FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * GOLDMAN JANE H   2. Issuer Name and Ticker or Trading Symbol MAYS J W INC [MAYS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 640 FIFTH AVENUE 3. Date of Earliest Transaction (Month/Day/Year) 11/23/2010 (Street) NEW YORK, NY 10019 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) ___ Form filed by One Reporting Person _X_ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 11/23/2010   S   271,200 D $ 10.71 (1) 0 I See Footnotes (2) (5) Common Stock 11/23/2010   P   271,200 A $ 10.71 (1) 271,200 I See Footnotes (3) (5) Common Stock               182,800 I See Footnotes (4) (5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
GOLDMAN JANE H 640 FIFTH AVENUE NEW YORK, NY 10019		X
Goldman Allan H. 640 FIFTH AVENUE NEW YORK, NY 10019		X
LITTLE LOUISA 640 FIFTH AVENUE NEW YORK, NY 10019		X

Signatures

/s/ Jane H. Goldman, as co-executrix of the Estate of Sol Goldman, co-trustee of the Lillian Goldman Marital Trust and co-executrix of the estate of Lillian Goldman		01/10/2011
**Signature of Reporting Person		Date
/s/ Allan H. Goldman, as co-executor of the Estate of Sol Goldman, co-trustee of the Lillian Goldman Marital Trust and co-executor of the estate of Lillian Goldman		01/10/2011
**Signature of Reporting Person		Date
/s/ Louisa Little, as co-executrix of the Estate of Sol Goldman and co-trustee of the Lillian Goldman Marital Trust		01/10/2011
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	This price represents the estimated fair market value of the shares of Common Stock of J.W. Mays, Inc. (the "Shares") on November 23, 2010. An independent appraiser has been retained to prepare a valuation of the Shares. If this appraisal results in a different fair market value of the Shares as of November 23, 2010, the price will be adjusted.
(2)	These Shares were held by the Estate of Sol Goldman, of which Jane H. Goldman, Allan H. Goldman and Louisa Little are co-executors.
(3)	These Shares are held by the Lillian Goldman Marital Trust, of which Jane H. Goldman, Allan H. Goldman and Louisa Little are co-trustees.
(4)	These Shares are held by the Estate of Lillian Goldman, of which Jane H. Goldman, Allan H. Goldman, Amy P. Goldman and Diane Goldman Kemper are co-executors.
(5)	Each of Jane H. Goldman, Allan H. Goldman and Louisa Little disclaims beneficial ownership of the Shares reported herein, except to the extent of his or her pecuniary interest, if any, therein.

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