is not aware that the nominee is unable or
will decline to serve as a director.

NOMINEES TO THE BOARD OF DIRECTORS

<TABLE>

Name Occupation Director Since Class and Year Term will Expire
- ------------------- ---------------------------------------- -------------- -------------------------------
Age
---
Jennifer A. Holihen Executive Vice President and Chief
Financial Officer, Treasurer, Secretary, 1993 Class I 2003 41
Crossmann Communities, Inc.
</TABLE>

Jennifer A. Holihen has served as a director of the Company since
September 1993. Ms. Holihen is Executive Vice President and Chief Financial
Officer, Secretary and Treasurer of Crossmann and has been employed by the
Company since 1983 as its principal financial and accounting officer. Ms.
Holihen is a Certified Public Accountant and holds an MBA in Accounting and
Management Information Systems from Indiana University. She is a member of
the Indiana Society of Certified Public Accountants and the American Institute
of Certified Public Accountants.

DIRECTORS NOT STANDING FOR ELECTION

The members of the Board of Directors who are not standing for election
at this year's Annual Meeting are set forth below.
<TABLE>

Director Class and Year
Name Principal Occupation Since Term will Expire Age
- ------------------ -------------------------------------- -------- ---------------- ---
John B. Scheumann Chairman of the Board of Directors and
Chief Executive Officer, Crossmann 1992 Class III 2002 51
Communities, Inc.
Richard H. Crosser President and Chief Operating Officer,
Crossmann Communities, Inc. 1992 Class III 2001 61
James C. Shook The Shook Agency, Lafayette, Indiana 1994 Class III 2001 68
Larry S. Wechter Managing Director and CEO, Monument 1994 Class III 2002 44
Advisors
</TABLE>

John B. Scheumann has been the Company's Chairman of the Board of
Directors and its Chief Executive Officer since 1992 and has served as a
senior executive officer since joining the Company in 1977. Before joining
the Company, Mr. Scheumann was employed by National Homes Construction Corp.
for three years in a variety of capacities, last serving as Division
Controller for Multi-Family Construction.

Richard H. Crosser has been the Company's President and Chief Operating
Officer and has served on its Board of Directors since 1992. He has been a
senior executive officer since joining the Company in 1974. Prior to 1974,
Mr. Crosser was employed by National Homes Construction Corp. for 15 years in
a variety of capacities, last serving as a regional manager of the company.

James C. Shook was elected to Crossmann's Board of Directors in March
1994. Mr. Shook was President of the Shook Agency, Inc., a real estate
brokerage firm in Lafayette, Indiana from 1984 until his retirement in January
2000. Mr. Shook's other corporate affiliations include directorships of
Vectren, Inc. (A merger of Indiana Energy, Inc. and Southern Indiana Gas and
Electric Co.) and the advisory board of Bank One, Indiana, N.A. Community
service includes past and present directorships of the Indiana Chamber of
Commerce, Greater Lafayette Chamber of Commerce, Greater Lafayette Progress,
Inc., United Way, Greater Lafayette Community Foundation, North Central Health
Services, Inc., Dean's Advisory Committee of the Krannert School of Management
at Purdue University, and the Purdue Foundation.

Larry S. Wechter is Managing Director and CEO of Monument Advisors, Inc.,
an investment bank based in Indianapolis, which Mr. Wechter founded in 1997.
Before founding Monument Advisors, Mr. Wechter served as CFO and then
President and director of ADESA Corporation (NASDAQ: SOLD), currently the
second largest owner and operator of auto auctions throughout the United
States and Canada. ADESA was sold to Minnesota Power, Inc. (NYSE: MPL) in
1996. Mr. Wechter serves on the boards of Symons International (NASDAQ:
SIGC), re:Member Data Services, Inc., the Enterpreneurship Advisory Board for
Ball State University, and the Midwest Entrepreneurial Education Center. He
is a member of Eagle Investments I, LLC, a private placement company, he is a
board member and officer of Family Auto, an automobile chain based in
Indianapolis. Mr. Wechter received his Bachelor of Science from Ball State
University, is a certified public accountant and holds series 7, 63, 24, and
27 securities licenses.

THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE FOR THE PROPOSAL TO
ELECT JENNIFER A. HOLIHEN AS DIRECTOR OF THE COMPANY.

PROPOSAL 2

RATIFICATION OF APPOINTMENT OF AUDITORS

The firm of Deloitte & Touche LLP served as auditors for the Company for
the fiscal years ended December 31, 1995 through 1999. The Board of
Directors desires the firm to continue in this capacity for the current fiscal
year. Accordingly, a resolution will be presented to the meeting to ratify
the appointment of Deloitte & Touche LLP by the Board of Directors as
independent auditors to audit the accounts and records of the Company for the
fiscal year ending December 31, 2000 and to perform other appropriate
services. In the event that shareholders fail to ratify the appointment of
Deloitte & Touche LLP, the Board of Directors would reconsider such
appointment.

A representative of Deloitte & Touche LLP will be present at the Annual
Meeting to respond to appropriate questions and to make a statement if such
representatives desire to do so.

THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE FOR RATIFICATION OF
THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS AUDITORS FOR 2000.

BOARD OF DIRECTORS MEETINGS

The Board of Directors of the Company held a total of four meetings
during 1999. All meetings were attended by all of the Directors.

In March 1994 the Board designated an Audit Committee and a Compensation
Committee of the Board of Directors, the functions of which are described
below.

The Audit Committee is responsible for recommending independent auditors,
reviewing with the independent auditors the scope and results of the audit
engagement, establishing and monitoring the Company's financial policies and
control procedures, reviewing and monitoring the non-audit services performed
by the Company's auditors and reviewing all potential conflicts of interest.
This Committee, currently consisting of John B. Scheumann, Larry S. Wechter
and James C. Shook, held two meetings during 1999.

The Compensation Committee was formed and currently consists of James C.
Shook and Larry S. Wechter, non-employee members of the Board of Directors.
The Compensation Committee is responsible for reviewing, determining and
establishing the salaries, bonuses and other compensation of the executive
officers of the Company and for administering the Employee Option Plan. The
Compensation Committee held two meetings during 1999.

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

Salaries, bonuses and option grants for all employees were recommended by
Messrs. Scheumann and Crosser and Ms. Holihen, and approved by the
Compensation Committee. Messrs. Scheumann and Crosser, and Ms. Holihen do not
participate in setting their personal salaries, bonuses or option grants.

DIRECTOR COMPENSATION

In 1999, the non-employee members of the Board of Directors each received
$12,000 in the Company's Common Shares.

Under the Company's Outside Director Stock Option Plan, (the "Outside
Director Plan") each non-employee Director is entitled to receive the grant of
an option to purchase 1,500 Common Shares on their initial election and each
re-election to the Board of Directors, or more frequently as determined by the
employee Directors of the Company. The total number of Common Shares with
respect to which option may be granted under the Outside Director Plan may not
exceed 37,500 Common Shares. The Outside Director Plan is administered by the
Board members who are employees of the Company. Options granted under the
Outside Director Plan constitute non-qualified stock options for income tax
purposes. Messrs. Wechter and Shook each were granted options to purchase
1,000 Common Shares on January 4, 1999.

EXECUTIVE COMPENSATION

The following table sets forth the compensation earned by the Company's
Chief Executive Officer and the Company's four other highest-paid executive
officers for services rendered in all capacities to the Company and its
subsidiaries for the fiscal years ended December 31, 1997, 1998, and 1999,
respectively.

<TABLE>

SUMMARY COMPENSATION TABLE

Annual Compensation Long Term Compensation

Other All Other
------------- ----------------
Salary Bonus Compensation Options Compensation (1)
-------- -------- ------------- ------- ----------------
Name and Principal Position Year ($) ($) ($) ($)
- ------------------------------ ---- -------- -------- ------------- ----------------
John B. Scheumann, Chairman 1999 200,000 300,000 3,529 None 13,988
and Chief Executive Officer 1998 185,000 275,000 2,250 14,249
1997 175,000 265,000 619 20,500
Richard H. Crosser, President 1999 200,000 300,000 1,303 None 13,988
and Chief Operating Officer 1998 185,000 275,000 1,376 14,249
1997 175,000 265,000 1,370 20,500
Steve M. Dunn, Executive Vice 1999 125,000 150,000 1,478 None 13,988
President of Operations 1998 120,000 100,000 1,035 12,938
1997 100,320 75,000 592 20,500
Jennifer A. Holihen, Chief 1999 90,000 125,000 4,385 4,000 13,988
Financial Officer, Treasurer, 1998 80,000 110,000 4,119 4,000 14,249
Secretary 1997 75,000 100,000 3,678 7,500 20,500

<FN>

(1) Represents contributions by the Company to the named individual's profit sharing plan.
</TABLE>

OPTION PLAN BENEFITS

The following table sets forth the benefits allocated under the Outside
Director Plan and the Employee Option Plan (collectively, the "Plans") for the
fiscal year ended December 31, 1999 to each of the named executive officers;
all current executive officers as a group; all current directors who are not
executive officers as group; and all employees, including all current officers
who are not executive officers, as a group. The amount of such benefits are
not necessarily indicative of the amounts that will be granted in the future.
The closing sale price of a Common Share at the close of business on April 10,
2000 was $15.00.
<TABLE>

EMPLOYEE OPTION PLAN NUMBER OF UNITS OUTSIDE DIRECTOR OPTION PLAN NUMBER OF UNITS

NAME

John B. Scheumann -0- -0-
Richard H. Crosser -0- -0-
Steve M. Dunn -0- -0-
Jennifer A. Holihen 4,000 -0-

All Other Executive Officers
as a Group -0- -0-

All Directors who are not Executive Officers 2,000

All non-Executive Officers
and Employees as a Group 94,970

</TABLE>

The following table contains information concerning the grant of stock options
under the Company's Employee Option Plan to the named executive officers and
groups indicated. The table also lists potential realizable values of such
options on the basis of assumed annual compounded appreciation rates of 5% and
10% over the life of the options, which are set at a maximum of 10 years.
<TABLE>

% OF TOTAL POTENTIAL REALIZABLE VALUE
OPTIONS AT ASSUMED ANNUAL RATES
GRANTED TO EXERCISE OF PRICE APPRECIATION OVER
OPTIONS EMPLOYEES PRICE EXPIRATION 10 YEARS
NAME GRANTED(#) IN 1999 ($/SHARE) DATE 5%($) 10%($)
- ------------------- ---------- ---------- --------- ---------- -------------------------------
John B. Scheumann -0- -0- -0- -0- -0- -0-
Richard H. Crosser -0- -0- -0- -0- -0- -0-
Steve M. Dunn -0- -0- -0- -0- -0- -0-
Jennifer A. Holihen 4,000 4 23.06 1/05/09 150,249 239,247
</TABLE>

The following table provides information with respect to the named
executive officers and groups indicated concerning the unexercised options
held as of the end of the last fiscal year.
<TABLE>

AGGREGATED OPTION VALUES AT DECEMBER 31, 1999

VALUE OF UNEXERCISED
-------------------------
VALUE OPTIONS AT YEAREND:
---------------- -------------------------
REALIZED: NUMBER OF OPTIONS MARKET PRICE OF $15.50 -
---------------- ----------------- -------------------------
SHARES ACQUIRED MARKET PRICE OF UNEXERCISED AT EXERCISE PRICE RANGING
--------------- ---------------- ----------------- -------------------------
NAME ON EXERCISE $ 15.50 DECEMBER 31, 1999 FROM$5.17 TO $23.06
- ------------------- --------------- ---------------- ----------------- -------------------------
Jennifer A. Holihen -0- -0- 67,000 $ 1,211,263
- ------------------- --------------- ---------------- ----------------- -------------------------
</TABLE>

COMPENSATION COMMITTEE REPORT ON EXECUTIVE COMPENSATION

General. The Company has undertaken to formulate a competitive
compensation policy for executive officers that will attract, motivate and
retain qualified and productive personnel, reward superior performance, and
provide long-term incentives based on that performance. The Company also has
attempted to develop a compensation policy that will serve to align the
interests of the Company, its executive officers, and its shareholders. The
primary components of executive compensation consist of base salaries, a
performance-based cash bonus plan, and stock options.

Base salaries. Management has traditionally held that it is in the
Company's best interest to keep base salaries of employees at all levels as
low as possible, due to uncertainties inherent in the homebuilding business
that affect the amount and timing of income: weather, interest rates and
other credit issues, the availability of developed lots, labor supply, etc.
This policy ensures a low break-even point and conserves cash. Management
also believes that its compensation system is consistent with hiring young
professionals and developing them as managers in the Company.

Bonuses. In light of relatively low base salaries, it is the
Company's policy to pay a substantial portion of the compensation an officer
has the opportunity to earn as a year-end bonus, provided that certain
predetermined corporate goals and individual performance objectives are
achieved. By weighing bonus compensation heavily, management believes it has
an effective tool for enhancing Company performance, while protecting the
Company from high fixed costs. Bonuses are computed only when actual earnings
performance for the entire year is known.

The Company's executive officers earn substantial bonuses if overall
corporate earnings objectives are achieved and if they accomplish
predetermined strategic objectives. In 1999, Crossmann achieved or exceeded
its earnings objectives in every quarter and achieved its strategic objective
of expanding into new markets. Year-end bonuses for 1999 were paid in
accordance with the guidelines set by the Compensation Committee.

Stock Options.The Compensation Committee authorized incentive
options to key employees on January 5, 1999 at a grant price of $23.06 per
share.

2000 COMPENSATION POLICY. During 1999, the Compensation Committee
reviewed salary surveys provided by Deloitte & Touche LLP and examined recent
proxy statements of other homebuilders and found Crossmann's compensation
generally lower by a substantial margin, while the Company's profitability,
returns on equity and assets, and growth are generally higher. The Committee
attributes this high level of productivity to the long-term orientation of
its management team. Crossmann's management has substantial personal
investment in the Company's stock; therefore, the Committee believes that
interests of senior management are consistent with that of the Company's
stockholders. In light of the disparity between the Company's compensation
structure and that of its peers, the Compensation Committee is evaluating its
compensation policy to ensure it can continue to retain key managers.

The Committee has set the following goals for management in 2000:

- - To ensure the Company achieves its earnings targets in the face of
higher overall interest rates;

- - To support operating managers in producing acceptable volume levels
and margins, particularly monitoring new markets where performance is
unproven; and

- To employ capital appropriately in each market to achieve an
acceptable return on assets.

Submitted by the Compensation Committee James C. Shook
Larry S. Wechter

PERFORMANCE GRAPH

The following performance graph shows the percentage change in
cumulative total return to a holder of the Company's Common Stock, assuming
dividend reinvestment, compared with the cumulative total return, assuming
dividend reinvestment, of Standard & Poor's 500 Stock Index and the peer group
indicated below from December 31, 1994 through December 31, 1999.

<TABLE>

Measurement Period Crossmann Communities, Inc. Homebuilding 500 S & P 500 Index
- --------------------- --------------------------- ---------------- ---------------
(Fiscal Year Covered)
- ---------------------
1994 100.00 100.00 100.00
- --------------------- --------------------------- ---------------- ---------------
1995 357.14 142.80 137.58
- --------------------- --------------------------- ---------------- ---------------
1996 323.80 130.23 169.17
- --------------------- --------------------------- ---------------- ---------------
1997 789.29 208.37 225.60
- --------------------- --------------------------- ---------------- ---------------
1998 789.29 254.24 290.08
- --------------------- --------------------------- ---------------- ---------------
1999 442.86 171.54 351.12
- --------------------- --------------------------- ---------------- ---------------
</TABLE>

CERTAIN TRANSACTIONS

The Company had business dealings with certain affiliates, including
its Chairman of the Board and CEO, John B. Scheumann and its President and
COO, Richard H. Crosser and entities with which they are affiliated. Since
its initial public offering , the policy of the Company has been to require
that such transactions be on terms not less favorable to the Company than
reasonably available from unrelated third parties and that they be approved by
a majority of the disinterested members of the Board of Directors of the
Company.

The Company leases approximately 25,000 square feet of office space
for its headquarters, and an additional 4,000 square feet for its mortgage
brokerage subsidiary, at 9202 and 9210 North Meridian Street in Indianapolis,
Indiana from Crossmann Properties LLC, an entity now 81.0% owned by principal
shareholders John B. Scheumann and Richard H. Crosser and 19.0% owned by the
Company. The monthly lease payments are $35,701.

The Company charters an aircraft for corporate use from DJAC LLC, an
entity 30% owned by principal shareholders John B. Scheumann and Richard H.
Crosser and 50% owned by the Company. In 1999, the Company expended $217,674
for the use of the aircraft.

COMPLIANCE WITH REPORTING REQUIREMENTS OF SECTION 16(A) OF THE SECURITIES
AND EXCHANGE ACT OF 1934

Section 16(a) of the Securities Exchange Act of 1934 required the
Company's directors and executive officers, and persons who own more that ten
percent of a registered class of the Company's equity securities, to file
with the Securities and Exchange Commission (the "SEC") initial reports of
ownership and reports of changes in ownership of Common Stock and other equity
securities of the Company. Officers, directors and greater than ten-percent
shareholders are required by SEC regulation to furnish the Company with copies
of all Section 16(a) reports they file. To the knowledge of the Company, all
Section 16(a) filing requirements applicable to the Company's officers,
directors and greater than ten-percent beneficial owners have been made in a
timely manner.

OTHER MATTERS

Management does not know of any matters to be presented at this Annual
Meeting other than those set forth herein and in the Notice accompanying this
Proxy Statement.

It is important that your shares be represented at the meeting,
regardless of the number of shares which you hold. YOU ARE, THEREFORE, URGED
TO EXECUTE PROMPTLY AND RETURN THE ACCOMPANYING PROXY IN THE ENVELOPE WHICH
HAS BEEN ENCLOSED FOR YOUR CONVENIENCE. Shareholders who are present at the
meeting may revoke their proxies and vote in person or, if they prefer, may
abstain from voting in person and allow their proxies to be voted.

SHAREHOLDER PROPOSALS FOR THE 2001 ANNUAL MEETING

Shareholder proposals intended to be considered at the 2001 Annual
Meeting of Shareholders must be received by Crossmann Communities, Inc. no
later than December 31, 2000. The proposal must be mailed to the Company's
principal executive officer, 9210 North Meridian Street, Indianapolis,
Indiana, 46260, Attention: Jennifer A. Holihen. Such proposals may be
included in next year's proxy statement if they comply with certain rules and
regulations promulgated by the Securities and Exchange Commission.

By the Order of the Board of Directors

/s/ Jennifer A. Holihen
Jennifer A. Holihen
Secretary

April 10, 2000
Indianapolis, Indiana

REVOCABLE PROXY

CROSSMANN COMMUNITIES, INC.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

Annual Meeting of Shareholders

May 23, 2000

The undersigned hereby appoints the Board of Directors of Crossmann
Communities, Inc., or the majority of such directors, with powers of
substitution, to act as attorneys and proxies for the undersigned to vote all
shares of capital stock of Crossmann Communities, Inc., which the undersigned
is entitled to vote at the Annual Meeting of Shareholders to be held at the
Sheraton Hotel, 8787 Keystone Crossing, Indianapolis, Indiana, at 9:00 a.m.
on May 23, 2000, and at any and all adjournments thereof, as follows:

(Continued on Reverse Side)

Please date, sign and mail your
proxy card back as soon as possible!

Annual Meeting of Shareholders
CROSSMANN COMMUNITIES, INC.

May 23, 2000

[X] Please mark your
votes as in this
example.

<TABLE>

The Board of Directors recommends a vote "FOR" each of the listed propositions.

<S> <C>

1. The election as FOR WITHHOLD AUTHORITY Nominee: Jennifer A. Holihen
director of the [ ] [ ]
nominee listed
at right.

2. Approval and ratification of the appointment of FOR AGAINST ABSTAIN
Deloitte & Touche LLP as auditors for the year [ ] [ ] [ ]
ending December 31, 2000.
3. In their discretion, the proxies are authorized to
vote on any other business that may properly
come before the Meeting or adjournment thereof.
This proxy may be revoked at any time prior to the voting thereof.

The undersigned acknowledges receipt from Crossmann Communities, Inc., prior
to the executor of this proxy, of notice of the Meeting, a proxy statement and an
Annual Report to shareholders.

THIS PROXY WILL BE VOTED AS DIRECTED, BUT IF NO INSTRUCTIONS
ARE SPECIFIED, THIS PROXY WILL BE VOTED FOR EACH OF THE
PROPOSITIONS STATED. IF ANY OTHER BUSINESS IS PRESENTED AT
SUCH MEETING, THIS PROXY WILL BE VOTED BY THOSE NAMED IN
THIS PROXY IN THEIR BEST JUDGEMENT. AT THE PRESENT TIME, THE
BOARD OF DIRECTORS KNOWS OF NO OTHER BUSINESS TO BE
PRESENTED AT THE MEETING.
PLEASE COMPLETE, DATE, SIGN AND MAIL THIS PROXY IN THE
ENCLOSED POSTAGE-PAID ENVELOPE.

Signature(s)________________________________________DATE____________
Note: Please sign as your name appears on the envelope in which this card
was mailed. When signing as attorney, executor, administrator, trustee or
guardian, please give your full title. If shares are held jointly, each holder
should sign.

</TABLE>