-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0001045969-01-500604.txt : 20010702
<SEC-HEADER>0001045969-01-500604.hdr.sgml : 20010702
ACCESSION NUMBER:		0001045969-01-500604
CONFORMED SUBMISSION TYPE:	11-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20001231
FILED AS OF DATE:		20010629

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			APOGEE ENTERPRISES INC
		CENTRAL INDEX KEY:			0000006845
		STANDARD INDUSTRIAL CLASSIFICATION:	GLASS PRODUCTS, MADE OF PURCHASED GLASS [3231]
		IRS NUMBER:				410919654
		STATE OF INCORPORATION:			MN
		FISCAL YEAR END:			0228

	FILING VALUES:
		FORM TYPE:		11-K
		SEC ACT:		
		SEC FILE NUMBER:	000-06365
		FILM NUMBER:		1671958

	BUSINESS ADDRESS:	
		STREET 1:		7900 XERXES AVE S
		STREET 2:		SUITE 1800
		CITY:			MINNEAPOLIS
		STATE:			MN
		ZIP:			55431
		BUSINESS PHONE:		6128351874

	MAIL ADDRESS:	
		STREET 1:		7900 XERXES AVE S
		STREET 2:		SUITE 1800
		CITY:			MINNEAPOLIS
		STATE:			MO
		ZIP:			55431

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	HARMON GLASS CO INC
		DATE OF NAME CHANGE:	19720623
</SEC-HEADER>
<DOCUMENT>
<TYPE>11-K
<SEQUENCE>1
<FILENAME>d11k.txt
<DESCRIPTION>FORM 11-K
<TEXT>

<PAGE>

                                   FORM 11-K
            FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
              AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

(Mark One)

[X]      ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
         OF 1934
         For the fiscal year ended December 31, 2000
                                   -----------------

                                       OR

[_]      TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934
         For the transition period from  _________________ to __________________

Commission file number 0-3488
                       ------


                 Apogee Enterprises Tax-Relief Investment Plan

                           Apogee Enterprises, Inc.
                           7900 Xerexes Avenue South
                                  Suite 1800
                             Minneapolis, MN 55431
<PAGE>

Apogee Enterprises, Inc.
Tax-Relief Investment Plan

Financial statements as of
December 31, 2000 and 1999
together with report of
independent public accountants
<PAGE>
<TABLE>
<CAPTION>
<S>                                                                 <C>
Index to financial statements                                       Page

Report of independent public accountants                              1

Statements of net assets available for benefits                       2

Statements of changes in net assets available for benefits            3

Notes to financial statements                                         4

Schedule H, line 4i -- Schedule of Assets (Held At End of Year)       8
</TABLE>
<PAGE>

Report of independent public accountants

To the Plan Administrator of Apogee Enterprises, Inc. Tax-Relief Investment
Plan:

We have audited the accompanying statements of net assets available for benefits
of Apogee Enterprises, Inc. Tax-Relief Investment Plan as of December 31, 2000
and 1999, and the related statements of changes in net assets available for
benefits for the years then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for our
opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Apogee
Enterprises, Inc. Tax-Relief Investment Plan as of December 31, 2000 and 1999,
and the changes in net assets available for benefits for the years then ended,
in conformity with accounting principles generally accepted in the United
States.

Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental Schedule of Assets (Held
at End of Year) is presented for the purpose of additional analysis and is not a
required part of the basic financial statements, but is supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. This supplementary schedule is the responsibility of the Plan's
management. The supplement schedule has been subjected to the auditing
procedures applied in the audit of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.

Arthur Andersen LLP

Minneapolis, Minnesota,
May 16, 2001

                                       1
<PAGE>

APOGEE ENTERPRISES, INC. TAX-RELIEF INVESTMENT PLAN

Statements of net assets available for benefits

As of December 31


<TABLE>
<CAPTION>
                                                                                                     2000          1999
                                                                                                 ------------  ------------
<S>                                                                                           <C>             <C>
INVESTMENTS                                                                                    $96,326,076   $103,172,751

CONTRIBUTIONS RECEIVABLE:
  Employer's contributions receivable                                                               41,548         41,586
  Participants' contributions receivable                                                           171,943        172,621
                                                                                               -----------   ------------
               Total contributions receivable                                                      213,491        214,207
                                                                                               -----------   ------------
NET ASSETS AVAILABLE FOR BENEFITS                                                              $96,539,567   $103,386,958
                                                                                                 ===========   ============
</TABLE>

The accompanying notes are an integral part of these financial statements.

                                       2
<PAGE>

APOGEE ENTERPRISES, INC. TAX-RELIEF INVESTMENT PLAN

Statements of changes in net assets available for benefits

For the years ended December 31


<TABLE>
<CAPTION>
                                                                                                  2000           1999
                                                                                              ------------    -------------
<S>                                                                                           <C>            <C>
NET ASSETS AVAILABLE FOR BENEFITS, beginning of year                                        $103,386,958   $ 89,995,799

INCREASES (DECREASES) DURING THE YEAR:
  Net realized and unrealized appreciation (depreciation) of investments                      (4,682,658)    13,368,890
  Interest and dividend income                                                                 1,533,872      2,193,637
  Loan interest                                                                                  443,848        382,202
  Employee contributions                                                                       8,852,789      9,479,267
  Employer contributions                                                                       2,119,226      2,249,757
  Rollover contributions                                                                       1,523,129        277,289
  Distributions to participants                                                              (15,871,886)    (9,385,774)
  Transfer of plan assets                                                                       (726,911)    (5,174,109)
  Administrative expenses                                                                        (38,800)             -
                                                                                            ------------   ------------
NET ASSETS AVAILABLE FOR BENEFITS, end of year                                              $ 96,539,567   $103,386,958
                                                                                              ============   ============
</TABLE>

The accompanying notes are an integral part of these financial statements.

                                       3
<PAGE>

APOGEE ENTERPRISES, INC. TAX-RELIEF INVESTMENT PLAN

Notes to financial statements

December 31, 2000 and 1999

1 Summary description of the plan
- ---------------------------------

General

Apogee Enterprises, Inc. Tax-Relief Investment Plan (the Plan) is a defined
contribution plan sponsored and administered by Apogee Enterprises, Inc. (the
Company). The Plan is a multiple employer plan including Apogee Enterprises,
Inc. and Terrasun. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA). The following description of the
Plan is provided for information purposes only. Participants should refer to the
plan agreement for a more complete description of the Plan's provisions.

Plan administrator

The Company has appointed a committee consisting of company officers and
employees to be the administrator of the Plan (the Plan Administrator). State
Street Bank and Trust (the Trustee) holds the plan investments in a commingled
trust, executes investment transactions, and collects and allocates the related
investment income based on employee elections.

Eligibility

Under the terms of the Plan, a regular employee (who is not a member of a group
of employees covered by a collective bargaining unit) scheduled to work 1,000
hours in a calendar year shall be eligible to participate in the Plan upon
attaining age 21 and completing 90 days of qualified service.

Contributions

Participants may elect to have 1 percent to 13 percent of their compensation
withheld and contributed to their basic account in the Plan. Participants are
automatically enrolled into the Plan at a deferral rate of 2 percent.
Participants can choose at anytime to discontinue contributions. For the years
ended December 31, 2000 and 1999, the Company contributed an amount equal to 30
percent of the first 6 percent of base compensation that a participant
contributes to the Plan. While none have been made to date, the Company may also
make additional discretionary profit-sharing contributions to all eligible
participants. The Plan also allows participants to roll over lump-sum payments
from other qualified plans.

Supplementary contributions of after-tax compensation were allowed through
December 31, 1986. Participants may make a monthly election as to the investment
of their basic, supplementary and company-match contributions. Participants have
the opportunity to direct all money allocated to their accounts. Participants
can choose among 11 mutual funds plus company stock. These investment elections
must be made in 1 percent increments with no more than 10 percent invested in
the Apogee Stock Fund.

Vesting

Participants' basic and supplementary contribution accounts are 100 percent
vested at all times. Participants become 100 percent vested in their company
contribution accounts after completing three years of qualified service with the
Company or in the event of death, disability or retirement. Forfeitures of
nonvested discretionary employer accounts and employer matching accounts are
used to reduce the Company's contribution. Forfeitures from participants were
approximately $141,000 in 2000 and $20,000 in 1999.

Loans

The Plan allows participants employed by the Company to borrow up to 50 percent
of the participant's vested account balance, with a minimum of $500 and a
maximum of $50,000 reduced by the highest outstanding loan balance in the
previous 12-month period. A participant's loan is financed proportionately from
the account balances held in each of the funds. Loan terms can be repaid in 1,
2, 3, 4 or 5 years, or in the case of a home purchase, up to 15 years. The
interest rate on the loans is 1 percent above the prime rate as represented in
The Wall Street Journal on the last business day of the calendar month preceding
the calendar month in which the loan is granted. Loans are repaid through
payroll deductions and are secured by the participant's remaining account
balance. If the participant terminates employment with the Company, either the
outstanding loan balance must be repaid in a lump sum or distributions to the
participant will be reduced accordingly.

                                       4
<PAGE>

Interest rates ranged from 9.50 percent to 10.50 percent in 2000. Participant
loans of $5,423,027 were outstanding as of December 31, 2000.

Distributions

Upon death, disability, termination of employment or retirement, participants
may elect either a lump-sum payment or a series of installment payments from the
Plan.

A participant can elect to retain his or her account balance over $5,000 with
the Plan until he or she attains age 70  1/2. Account balances under $5,000 will
be paid in a single lump sum.

Employees may make withdrawals upon attainment of age 59  1/2. Early withdrawal
from employee basic contributions is permitted only if financial hardship is
demonstrated and other financial resources are not available. Hardship
withdrawals shall be made in compliance with safe harbor regulations established
by the Internal Revenue Service. Employees may make one withdrawal per year from
their supplementary contribution accounts without any reason being given.

Transfer of plan assets

On June 30, 1999, participant balances were transferred to the CH Holdings, Inc.
401(k) Savings and Profit Sharing Plan upon sale of Harmon LTD (a former
subsidiary of the Company).

On April 28, 2000, assets of $2,564,230 were transferred to the Plan from the
Portland Glass 401(k) Retirement Plan upon the acquisition of American
Management Group d/b/a Portland Glass. On July 3, 2000 and July 28, 2000,
participant balances totaling $3,291,141 were transferred to the Compudyne
Corporation 401(k) Retirement Savings Plan upon the sale of Norment Industries
(a former subsidiary of the Company).

2 Summary of significant accounting policies
- --------------------------------------------

Basis of accounting

The Plan maintains its accounting records on the accrual basis of accounting.
Transactions and assets of the Commingled Trust are accounted for using the
following accounting policies:

a.   Investments are valued at fair value based on quoted market prices obtained
     from national securities exchanges and other published sources.

b.   Investment income is recorded on the accrual basis and dividend income on a
     cash basis. The pro rata share of each fund's investment income from the
     Commingled Trust represents the Plan's proportionate share of investment
     income from the Commingled Trust for each fund. Investment income includes
     recognition and allocation of interest income, dividend income, and
     realized and unrealized gains and losses, based upon each participating
     plan's share of the underlying net assets of the Trust.

c.   Deposits, withdrawals and transfers by the participating plans are made at
     fair value when the transactions occur.

Use of estimates

The preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires the plan administrator to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of additions and deductions
during the reporting period. Ultimate results could differ from those estimates.

Reclassification

Certain 1999 numbers were reclassified to conform to the 2000 presentation.

                                       5
<PAGE>

3 Investments
- --------------

The following presents investments that represent 5 percent or more of the
Plan's net assets as of December 31:

<TABLE>
<CAPTION>
                                                                                       2000         1999
                                                                                   -----------  -----------
<S>                                                                               <C>          <C>
State Street Global Advisor Principle Accumulation Fund                            $14,473,917  $15,560,874
State Street Global S&P 500 Index Fund                                              10,848,261   11,999,069
State Street Global Large Cap Value Fund                                             8,485,902    9,029,663
Franklin Small Cap Growth Fund                                                      12,216,816   13,587,026
State Street Global Advisor International Growth Opportunities Fund                  9,078,761   11,465,211
State Street Global Advisor Moderate Asset Accumulation Fund                        23,912,217   27,399,049
Loans to Participants                                                                5,423,027    5,322,292
</TABLE>

4 Apogee Enterprises, Inc. Retirement Trust
- --------------------------------------------
The Plan, together with the Apogee Enterprises, Inc. Retirement Plan, invests
its assets on a commingled basis in the Apogee Enterprises, Inc. Retirement
Trust (the Commingled Trust).

Under the terms of the trust agreement, the Trustee maintains custody of the
funds on behalf of the Commingled Trust and is also responsible for participant
accounting. The Trustee granted certain advisory responsibilities to State
Street Global Advisors and Franklin Templeton.

All plan and trust expenses, except for investment management fees, brokerage
commissions and certain loan fees, are paid by the Company. Administrative
expenses of approximately $563,000 in 2000 and $174,000 in 1999 were paid by the
Company for the Commingled Trust.

The following presents the fair values of investments for the Master Trust as of
December 31, 1999:

         Investments at fair value:
            Mutual funds                                     $153,112,270
            Participant loans                                   5,322,293
            Apogee Enterprises, Inc. stock                      4,257,552
                                                             ------------
                                                             $162,692,115
                                                             ============

The Plan's interest in the Master Trust as a percentage of net assets of the
Master Trust was 63 percent for the year ended December 31, 1999.

The fair value of the Plan's interest in the Master Trust is based on the
beginning of the year value of the Plan's interest in the Master Trust, plus
actual contributions and allocated investment income, less actual distributions
and allocated administrative expenses.

5 Tax status
- ------------

The Company received a favorable determination letter dated January 30, 1996
from the Internal Revenue Service (IRS) stating that the Plan is designed in
compliance with applicable sections of the Internal Revenue Code (the IRC). The
Plan has been amended since the date of the letter; however, the Company
believes the Plan continues to operate in accordance with the IRC.

6 Plan termination
- ------------------

The Company and its subsidiaries have voluntarily agreed to make contributions
to the Plan as specified in the plan documents. Although the Company has not
expressed any intent to terminate the plan agreement, it may do so at any time,
subject to such provisions of the law as may be applicable. In the event that
the Plan is terminated, all participants will be fully vested.

7 Party-in-interest transactions
- --------------------------------

The Plan engages in transactions involving the acquisition and disposition of
investments with parties in interest, including the Trustee and the plan
sponsor. These transactions are considered exempt party-in-interest transactions
under ERISA.

                                       6
<PAGE>

8 Reconciliation to the Form 5500
- ---------------------------------

At December 31, 2000, net assets available for plan benefits in the accompanying
financial statements differ from the Form 5500 as filed with the IRS as follows:

<TABLE>
<S>                                                                                                             <C>
Net assets available for plan benefits per the Form 5500                                                        $96,507,627
Benefits payable as of December 31, 2000                                                                             31,940
                                                                                                                -----------
Net assets available for plan benefits per the accompanying financial statements                                $96,539,567
                                                                                                                ===========

At December 31, 2000, distributions to participants in the accompanying
financial statements differ from the Form 5500 as filed with the IRS as follows:

Distributions per the Form 5500                                                                                 $15,002,286
Benefits payable December 31, 1999                                                                                   91,615
Benefits payable December 31, 2000                                                                                  (31,940)
Deemed distributions per the Form 5500                                                                              809,925
                                                                                                                -----------
Distributions to participants per the accompanying financial statements                                         $15,871,886
                                                                                                                ===========
</TABLE>

                                       7
<PAGE>

APOGEE ENTERPRISES, INC. TAX-RELIEF INVESTMENT PLAN

(Employer identification number: 41-0919654) (Plan number: 001)

Schedule H, line 4i -- Schedule of Assets (Held At End of Year)

As of December 31, 2000


<TABLE>
<CAPTION>
                                                                                                                Current
                                Description                                                         Cost         value
 -----------------------------------------------------------------------------                    --------   ------------
<S>                                                                                               <C>        <C>
State Street Global Advisors Principle Accumulation Fund*                                             **      $14,473,917
State Street Global Advisors Daily Bond Market Fund*                                                  **          742,417
State Street Global Advisors S&P 500 Index Fund*                                                      **       10,848,261
State Street Global Advisors Large Cap Value Fund*                                                    **        8,485,902
State Street Global Advisors Large Cap Growth Fund*                                                   **        2,372,310
State Street Global Advisors Mid Cap Fund*                                                            **        2,314,118
Franklin Small Cap Growth Fund                                                                        **       12,216,816
State Street Global Advisors International Growth Opportunities Fund*                                 **        9,078,761
State Street Global Advisors Conservative Asset Accumulation Fund*                                    **          332,833
State Street Global Advisors Moderate Asset Accumulation Fund*                                        **       23,912,217
State Street Global Advisors Aggressive Asset Accumulation Fund*                                      **        2,063,057
Apogee Enterprises, Inc. common stock*                                                                **        4,062,440
Loans to participants, with interest ranging from 9.5% to 10.5%                                       **        5,423,027
                                                                                                              -----------
                Total investments                                                                             $96,326,076
                                                                                                              ===========
</TABLE>

*Denotes party in interest.
**Historical cost has been omitted for participant-directed investments.

                                       8
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-23.1
<SEQUENCE>2
<FILENAME>dex231.txt
<DESCRIPTION>CONSENT OF ARTHUR ANDERSEN LLP
<TEXT>

<PAGE>

                                                                    EXHIBIT 23.1
Consent of independent public accountants

As independent public accountants, we hereby consent to the incorporation of our
report dated May 16, 2001 included in this Form 11-K into the Company's
previously filed Registration Statement (Form S-8 No. 333-95855).


                                                Arthur Andersen LLP

Minneapolis, Minnesota,
June 29, 2001
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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