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FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended DECEMBER 31, 2000

OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 1-12252

EQUITY RESIDENTIAL PROPERTIES TRUST
(Exact Name of Registrant as Specified in Its Charter)

MARYLAND 13-3675988
(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)

TWO NORTH RIVERSIDE PLAZA, CHICAGO, ILLINOIS 60606
(Address of Principal Executive Offices) (Zip Code)

(312) 474-1300
(Registrant's Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Common Shares of Beneficial Interest, New York Stock Exchange
$0.01 Par Value (Name of Each Exchange
(Title of Class) on Which Registered)

Preferred Shares of Beneficial Interest, New York Stock Exchange
$0.01 Par Value (Name of Each Exchange
(Title of Class) on Which Registered)

Securities registered pursuant to Section 12(g) of the Act: None

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 by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]

The aggregate market value of voting and non-voting shares held by
non-affiliates of the Registrant was approximately $6.9 billion based upon
the closing price on February 6, 2001 of $51.80 using beneficial ownership of
shares rules adopted pursuant to Section 13 of the Securities Exchange Act of
1934 to exclude voting shares owned by Trustees and Officers, some of whom
may not be held to be affiliates upon judicial determination.

At February 1, 2001, 132,790,407 of the Registrant's Common Shares of
Beneficial Interest were outstanding.



DOCUMENTS INCORPORATED BY REFERENCE

Part III incorporates by reference information to be contained in the Company's
definitive proxy statement, which the Company anticipates will be filed no later
than April 30, 2001, and thus these items have been omitted in accordance with
General Instruction G(3) to Form 10-K.



















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EQUITY RESIDENTIAL PROPERTIES TRUST

TABLE OF CONTENTS





PAGE
----

PART I.

Item 1. Business 4
Item 2. The Properties 26
Item 3. Legal Proceedings 30
Item 4. Submission of Matters to a Vote of Security Holders 30

PART II.

Item 5. Market for Registrant's Common Equity and Related
Shareholder Matters 30
Item 6. Selected Financial Data 30
Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations 33
Item 7A. Quantitative and Qualitative Disclosure about Market Risk 43
Item 8. Financial Statements and Supplementary Data 43
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure 43

PART III.

Item 10. Trustees and Executive Officers of the Registrant 43
Item 11. Executive Compensation 43
Item 12. Security Ownership of Certain Beneficial Owners and Management 43
Item 13. Certain Relationships and Related Transactions 43

PART IV.

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K 44



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PART I

ITEM 1. BUSINESS

GENERAL

Equity Residential Properties Trust ("EQR") is a self-administered
and self-managed equity real estate investment trust ("REIT"). EQR was
organized in March 1993 and commenced operations on August 18, 1993 upon
completion of its initial public offering (the "EQR IPO") of 13,225,000
common shares of beneficial interest, $0.01 par value per share ("Common
Shares"). EQR was formed to continue the multifamily property business
objectives and acquisition strategies of certain affiliated entities
controlled by Mr. Samuel Zell, Chairman of the Board of Trustees of EQR.
These entities had been engaged in the acquisition, ownership and operation
of multifamily residential properties since 1969. As used herein, the term
"Company" includes EQR and those entities owned or controlled by it, as the
survivor of the mergers between EQR and each of Wellsford Residential
Property Trust ("Wellsford") (the "Wellsford Merger"), Evans Withycombe
Residential, Inc. ("EWR") (the "EWR Merger"), Merry Land & Investment
Company, Inc. ("MRY") (the "MRY Merger") and Lexford Residential Trust
("LFT") ("the LFT Merger") (collectively, the "Mergers"). The term "Company"
also includes Globe Business Resources, Inc. ("Globe"), Temporary Quarters,
Inc. ("TQ") and Grove Property Trust ("Grove"). The Company has elected to be
taxed as a REIT under Section 856(c) of the Internal Revenue Code of 1986, as
amended (the "Code").

The Company has formed a series of partnerships (the "Financing
Partnerships") which beneficially own certain Properties (see definition
below) that may be encumbered by mortgage indebtedness. In general, these are
structured so that ERP Operating Limited Partnership (the "Operating
Partnership"), a subsidiary of EQR, owns a 1% limited partner interest and a
98% general partner interest in each, with the remaining 1% general partner
interest in each Financing Partnership owned by various qualified REIT
subsidiaries wholly owned by the Company (each a "QRS Corporation"). Rental
income from the Properties that are beneficially owned by a Financing
Partnership is used first to service the applicable mortgage debt and pay
other operating expenses and any excess is then distributed 1% to the
applicable QRS Corporation, as the general partner of such Financing
Partnership, and 99% to the Operating Partnership, as the sole 1% limited
partner and as the 98% general partner. The Company has also formed a series
of limited liability companies that own certain Properties (collectively, the
"LLCs"). The Operating Partnership is a 99% managing member of each LLC and a
QRS Corporation is a 1% member of each LLC.

The Company's subsidiaries include the Operating Partnership, a
series of management limited partnerships and companies (collectively, the
"Management Partnerships" or the "Management Companies"), the Financing
Partnerships, the LLC's and certain other entities.

As of December 31, 2000, the Company owned or had interests in 1,104
multifamily properties containing 227,704 apartment units (individually, a
"Property" and collectively, the "Properties") consisting of the following:




NUMBER OF NUMBER OF
PROPERTIES UNITS
- -------------------------------------------------------------------------------

WHOLLY OWNED PROPERTIES 998 207,610
PARTIALLY OWNED PROPERTIES 15 3,067
UNCONSOLIDATED PROPERTIES 91 17,027
----------------------------------
TOTAL PROPERTIES 1,104 227,704
==================================



The "Partially Owned Properties" are controlled and partially owned
by the Company but have partners with minority interests and are accounted
for under the consolidation method of accounting. The "Unconsolidated
Properties" are partially owned but not controlled by the Company and consist
of investments in partnership interests and/or subordinated mortgages that
are accounted for under the equity method of accounting

4



The Company is one of the largest publicly traded REIT's (based on the
aggregate market value of its outstanding Common Shares) and is the largest
publicly traded REIT owner of multifamily properties (based on the number of
apartment units wholly owned and total revenues earned). The Company's
Properties are located in 36 states with it's corporate headquarters located in
Chicago, Illinois as well as over thirty management offices throughout The
United States.

The Company has approximately 7,400 employees. An on-site manager, who
supervises the on-site employees and is responsible for the day-to-day
operations of the Property, directs each of the Company's Properties. A leasing
administrator and/or property administrator generally assists the manager. In
addition, a maintenance director at each Property supervises a maintenance staff
whose responsibilities include a variety of tasks, including responding to
service requests, preparing vacant apartments for the next resident and
performing preventive maintenance procedures year-round.

BUSINESS OBJECTIVES AND OPERATING STRATEGIES

The Company seeks to maximize both current income and long-term growth
in income, thereby increasing:

- the value of the Properties;

- distributions on a per Common Share basis; and

- shareholders' value.

The Company's strategies for accomplishing these objectives are:

- maintaining and increasing Property occupancy while increasing rental
rates;

- controlling expenses, providing regular preventive maintenance, making
periodic renovations and enhancing amenities;

- maintaining a ratio of consolidated debt-to-total market
capitalization of less than 50%;

- strategically acquiring and disposing of properties; and

- purchasing newly developed, as well as co-investing in the development
of, multifamily communities.

- entering into joint ventures related to the ownership of established
properties.

- strategically investing in various businesses that will enhance
services for the properties.

The Company is committed to tenant satisfaction by striving to
anticipate industry trends and implementing strategies and policies
consistent with providing quality tenant services. In addition, the Company
continuously surveys rental rates of competing properties and conducts
satisfaction surveys of residents to determine the factors they consider most
important in choosing a particular apartment unit.

ACQUISITION STRATEGIES

The Company anticipates that future property acquisitions will be
located in the continental United States. Management will continue to use
market information to evaluate acquisition opportunities. The Company's
market database allows it to review the primary economic indicators of the
markets where the Company currently manages Properties and where it expects
to expand its operations. Acquisitions may be financed from various sources
of capital, which may include retained cash flow, issuance of additional
equity securities, sales of Properties and collateralized and
uncollateralized borrowings. In addition, the Company may acquire additional
multifamily properties in transactions that include the issuance of limited
partnership interests in the Operating Partnership ("OP Units") as
consideration for the acquired properties. Such transactions may, in certain
circumstances, partially defer the sellers' tax consequences.

When evaluating potential acquisitions, the Company will consider:

5



- the geographic area and type of community;

- the location, construction quality, condition and design of the
property;

- the current and projected cash flow of the property and the ability to
increase cash flow;

- the potential for capital appreciation of the property;

- the terms of resident leases, including the potential for rent
increases;

- the potential for economic growth and the tax and regulatory
environment of the community in which the property is located;

- the occupancy and demand by residents for properties of a similar type
in the vicinity (the overall market and submarket);

- the prospects for liquidity through sale, financing or refinancing of
the property;

- the benefits of integration into existing operations; and

- competition from existing multifamily properties and the potential for
the construction of new multifamily properties in the area.

The Company expects to purchase multifamily properties with physical
and market characteristics similar to the Properties.

DEVELOPMENT STRATEGIES

The Company seeks to make investments towards the development of
properties in markets where it discerns strong demand, which will enable it
to achieve superior rates of return. The Company's current communities under
development and future developments are in markets or will be in markets
where certain market demographics justify the development of high quality
multifamily communities. In evaluating whether to develop an apartment
community in a particular location, the Company analyzes relevant
demographic, economic and financial data. Specifically, the Company considers
the following factors, among others, in determining the viability of a
potential new apartment community:

- income levels and employment growth trends in the relevant market;

- uniqueness of location;

- household growth and net migration of the relevant market's
population;

- supply/demand ratio, competitive housing alternatives, sub-market
occupancy and rent levels;

- barriers to entry that would limit competition; and

- purchase prices and yields of available existing stabilized
communities, if any.

DISPOSITION STRATEGIES

Management will use market information to evaluate dispositions.
Factors the Company considers in deciding whether to dispose of its
Properties include the following:

- potential increases in new construction;

- areas where the economy is expected to decline substantially; and

- markets where the Company does not intend to establish long-term
concentrations.

The Company will reinvest the proceeds received from property
dispositions primarily to fund property acquisitions as well as fund
development activities. In addition, when feasible the Company may structure
these transactions as tax deferred exchanges.

FINANCING STRATEGIES

The Company intends to maintain a ratio of consolidated debt-to-total
market capitalization of 50% or less. At December 31, 2000, the Company had a
ratio of approximately 37.8% based on the market

6



value of equity equal to the closing price of the Company's Common Shares on
the New York Stock Exchange and assuming conversion of all OP Units plus the
liquidation preference of the Company's preferred shares of beneficial
interest, $0.01 par value per share ("Preferred Shares") and the Operating
Partnership's preference units and interests. It is the Company's policy that
all indebtedness (other than short-term trade, employee compensation or
similar indebtedness that will be paid in the ordinary course of business) be
incurred by the Operating Partnership to the extent necessary to fund the
business activities conducted by the Operating Partnership and its
subsidiaries.

The Operating Partnership filed a Form S-3 Registration Statement on
August 25, 2000 to register $1 billion of debt securities. The SEC declared
this registration statement effective on September 8, 2000. In addition, the
Operating Partnership carried over $430 million related to the registration
statement effective on February 27, 1998. As of December 31, 2000, $1.43
billion in debt securities remained available for issuance under this
registration statement.

The Company filed with the SEC on February 3, 1998 a Form S-3
Registration Statement to register $1 billion of equity securities. The SEC
declared this registration statement effective on February 27, 1998. In
addition, the Company carried over $272 million related to the registration
statement which was declared effective on August 4, 1997. As of December 31,
2000, $1.1 billion in equity securities remained available for issuance under
this registration statement.

EQUITY OFFERINGS FOR THE YEARS ENDED DECEMBER 31, 1998, 1999 AND 2000

During 1998, the Company:

- Issued 93,521 Common Shares pursuant to its Employee Share Purchase
Plan and received net proceeds of approximately $3.7 million.

- Issued 1,023,184 Common Shares pursuant to its Share Purchase Plan and
received net proceeds of approximately $50.7 million.

- Issued 10,230 Common Shares pursuant to its Dividend Reinvestment Plan
and received net proceeds of approximately $0.4 million.

- Completed an offering on January 27, 1998 of 4,000,000 publicly
registered Common Shares and received net proceeds of approximately
$195.3 million.

- Completed two offerings, on February 18, 1998 and February 23, 1998,
respectively, for 988,340 and 1,000,000 publicly registered Common
Shares. The Company received net proceeds from these offerings of
approximately $95 million.

- Completed an offering on March 30, 1998 of 495,663 publicly registered
Common Shares and received net proceeds of approximately $23.7
million.

- Completed an offering on April 29, 1998 of 946,565 publicly registered
Common Shares and received net proceeds of approximately $44.1
million.

- Completed its repurchase on September 20, 1998 of 2,367,400 of its
Common Shares of beneficial interest, on the open market, for an
average price of $40 per share. The Company paid approximately $94.7
million and subsequently retired the shares.

During 1999, the Company:

- Issued 147,885 Common Shares pursuant to its Employee Share Purchase
Plan and received net proceeds of approximately $5.2 million.

- Issued 22,534 Common Shares pursuant to its Share Purchase Plan and
received net proceeds of approximately $1.0 million.

- Issued 36,132 Common Shares pursuant to its Dividend Reinvestment Plan
and received net proceeds of approximately $1.5 million.

- Repurchased and retired on October 12, 1999 148,453 Common Shares
previously issued in

7



connection with the LFT Merger. These Common Shares were owned by
various LFT employees and trustees. The Company paid approximately
$6.3 million in connection therewith.

During 2000, the Company:

- Issued 149,790 Common Shares pursuant to its Employee Share Purchase
Plan and received net proceeds of approximately $5.4 million.

- Issued 13,187 Common Shares pursuant to its Share Purchase Plan and
received net proceeds of approximately $0.6 million.

- Issued 34,752 Common Shares pursuant to its Dividend Reinvestment Plan
and received net proceeds of approximately $1.7 million.

During 2000 and 1999, the Company, through a subsidiary of the Operating
Partnership, issued the following with an equity value totaling $186 million
receiving net proceeds of $181.4 million:

- 800,000 units of 8.00% Series A Cumulative Convertible Redeemable
Preference Interests (collectively known as "Preference Interests")
with an equity value of $40 million on September 27, 1999 receiving $39
million in net proceeds. The liquidation value of these units is $50
per unit. The 800,000 units are exchangeable into 800,000 shares of
8.00% Series M Cumulative Redeemable Preferred Shares of Beneficial
Interest of the Company. Dividends for the Series A Preference
Interests or the Series M Preferred Shares are payable quarterly at the
rate of $4.00 per unit/share per year.

- 1.1 million units of 8.50% Series B Cumulative Convertible Redeemable
Preference Units with an equity value of $55.0 million on March 3, 2000
receiving $53.6 million in net proceeds. The liquidation value of these
units is $50 per unit. The 1.1 million units are exchangeable into 1.1
million shares of 8.50% Series M-1 Cumulative Redeemable Preferred
Shares of Beneficial Interest of the Company. Dividends for the Series
B Preference Interests or the Series M-1 Preferred Shares are payable
quarterly at the rate of $4.25 per unit/share per year.

- 220,000 units of 8.50% Series C Cumulative Convertible Redeemable
Preference Units with an equity value of $11.0 million on March 23,
2000 receiving $10.7 million in net proceeds. The liquidation value of
these units is $50 per unit. The 220,000 units are exchangeable into
220,000 shares of 8.50% Series M-1 Cumulative Redeemable Preferred
Shares of Beneficial Interest of the Company. Dividends for the Series
C Preference Interests or the Series M-1 Preferred Shares are payable
quarterly at the rate of $4.25 per unit/share per year.

- 420,000 units of 8.375% Series D Cumulative Convertible Redeemable
Preference Units with an equity value of $21.0 million on May 1, 2000
receiving $20.5 million in net proceeds. The liquidation value of these
units is $50 per unit. The 420,000 units are exchangeable into 420,000
shares of 8.375% Series M-2 Cumulative Redeemable Preferred Shares of
Beneficial Interest of the Company. Dividends for the Series D
Preference Interests or the Series M-2 Preferred Shares are payable
quarterly at the rate of $4.1875 per unit/share per year.

- 1,000,000 units of 8.50% Series E Cumulative Convertible Redeemable
Preference Units with an equity value of $50.0 million on August 11,
2000 receiving $48.8 million in net proceeds. The liquidation value of
these units is $50 per unit. The 1,000,000 units are exchangeable into
1,000,000 shares of 8.50% Series M-3 Cumulative Redeemable Preferred
Shares of Beneficial Interest of the Company. Dividends for the Series
E Preference Interests or the Series M-3 Preferred Shares are payable
quarterly at the rate of $4.25 per unit/share per year.

- 180,000 units of 8.375% Series F Cumulative Convertible Redeemable
Preference Units with an equity value of $9.0 million on December 8,
2000 receiving $8.775 million in net proceeds. The liquidation value of
these units is $50 per unit. The 180,000 units are exchangeable into
180,000 shares of 8.375% Series M-2 Cumulative Redeemable Preferred
Shares of the Company. Dividends for the Series F Preference interests
or the Series M-2 Preferred Shares are payable quarterly at the rate of
$4.1875 per unit/share per year.

8



The value of these Preference Interests are included in Minority
Interests - Operating Partnership in the Consolidated Balance Sheets and the
distributions incurred are included in preferred distributions in the
Consolidated Statements of Operations. The Series M-1, M-2 and M-3 Preferred
Shares are not convertible into EQR Common Shares.

DEBT OFFERINGS FOR THE YEARS ENDED DECEMBER 31, 1998, 1999 AND 2000

During 1998:

- The Operating Partnership issued $300 million of unsecured fixed rate
notes (the "2015 Notes") in April 1998 in a public debt offering
which are due April 13, 2015, subject to a mandatory tender to the
remarketing agent on April 13, 2005.

- The Operating Partnership issued $100 million of Remarketed Reset Notes
(the "August 2003 Notes") in a public debt offering in August 1998. The
August 2003 Notes were issued at a discount, which is being amortized
over the life of the notes on a straight-line basis. The August 2003
Notes are due August 21, 2003. During the period from and including
August 21, 1998 to but excluding August 23, 1999 (the "Initial Spread
Period") the interest rate on the August 2003 Notes was LIBOR plus
0.45%. The interest rate for the period from August 23, 1999 to August
22, 2000 was LIBOR plus 0.75%. Subsequent to August 22, 2000 the rate
is LIBOR plus 0.65%. The Operating Partnership is entitled to redeem
the August 2003 Notes on certain dates and in certain circumstances.
The Operating Partnership received net proceeds of approximately
$99.7 million in connection with this issuance.

- The Operating Partnership issued $145 million of unsecured fixed rate
notes (the "2000 Notes") in a public debt offering in September 1998
which were subsequently paid off in 2000 on the maturity date.

During 1999:

- The Operating Partnership issued $300 million of redeemable unsecured
fixed rate notes (the "June 2004 Notes") in a public debt offering in
June 1999. The June 2004 Notes were issued at a discount, which is
being amortized over the life of the notes on a straight-line basis.
The June 2004 Notes are due June 23, 2004. The annual interest rate on
the June 2004 Notes is 7.10%, which is payable semiannually in arrears
on December 23 and June 23, commencing December 23, 1999. The Operating
Partnership received net proceeds of approximately $298.0 million in
connection with this issuance.

9



The Operating Partnership did not issue new debt during the year
ended December 31, 2000.

CREDIT FACILITIES

The Company has a revolving credit facility with Bank of America Securities LLC
and Chase Securities Inc. acting as joint lead arrangers to provide the
Operating Partnership with potential borrowings of up to $700 million. This line
of credit matures in August 2002. As of February 15, 2001, $200 million was
outstanding under this facility at a weighted average interest rate of 6.34%.

In connection with its acquisition of Globe, the Company assumed a revolving
credit facility with Fifth Third Bank with potential borrowings of up to $55.0
million. This line of credit matures in May, 2003. As of February 15, 2001, no
amounts were outstanding under this facility.

BUSINESS COMBINATIONS

On October 19, 1998, the Company completed the acquisition of the
multifamily property business of MRY through the MRY Merger. The transaction was
valued at approximately $2.2 billion and included 108 Properties containing
32,315 units, three Properties under construction and/or expansion anticipated
to contain 872 units and six Additional Properties containing 1,297 units that
were contributed to six joint ventures. The purchase price consisted of:

- 21.8 million Common Shares issued by the Company with a market value
of approximately $1 billion;

- liquidation value of $369.1 million for the following:

a) MRY Series A Cumulative Convertible Preferred Shares of Beneficial
Interest;
b) MRY Series B Cumulative Convertible Preferred Shares of Beneficial
Interest;
c) MRY Series C Cumulative Convertible Preferred Shares of Beneficial
Interest;
d) MRY Series D Cumulative Redeemable Preferred Shares of Beneficial
Interest;
e) MRY Series E Cumulative Redeemable Preferred Shares of Beneficial
Interest;

- assumption of MRY's minority interest with a market value of
approximately $40.2 million.

- assumption of mortgage indebtedness, unsecured notes and the
outstanding balance under a line of credit in the amount of $723.5
million;

- assumption of other liabilities of approximately $46.5 million; and

- other merger related costs of approximately $51.9 million.

In the MRY Merger, each outstanding common share of beneficial
interest of MRY was converted into .53 of a Common Share. In addition, MRY
spun-off certain assets and liabilities to Merry Land Properties, Inc. ("MRYP
Spinco"). In connection with this spin-off, each holder of MRY common shares
received one share of MRYP Spinco for each twenty shares of MRY common held.
As partial consideration for the transfer, the Company extended a $25
million, one year, non-revolving loan to MRYP Spinco pursuant to a Senior
Debt Agreement. As additional consideration, the Company extended an
additional $20 million of indebtedness to MRYP Spinco under a 15-year
Subordinated Debt Agreement, bearing interest payable quarterly. The Company
also entered into the Preferred Stock Agreement and received 5,000 shares of
MRYP Spinco Preferred Stock with a liquidation preference of $1,000 per
share. In June 1999, MRYP Spinco repaid the entire outstanding Senior Note
balance of $18.3 million and the Subordinated Debt Agreement balance of $20.0
million and repurchased all 5,000 shares of the preferred stock for $2.7
million. There is no further obligation by either party in connection with
these agreements.

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In addition, MRY Series A Cumulative Convertible Preferred Shares of
Beneficial Interest were redesignated as the Company's 164,951 Series H
Cumulative Convertible Preferred Shares of Beneficial Interest, $0.01 par
value per share (the "Series H Preferred Shares"), the MRY Series B
Cumulative Convertible Preferred Shares of Beneficial Interest were
redesignated as the Company's 4,000,000 Series I Cumulative Convertible
Preferred Shares of Beneficial Interest, $0.01 par value per share (the
"Series I Preferred Shares"), the MRY Series C Cumulative Convertible
Preferred Shares of Beneficial Interest were redesignated as the Company's
4,599,400 Series J Cumulative Convertible Preferred Shares of Beneficial
Interest, $0.01 par value per share (the "Series J Preferred Shares"), the
MRY Series D Cumulative Redeemable Preferred Shares of Beneficial Interest
were redesignated as the Company's 1,000,000 Series K Cumulative Redeemable
Preferred Shares of Beneficial Interest, $0.01 par value per share (the
"Series K Preferred Shares") and the MRY Series E Cumulative Redeemable
Preferred Shares of Beneficial Interest were redesignated as the Company's
4,000,000 Series L Cumulative Redeemable Preferred Shares of Beneficial
Interest, $0.01 par value per share (the "Series L Preferred Shares"). During
1999, all of the Series I Preferred Shares were converted into 2,566,797
Common Shares of the Company. During 2000, all of the remaining Series J
Preferred Shares were converted into 2,822,012 Common Shares of the Company.

On August 23, 1999, the Company sold its entire interest in the six
joint venture properties to MRYP Spinco and received $54.1 million. There is
no further obligation by either party in connection with the joint venture
agreements.

On October 1, 1999, the Company completed the acquisition of the
multifamily property business of LFT through the LFT Merger. The transaction
was valued at approximately $738 million and included 402 Properties of LFT
containing 36,609 units. The purchase price consisted of:

- 4.0 million Common Shares issued by the Company (each outstanding
common share of beneficial interest of LFT was converted into .463 of
a Common Share) with a market value of approximately $181.1 million;

- assumption of mortgage indebtedness and unsecured notes in the amount
of $528.3 million;

- acquisition of other assets of approximately $40.9 million and
assumption of other liabilities of approximately $25.3 million; and

- other merger related costs of approximately $24.5 million.

On July 11, 2000, the Company acquired Globe in an all cash and debt
transaction valued at approximately $163.2 million. Globe provides fully
furnished short-term housing through an inventory of leased housing units to
transferring or temporarily assigned corporate personnel, new hires,
trainees, consultants and individual customers throughout the United States.
Additionally, Globe rents and sells furniture to a diversified base of
commercial and residential customers throughout the United States.
Shareholders of Globe received $13.00 per share, which approximated $58.7
million in cash based on the 4.5 million Globe shares outstanding. In
addition, the Company:

- Acquired $94.8 million in other Globe assets and assumed $29.6 million
in other Globe liabilities.

- Allocated $68.4 million to goodwill;

- Recorded acquisition costs of $4.5 million; and

- Assumed $70.4 million in debt, which included $1.4 million in mortgage
debt, $39.5 million in unsecured notes, and Globe's line of credit
totaling $29.5 million;

On July 21, 2000, the Company, through its Globe subsidiary,
acquired TQ, the leading corporate housing provider in Atlanta, Georgia, in a
$3.3 million all cash transaction.

On October 31, 2000 the Company acquired Grove, which included 60
properties containing 7,308 units for a total purchase price of $463.2
million. The Company:

- Paid $17.00 per share or $141.6 million in cash to purchase the 8.3
million outstanding common

11


shares of Grove.

- Paid $17.00 per unit or $12.4 million in cash to purchase 0.7 million
Grove OP Units outstanding at the merger date.

- Converted 2.1 million Grove OP Units to 0.8 of the Operating
Partnership's OP units using the conversion ratio of 0.3696 (after
cash-out of fractional units). The value of these converted OP units
totaled $37.2 million.

- Assumed $241.3 million in Grove debt, which included first and second
mortgages totaling $203.4 million and Grove's line of credit totaling
$38.0 million. Grove's line of credit and two mortgage loans totaling
$7.8 million were paid off immediately after the closing.

- Acquired $20.1 million in Grove assets and assumed $11.2 million in
other Grove liabilities, including an earnout note payable liability
totaling $1.5 million. This amount represents the estimated additional
cash or OP Units required to be funded to the previous owners of Glen
Meadow Apartments upon the transition of this property from subsidized
to market rents.

- Recorded acquisition costs of $19.5 million.

The Company accounted for the Mergers and acquisitions as purchases
in accordance with Accounting Principals Board Opinion No. 16. The fair value
of the consideration given by the Company was used as the valuation basis for
each of the combinations.

COMPETITION

All of the Properties are located in developed areas that include
other multifamily properties. The number of competitive multifamily
properties in a particular area could have a material effect on the Company's
ability to lease units at the Properties or at any newly acquired properties
and on the rents charged. The Company may be competing with other entities
that have greater resources than the Company and whose managers have more
experience than the Company's officers and trustees. In addition, other forms
of multifamily properties, including multifamily properties and manufactured
housing controlled by Mr. Zell, and single-family housing, provide housing
alternatives to potential residents of multifamily properties.

RISK FACTORS

THE FOLLOWING RISK FACTORS OMIT THE USE OF DEFINED TERMS USED ELSEWHERE
HEREIN AND CONTAIN DEFINED TERMS THAT ARE DIFFERENT FROM THOSE USED IN THE
OTHER SECTIONS OF THIS REPORT. UNLESS OTHERWISE INDICATED, WHEN USED IN THIS
SECTION, THE TERMS "WE" AND "US" REFER TO EQUITY RESIDENTIAL PROPERTIES TRUST
AND ITS SUBSIDIARIES, INCLUDING ERP OPERATING LIMITED PARTNERSHIP.

Set forth below are the risks that we believe are important to
investors who purchase or own our common shares of beneficial interest or
preferred shares of beneficial interest (which we refer to collectively as
"Shares") or units of limited partnership interest ("Units") of ERP Operating
Limited Partnership, our operating partnership, which are redeemable on a
one-for-one basis for common shares or their cash equivalent. In this
section, we refer to the Shares and the Units together as our "securities,"
and the investors who own Shares and/or Units as our "security holders."

DEBT FINANCING AND PREFERRED SHARES COULD ADVERSELY AFFECT OUR PERFORMANCE

12



GENERAL

The Company's total debt summary, as of December 31, 2000, included:

- --------------------------------------------------------------------------------
Debt Summary as of 12/31/00
- --------------------------------------------------------------------------------



Weighted
Average
$ Millions Interest Rate
----------- -------------

Secured $3,231 6.91%
Unsecured $2,475 7.07%
----------- -------------
Total $5,706 6.98%

Fixed Rate $4,885 7.13%
Floating Rate $821 6.09%
----------- -------------
Total $5,706 6.98%

Above Totals Include:

Total Tax Exempt $966 5.19%

Unsecured Revolving Credit Facility $355 7.19%

- --------------------------------------------------------------------------------



In addition to debt, we have issued preferred shares of beneficial
interest. Our use of debt and preferred equity financing creates certain
risks, including the following.

SCHEDULED DEBT PAYMENTS COULD ADVERSELY AFFECT OUR FINANCIAL CONDITION

In the future, our cash flow could be insufficient to meet required
payments of principal and interest or to pay distributions on our securities
at expected levels. We may not be able to refinance existing debt (which in
virtually all cases requires substantial principal payments at maturity) and,
if we can, the terms of such refinancing might not be as favorable as the
terms of existing indebtedness. If principal payments due at maturity cannot
be refinanced, extended or paid with proceeds of other capital transactions,
such as new equity capital, our cash flow will not be sufficient in all years
to repay all maturing debt. As a result, we may be forced to postpone capital
expenditures necessary for the maintenance of our properties and may have to
dispose of one or more properties on terms that would otherwise be
unacceptable to us.

FINANCIAL COVENANTS COULD ADVERSELY AFFECT THE COMPANY'S FINANCIAL
CONDITION

If a property we own is mortgaged to secure payment of indebtedness
and we are unable to meet the mortgage payments, the holder of the mortgage
could foreclose on the property, resulting in loss of income and asset value.
Foreclosure on mortgaged properties or an inability to refinance existing
indebtedness would likely have a negative impact on our financial condition
and results of operations. A foreclosure could also result in our recognition
of taxable income without our actually receiving cash proceeds from the
disposition of the property with which to pay the tax. This could adversely
affect our cash flow and could make it more difficult for us to meet our
distribution requirements as a real estate investment trust (a "REIT").

The mortgages on our properties may contain customary negative
covenants that, among other things, limit our ability, without the prior
consent of the lender, to further mortgage the property and to discontinue
insurance coverage. In addition, our credit facilities contain certain
customary restrictions,

13



requirements and other limitations on our ability to incur indebtedness. The
indentures under which a substantial portion of our debt was issued contain
certain financial and operating covenants including, among other things,
maintenance of certain financial ratios, as well as limitations on our
ability to incur secured and unsecured indebtedness (including acquisition
financing), sell all or substantially all of our assets and engage in
mergers, consolidations and certain acquisitions. Accordingly, in the event
that we are unable to raise additional equity or borrow money because of
these restrictions, our ability to acquire additional properties may be
limited. If we are unable to acquire additional properties, our ability to
increase the distributions to security holders, as we have done in the past,
will be limited to management's ability to increase funds from operations,
and thereby cash available for distributions, from the existing properties in
our portfolio at such time.

Some of the properties were financed with tax-exempt bonds that
contain certain restrictive covenants or deed restrictions. We have retained
an independent outside consultant to monitor compliance with the restrictive
covenants and deed restrictions that affect these properties. If these bond
compliance requirements require us to lower our rental rates to attract low
or moderate income tenants, or eligible/qualified tenants, then our income
from these properties may be limited.

OUR DEGREE OF LEVERAGE COULD LIMIT OUR ABILITY TO OBTAIN ADDITIONAL
FINANCING

Our debt to market capitalization ratio (total debt as a percentage
of total debt plus the market value of the outstanding common and preferred
shares and units) was approximately 37.8% as of December 31, 2000. We have a
policy of incurring indebtedness for borrowed money only through the
Operating Partnership and its subsidiaries and only if upon such incurrence
our debt to market capitalization ratio would be approximately 50% or less.
Our degree of leverage could have important consequences to security holders.
For example, the degree of leverage could affect our ability to obtain
additional financing in the future for working capital, capital expenditures,
acquisitions, development or other general corporate purposes, making us more
vulnerable to a downturn in business or the economy generally.

RISING INTEREST RATES COULD ADVERSELY AFFECT CASH FLOW

Advances under our credit facility bear interest at variable rates
based upon LIBOR available at various interest periods, plus a certain spread
dependent upon the Company's credit rating. Certain of our senior unsecured
debt instruments also, from time to time, bear interest at floating rates. We
may also borrow additional money with variable interest rates in the future.
Increases in interest rates would increase our interest expenses under these
debt instruments and would increase the costs of refinancing existing
indebtedness and of issuing new debt. Accordingly, higher interest rates
would adversely affect cash flow and our ability to service our debt and to
make distributions to security holders.

CONTROL AND INFLUENCE BY SIGNIFICANT SHAREHOLDERS COULD BE EXERCISED IN A
MANNER ADVERSE TO OTHER SHAREHOLDERS

GENERAL

As of February 1, 2001, (1) Samuel Zell and certain of the current
holders of Units issued to affiliates of Mr. Zell, who contributed 33
properties to the Company at the time of our initial public offering, owned
in the aggregate approximately 2.7% of our common shares (Mr. Zell and these
affiliates are described herein as the "Zell Original Owners"); and (2) our
executive officers and trustees, excluding Mr. Zell (see disclosure above),
owned approximately 4.7% of our common shares. These percentages assume all
options are exercised for common shares and all Units are converted to common
shares. In addition, the consent of certain affiliates of Mr. Zell is
required for certain amendments to the Fifth Amended and Restated ERP
Operating Limited Partnership Agreement of Limited Partnership (the

14



"Partnership Agreement"). As a result of their security ownership and rights
concerning amendments to the Partnership Agreement, Mr. Zell may have
substantial influence over the Company. Although these security holders have
not agreed to act together on any matter, they would be in a position to
exercise even more influence over the Company's affairs if they were to act
together in the future. This influence might be exercised in a manner that is
inconsistent with the interests of other security holders.

MR. ZELL AND OTHERS ARE EXEMPT FROM THE 5% OWNERSHIP LIMIT GENERALLY
APPLICABLE TO SECURITIES HOLDERS

In order to maintain its qualification as a REIT under the Internal
Revenue Code of 1986, as amended (the "Code"), not more than 50% of the value
of the outstanding Shares may be owned, directly or indirectly, by five or
fewer individuals (as defined in the Code to include certain entities). To
assure compliance with this test, our Declaration of Trust restricts the
ownership of more than 5% of the lesser of the number or value of the
outstanding Shares by any single security holder, subject to certain
exceptions. These restrictions do not apply to the ownership of common shares
that may be acquired by the holders of Units issued to the Zell Original
Owners and the Starwood owners. Additionally, our Declaration of Trust
exempts any transferees of such common shares from the 5% ownership limit,
provided such transfers do not result in an increased concentration in the
ownership.

ENVIRONMENTAL PROBLEMS ARE POSSIBLE AND CAN BE COSTLY

Federal, state and local laws and regulations relating to the
protection of the environment may require a current or previous owner or
operator of real estate to investigate and clean up hazardous or toxic
substances or petroleum product releases at such property. The owner or
operator may have to pay a governmental entity or third parties for property
damage and for investigation and clean-up costs incurred by such parties in
connection with the contamination. These laws typically impose clean-up
responsibility and liability without regard to whether the owner or operator
knew of or caused the presence of the contaminants. Even if more than one
person may have been responsible for the contamination each person covered by
the environmental laws may be held responsible for all of the clean-up costs
incurred. In addition, third parties may sue the owner or operator of a site
for damages and costs resulting from environmental contamination emanating
from that site.

Environmental laws also govern the presence, maintenance and removal
of asbestos. These laws require that owners or operators of buildings
containing asbestos properly manage and maintain the asbestos, that they
notify and train those who may come into contact with asbestos and that they
undertake special precautions, including removal or other abatement, if
asbestos would be disturbed during renovation or demolition of a building.
These laws may impose fines and penalties on building owners or operators who
fail to comply with these requirements and may allow third parties to seek
recovery from owners or operators for personal injury associated with
exposure to asbestos fibers.

Substantially all of our properties have been the subject of
environmental assessments completed by qualified independent environmental
consultant companies. These environmental assessments have not revealed, nor
are we aware of, any environmental liability that our management believes
would have a material adverse effect on our business, results of operations,
financial condition or liquidity.

We cannot assure you that existing environmental assessments of our
properties reveal all environmental liabilities, that any prior owner of any
of our properties did not create a material environmental condition not known
to us, or that a material environmental condition does not otherwise exist as
to any one or more of our properties.

OUR PERFORMANCE AND SHARE VALUE ARE SUBJECT TO RISKS ASSOCIATED WITH THE REAL
ESTATE INDUSTRY

15



GENERAL

Real property investments are subject to varying degrees of risk and
are relatively illiquid. Several factors may adversely affect the economic
performance and value of our properties. These factors include changes in the
national, regional and local economic climate, local conditions such as an
oversupply of multifamily properties or a reduction in demand for our
multifamily properties, the attractiveness of our properties to tenants,
competition from other available multifamily property owners and changes in
market rental rates. Our performance also depends on our ability to collect
rent from tenants and to pay for adequate maintenance, insurance and other
operating costs, including real estate taxes, which could increase over time.
Also, the expenses of owning and operating a property are not necessarily
reduced when circumstances such as market factors and competition cause a
reduction in income from the property.

WE MAY BE UNABLE TO RENEW LEASES OR RELET SPACE AS LEASES EXPIRE

When our tenants decide not to renew their leases upon expiration,
we may not be able to relet their space. Even if the tenants do renew or we
can relet the space, the terms of renewal or reletting may be less favorable
than current lease terms. If we are unable to promptly renew the leases or
relet the space, or if the rental rates upon renewal or reletting are
significantly lower than expected rates, then our results of operations and
financial condition will be adversely affected. Consequently, our cash flow
and ability to service debt and make distributions to security holders would
be reduced.

NEW ACQUISITIONS OR DEVELOPMENTS MAY FAIL TO PERFORM AS EXPECTED AND
COMPETITION FOR ACQUISITIONS MAY RESULT IN INCREASED PRICES FOR
PROPERTIES

We intend to continue to actively acquire or develop multifamily
properties. Newly acquired or developed properties may fail to perform as
expected. We may underestimate the costs necessary to bring an acquired
property up to standards established for its intended market position or to
develop a property. Additionally, we expect that other major real estate
investors with significant capital will compete with us for attractive
investment opportunities. This competition has increased prices for
multifamily properties. We may not be in a position or have the opportunity
in the future to make suitable property acquisitions on favorable terms.

BECAUSE REAL ESTATE INVESTMENTS ARE ILLIQUID, WE MAY NOT BE ABLE TO
SELL PROPERTIES WHEN APPROPRIATE

Real estate investments generally cannot be sold quickly. We may not
be able to vary our portfolio promptly in response to economic or other
conditions. This inability to respond promptly to changes in the performance
of our investments could adversely affect our financial condition and ability
to make distributions to our security holders.

CHANGES IN LAWS COULD AFFECT OUR BUSINESS

We are generally not able to pass through to our tenants under
existing leases increases in real estate taxes, income taxes and service or
other taxes. Consequently, any such increases may adversely affect our
financial condition and limit our ability to make distributions to our
security holders. Similarly, changes that increase our potential liability
under environmental laws or our expenditures on environmental compliance
would adversely affect our cash flow and ability to make distributions on our
securities.

SHAREHOLDERS' ABILITY TO EFFECT CHANGES IN CONTROL OF THE COMPANY IS LIMITED

16



PROVISIONS OF OUR DECLARATION OF TRUST AND BYLAWS COULD INHIBIT
CHANGES IN CONTROL

Certain provisions of our Declaration of Trust and Bylaws may delay
or prevent a change in control of the Company or other transactions that
could provide the security holders with a premium over the then-prevailing
market price of their securities or which might otherwise be in the best
interest of our security holders. These include a staggered Board of Trustees
and the 5% Ownership Limit described below. See "-We Have a Share Ownership
Limit for REIT Tax Purposes." Also, any future series of preferred shares of
beneficial interest may have certain voting provisions that could delay or
prevent a change of control or other transactions that might otherwise be in
the interest of our security holders.

WE HAVE A SHARE OWNERSHIP LIMIT FOR REIT TAX PURPOSES

To remain qualified as a REIT for federal income tax purposes, not
more than 50% in value of our outstanding Shares may be owned, directly or
indirectly, by five or fewer individuals at any time during the last half of
any year. To facilitate maintenance of our REIT qualification, our
Declaration of Trust, subject to certain exceptions, prohibits ownership by
any single shareholder of more than 5% of the lesser of the number or value
of the outstanding class of common or preferred shares. See "-Control and
Influence by Significant Shareholders-Mr. Zell and Others are Exempt from the
5% Ownership Limit Generally Applicable to Securities Holders." We refer to
this restriction as the "Ownership Limit." Absent any exemption or waiver,
securities acquired or held in violation of the Ownership Limit will be
transferred to a trust for the exclusive benefit of a designated charitable
beneficiary, and the security holder's rights to distributions and to vote
would terminate. A transfer of Shares may be void if it causes a person to
violate the Ownership Limit. The Ownership Limit could delay or prevent a
change in control and, therefore, could adversely affect our security
holders' ability to realize a premium over the then-prevailing market price
for their Shares.

OUR PREFERRED SHARES OF BENEFICIAL INTEREST MAY AFFECT CHANGES IN
CONTROL

Our Declaration of Trust authorizes the Board of Trustees to issue
up to 100 million preferred shares of beneficial interest, and to establish
the preferences and rights (including the right to vote and the right to
convert into common shares) of any preferred shares issued. The Board of
Trustees may use its powers to issue preferred shares and to set the terms of
such securities to delay or prevent a change in control of the Company, even
if a change in control were in the interest of security holders. As of
December 31, 2000, 20,003,166 preferred shares were issued and outstanding.

INAPPLICABILITY OF MARYLAND LAW LIMITING CERTAIN CHANGES IN CONTROL

Certain provisions of Maryland law applicable to real estate
investment trusts prohibit "business combinations" (including certain
issuances of equity securities) with any person who beneficially owns ten
percent or more of the voting power of outstanding securities, or with an
affiliate who, at any time within the two-year period prior to the date in
question, was the beneficial owner of ten percent or more of the voting power
of the trust's outstanding voting securities (an "Interested Shareholder"),
or with an affiliate of an Interested Shareholder. These prohibitions last
for five years after the most recent date on which the Interested Shareholder
became an Interested Shareholder. After the five-year period, a business
combination with an Interested Shareholder must be approved by two
super-majority shareholder votes unless, among other conditions, the trust's
holders of common shares receive a minimum price for their shares and the
consideration is received in cash or in the same form as previously paid by
the Interested Shareholder for its common shares. As permitted by Maryland
law, however, the Board of Trustees of the Company has opted out of these
restrictions with respect to any business combination involving the Zell
Original Owners and persons acting in concert with any of the Zell Original
Owners. Consequently, the five-year prohibition and the super-majority vote
requirements

17



will not apply to a business combination involving us and any of them. Such
business combinations may not be in the best interest of our security holders.

OUR SUCCESS AS A REIT IS DEPENDENT ON COMPLIANCE WITH FEDERAL INCOME TAX
REQUIREMENTS

OUR FAILURE TO QUALIFY AS A REIT WOULD HAVE SERIOUS ADVERSE
CONSEQUENCES TO OUR SECURITY HOLDERS

We believe that we have qualified for taxation as a REIT for federal
income tax purposes since our taxable year ended December 31, 1992. We plan
to continue to meet the requirements for taxation as a REIT. Many of these
requirements, however, are highly technical and complex. We cannot,
therefore, guarantee that we have qualified or will qualify in the future as
a REIT. The determination that we are a REIT requires an analysis of various
factual matters that may not be totally within our control. For example, to
qualify as a REIT, at least 95% of our gross income must come from sources
that are itemized in the REIT tax laws. We are also required to distribute to
security holders at least 95% of our REIT taxable income excluding capital
gains. The fact that we hold our assets through ERP Operating Limited
Partnership and its subsidiaries further complicates the application of the
REIT requirements. Even a technical or inadvertent mistake could jeopardize
our REIT status. Furthermore, Congress and the IRS might make changes to the
tax laws and regulations, and the courts might issue new rulings that make it
more difficult, or impossible, for us to remain qualified as a REIT. We do
not believe, however, that any pending or proposed tax law changes would
jeopardize our REIT status.

If we fail to qualify as a REIT, we would be subject to federal
income tax at regular corporate rates. Also, unless the IRS granted us relief
under certain statutory provisions, we would remain disqualified as a REIT
for four years following the year we first failed to qualify. If we fail to
qualify as a REIT, we would have to pay significant income taxes. We,
therefore, would have less money available for investments or for
distributions to security holders. This would likely have a significant
adverse affect on the value of our securities. In addition, we would no
longer be required to make any distributions to security holders.

WE COULD BE DISQUALIFIED AS A REIT OR HAVE TO PAY TAXES IF OUR
MERGER PARTNERS DID NOT QUALIFY AS REIT'S

If any of our recent merger partners had failed to qualify as a REIT
throughout the duration of their existence, then they might have had
undistributed "C corporation earnings and profits" at the time of their
merger with us. If that was the case and we did not distribute those earnings
and profits prior to the end of the year in which the merger took place, we
might not qualify as a REIT. We believe that each of our merger partners
qualified as a REIT and that, in any event, none of them had any
undistributed "C corporation earnings and profits" at the time of their
merger with us. If any of our merger partners failed to qualify as a REIT, an
additional concern would be that they would have recognized taxable gain at
the time they were merged with us. We would be liable for the tax on such
gain. In this event, we would have to pay corporate income tax on any gain
existing at the time of the applicable merger on assets acquired in the
merger if the assets are sold within ten years of the merger. Finally, we
could be precluded from electing REIT status for up to four years after the
year in which the predecessor entity failed to qualify for REIT status.

OTHER TAX LIABILITIES

Even if we qualify as a REIT, we will be subject to certain federal,
state and local taxes on our income and property. In addition, our
third-party management operations, which are conducted through subsidiaries,
generally will be subject to federal income tax at regular corporate rates.

18



WE DEPEND ON OUR KEY PERSONNEL

We depend on the efforts of the Chairman of our Board of Trustees,
Samuel Zell, and our executive officers, particularly Douglas Crocker II and
Gerald A. Spector. If they resign, our operations could be temporarily
adversely effected. Mr. Crocker and Mr. Spector have entered into Deferred
Compensation Agreements with the Company which provide both with a salary
benefit after their respective termination of employment with the Company. In
addition, Mr. Zell, Mr. Crocker and Mr. Spector have entered into
Noncompetition Agreements with the Company.

COMPLIANCE WITH REIT DISTRIBUTION REQUIREMENTS MAY AFFECT OUR FINANCIAL
CONDITION

DISTRIBUTION REQUIREMENTS MAY INCREASE THE INDEBTEDNESS OF THE COMPANY

We may be required from time to time, under certain circumstances,
to accrue as income for tax purposes interest and rent earned but not yet
received. In such event, or upon our repayment of principal on debt, we could
have taxable income without sufficient cash to enable us to meet the
distribution requirements of a REIT. Accordingly, we could be required to
borrow funds or liquidate investments on adverse terms in order to meet these
distribution requirements.

WE ARE DEPENDENT ON EXTERNAL SOURCES OF CAPITAL

Because of our annual REIT distribution requirements, we may not be
able to fund all future capital needs, including for acquisitions and
developments, from income generated by operations and the disposition of
certain assets. We therefore may have to rely on third-party sources of
capital, which may or may not be available on favorable terms or at all. Our
access to third-party sources of capital depends on a number of things,
including the market's perception of our growth potential and our current and
potential future earnings. Moreover, additional equity offerings, if pursued,
may result in dilution of security holders' interests, and additional debt
financing may increase our leverage.

FEDERAL INCOME TAX CONSIDERATIONS

GENERAL

The following discussion summarizes all of the federal income tax
considerations material to a holder of common shares. It is not exhaustive of
all possible tax considerations. For example, it does not give a detailed
discussion of any state, local or foreign tax considerations. The following
discussion also does not address all tax matters that may be relevant to
prospective shareholders in light of their particular circumstances.
Moreover, it does not address all tax matters that may be relevant to
shareholders who are subject to special treatment under the tax laws, such as
insurance companies, tax-exempt entities, financial institutions or
broker-dealers, foreign corporations and persons who are not citizens or
residents of the United States.

The specific tax attributes of a particular shareholder could have a
material impact on the tax considerations associated with the purchase,
ownership and disposition of common shares. Therefore, it is essential that
each prospective shareholder consult with his or her own tax advisors with
regard to the application of the federal income tax laws to the shareholder's
personal tax situation, as well as any tax consequences arising under the
laws of any state, local or foreign taxing jurisdiction.

OUR TAXATION

We elected REIT status beginning with the year that ended December
31, 1992. In any year in which we qualify as a REIT, we generally will not be
subject to federal income tax on the portion of our

19



REIT taxable income or capital gain that we distribute to our shareholders.
This treatment substantially eliminates the double taxation that applies to
most corporations, which pay a tax on their income and then distribute
dividends to shareholders who are in turn taxed on the amount they receive.
However, we will be subject to federal income tax at regular corporate rates
upon our REIT taxable income or capital gain that we do not distribute to our
shareholders. We also may be subject to the corporate "alternate minimum tax"
on items of preference under this alternative tax regime. In addition, we
will be subject to a 4% excise tax if we do not satisfy specific REIT
distribution requirements. Moreover, we may be subject to taxes in certain
situations and on certain transactions that we do not presently contemplate.

If we fail to qualify for taxation as a REIT in any taxable year, we
will be subject to tax on our taxable income at regular corporate rates. We
also may be subject to the corporate "alternate minimum tax." As a result,
our failure to qualify as a REIT would significantly reduce the cash we have
available to distribute to our shareholders. Unless entitled to statutory
relief, we would be disqualified from qualification as a REIT for the four
taxable years following the year during which qualification was lost. It is
not possible to state whether we would be entitled to statutory relief.

Our qualification and taxation as a REIT depend on our ability to
satisfy various requirements under the Internal Revenue Code. We are required
to satisfy these requirements on a continuing basis through actual annual
operating and other results. These requirements relate to the sources of our
gross income, the composition of our assets, the amount of dividends we pay
to shareholders, the diversity of our share ownership, and other aspects of
our operations. The purpose of these requirements is to allow the tax benefit
of REIT status only to companies that:

(a) primarily own, and primarily derive income from, real
estate-related assets and certain other assets which are
passive in nature, and

(b) distribute 95% of the taxable income, 90% for taxable years
beginning January 1, 2001, computed without regard to net
capital gain, to shareholders.

On December 17, 1999, as part of a larger bill, the President signed
into law the REIT Modernization Act ("RMA"). Effective beginning January 1,
2001, the RMA has amended the tax rules relating to the composition of a
REIT's assets. Under prior law, a REIT was precluded from owning more than
10% of the outstanding voting securities of any one issuer, other than a
wholly owned subsidiary or another REIT. Beginning in 2001, a REIT will
remain subject to this current restriction and will also be precluded from
owning more than 10% of the value of all classes of any one issuer.

There is an exception to this prohibition. A REIT will be allowed to
own up to 100% of the securities of a taxable REIT subsidiary ("TRS") that
can provide services to REIT tenants and others without disqualifying the
rents that a REIT receives from its tenants. However, no more than 20% of the
value of a REIT's total assets can be represented by securities of one or
more TRS's. The amount of debt and rental payments from a TRS to a REIT will
be limited to ensure that a TRS is subject to an appropriate level of
corporate tax. The new 10% asset test will not apply to certain arrangements
(including third party subsidiaries) in place on July 12, 1999, provided that
a subsidiary does not engage in a "substantial" new line of business, its
existing business does not increase, and a REIT does not acquire any new
securities in the subsidiary. Under the RMA, a third party subsidiary will be
able to convert tax free into a TRS.

In addition to the above legislative changes, effective January 1,
2001, the distribution of taxable income requirement of a REIT has been
reduced from 95% to 90%. Further, effective January 1, 2001, the 15% personal
property test (which generally requires that a REIT's personal property not
exceed 15% of its real and personal property in order for income to be
considered rents from real property) will be based on fair market values
instead of adjusted tax basis.

20



We believe that we have qualified as a REIT for all of our taxable
years beginning with 1992. We also believe that our current structure and
method of operation is such that we will continue to qualify as a REIT.
However, we cannot guarantee that the actual results of our operations have
satisfied or will satisfy the requirements under the Internal Revenue Code.

Piper, Marbury, Rudnick & Wolfe, our special tax counsel, will
provide an opinion to the effect that we were organized and have operated in
conformity with the requirements for qualification and taxation as a REIT
under the Internal Revenue Code for each of our taxable years beginning in
1992. The opinion will also provide that our current organization and method
of operation should enable us to continue to meet the requirements for
qualification and taxation as a REIT. It must be emphasized that the opinion
will be based on various assumptions and factual representations relating to
our organization and our prior and expected operations. In each case, these
representations include representations about our predecessors. Piper,
Marbury, Rudnick & Wolfe will not review our compliance with these
requirements on a continuing basis.

TAXATION OF TAXABLE DOMESTIC SHAREHOLDERS

General. If we qualify as a REIT, distributions made to our taxable
domestic shareholders with respect to their common shares, other than capital
gain distributions, will be treated as ordinary income to the extent that the
distributions come out of earnings and profits. These distributions will not
be eligible for the dividends received deduction for shareholders that are
corporations. In determining whether distributions are out of earnings and
profits, we will allocate our earnings and profits first to preferred shares
and second to the common shares. We cannot guarantee that we will have
sufficient earnings and profits to cover distributions on the preferred
shares.

To the extent we make distributions to our taxable domestic
shareholders in excess of our earnings and profits, such distributions will
be considered a return of capital. Such distributions will be treated as a
tax free distribution and will reduce the tax basis of a shareholder's common
shares by the amount of the distribution so treated. To the extent that such
distributions cumulatively exceed a taxable domestic shareholder's tax basis,
such distributions are taxable as a gain from the sale of his shares.
Shareholders may not include in their individual income tax returns any of
our net operating losses or capital losses.

Distributions made by us that we properly designate as capital gain
dividends will be taxable to taxable domestic shareholders as gain from the
sale or exchange of a capital asset held for more than one year. This
treatment applies only to the extent that the designated distributions do not
exceed our actual net capital gain for the taxable year. It applies
regardless of the period for which a domestic shareholder has held his or her
common shares. Despite this general rule, corporate shareholders may be
required to treat up to 20% of certain capital gain dividends as ordinary
income.

Generally, we will classify a portion of our designated capital
gains dividend as a 20% rate gain distribution and the remaining portion as
an unrecaptured Section 1250 gain distribution. As the names suggest, a 20%
rate gain distribution would be taxable to taxable domestic shareholders that
are individuals, estates or trusts at a maximum rate of 20%. An unrecaptured
Section 1250 gain distribution would be taxable to taxable domestic
shareholders that are individuals, estates or trusts at a maximum rate of 25%.

If, for any taxable year, we elect to designate as capital gain
dividends any portion of the dividends paid or made available for the year to
holders of all classes of shares of beneficial interest, then the portion of
the capital gains dividends that will be allocable to the holders of common
shares will be the total capital gain dividends multiplied by a fraction. The
numerator of the fraction will be the total dividends paid or made available
to the holders of the common shares for the year. The denominator of

21



the fraction will be the total dividends paid or made available to holders of
all classes of shares of beneficial interest.

In general, a shareholder will recognize gain or loss for federal
income tax purposes on the sale or other disposition of common shares in an
amount equal to the difference between:

(a) the amount of cash and the fair market value of any property
received in the sale or other disposition, and

(b) the shareholder's adjusted tax basis in the common shares.

The gain or loss will be capital gain or loss if the common shares
were held as a capital asset. Generally, the capital gain or loss will be
long-term capital gain or loss if the common shares were held for more than
one year. The Taxpayer Relief Act of 1997 allows the IRS to issue regulations
relating to the manner in which capital gain rates will apply to sales of
capital assets by REIT's and to sales of interests in REIT's. The IRS has not
issued these regulations. However, if the IRS does issue these regulations,
they could affect the taxation of gain and loss realized on the disposition
of common shares. Shareholders are urged to consult with their own tax
advisors with respect to the rules contained in the Taxpayer Relief Act.

In general, a loss recognized by a shareholder upon the sale of
common shares that were held for six months or less, determined after
applying certain holding period rules, will be treated as long-term capital
loss to the extent that the shareholder received distributions that were
treated as long-term capital gains. For shareholders who are individuals,
trusts and estates, the long-term capital loss will be apportioned among the
applicable long-term capital gain rates to the extent that distributions
received by the shareholder were previously so treated.

We may elect to retain (rather than distribute as is generally
required) net capital gain for a taxable year and pay the income tax on that
gain. If we make this election, shareholders must include in income, as
long-term capital gain, their proportionate share of the undistributed net
capital gain. Shareholders will be treated as having paid their proportionate
share of the tax paid by us on these gains. Accordingly, they will receive a
credit or refund for the amount. Shareholders will increase the basis in
their common shares by the difference between the amount of capital gain
included in their income and the amount of the tax they are treated as having
paid. Our earnings and profits will be adjusted appropriately.

TAXATION OF TAX-EXEMPT SHAREHOLDERS

Most tax-exempt organizations are not subject to federal income tax
except to the extent of their unrelated business taxable income, which is
often referred to as UBTI. Unless a tax-exempt shareholder holds its common
shares as debt financed property or uses the common shares in an unrelated
trade or business, distributions to the shareholder should not constitute
UBTI. Similarly, if a tax-exempt shareholder sells common shares, the income
from the sale should not constitute UBTI unless the shareholder held the
shares as debt financed property or used the shares in a trade or business.

However, for tax-exempt shareholders that are social clubs,
voluntary employee benefit associations, supplemental unemployment benefit
trusts, and qualified group legal services plans, income from owning or
selling common shares will constitute UBTI unless the organization is able to
properly deduct amounts set aside or placed in reserve so as to offset the
income generated by its investment in common shares. These shareholders
should consult their own tax advisors concerning these set aside and reserve
requirements which are set forth in the Internal Revenue Code.

In addition, certain pension trusts that own more than 10% of a
pension-held REIT must report a

22



portion of the distributions that they receive from the REIT as UBTI. We have
not been and do not expect to be treated as a pension-held REIT for purposes
of this rule.

TAXATION OF FOREIGN SHAREHOLDERS

The following is a discussion of certain anticipated United States
federal income tax consequences of the ownership and disposition of common
shares applicable to a foreign shareholder. It is based on current law and is
for general information only. A "foreign shareholder" is any person other
than:

(a) a citizen or resident of the United States,

(b) a corporation or partnership created or organized in the
United States or under the laws of the United States or of any
state thereof, or

(c) an estate or trust whose income is includable in gross income
for United States federal income tax purposes regardless of
its source.

Distributions by Us. Distributions by us to a foreign shareholder
that are neither attributable to gain from sales or exchanges by us of United
States real property interests nor designated by us as capital gains
dividends will be treated as dividends of ordinary income to the extent that
they are made out of our earnings and profits. These distributions ordinarily
will be subject to withholding of United States federal income tax on a gross
basis at a 30% rate, or a lower treaty rate, unless the dividends are treated
as effectively connected with the conduct by the foreign shareholder of a
United States trade or business. Please note that under certain treaties
lower withholding rates generally applicable to dividends do not apply to
dividends from REIT's. Dividends that are effectively connected with a United
States trade or business will be subject to tax on a net basis at graduated
rates, and are generally not subject to withholding. Certification and
disclosure requirements must be satisfied before a dividend is exempt from
withholding under this exemption. A foreign shareholder that is a corporation
also may be subject to an additional branch profits tax at a 30% rate or a
lower treaty rate.

We expect to withhold United States income tax at the rate of 30% on
any distributions made to a foreign shareholder unless:

(a) a lower treaty rate applies and any required form or
certification evidencing eligibility for that reduced rate is
filed with us, or

(b) the foreign shareholder files an IRS Form 4224 with us
claiming that the distribution is effectively connected
income.

A distribution in excess of our current or accumulated earnings and
profits will not be taxable to a foreign shareholder to the extent that the
distribution does not exceed the adjusted basis of the shareholder's common
shares. Instead, the distribution will reduce the adjusted basis of the
common shares. To the extent that the distribution exceeds the adjusted basis
of the common shares, it will give rise to gain from the sale or exchange of
the shareholder's common shares. The tax treatment of this gain is described
below.

As a result of a legislative change made by the Small Business Job
Protection Act of 1996, it appears that we will be required to withhold 10%
of any distribution in excess of our earnings and profits. Consequently,
although we intend to withhold at a rate of 30%, or a lower applicable treaty
rate, on the entire amount of any distribution, to the extent that we do not
do so, distributions will be subject to withholding at a rate of 10%.
However, a foreign shareholder may seek a refund of the withheld amount from
the IRS if it subsequently determined that the distribution was, in fact, in
excess of our earnings and profits, and the amount withheld exceeded the
foreign shareholder's United States tax liability with respect to the
distribution.

23



Distributions to a foreign shareholder that we designate at the time
of the distributions as capital gain dividends, other than those arising from
the disposition of a United States real property interest, generally will not
be subject to United States federal income taxation unless:

(a) the investment in the common shares is effectively connected with
the foreign shareholder's United States trade or business, in
which case the foreign shareholder will be subject to the same
treatment as domestic shareholders, except that a shareholder
that is a foreign corporation may also be subject to the branch
profits tax, as discussed above, or

(b) the foreign shareholder is a nonresident alien individual who is
present in the United States for 183 days or more during the
taxable year and has a "tax home" in the United States, in which
case the nonresident alien individual will be subject to a 30%
tax on the individual's capital gains.

Under the Foreign Investment in Real Property Tax Act, which is
known as FIRPTA, distributions to a foreign shareholder that are attributable
to gain from sales or exchanges of United States real property interests will
cause the foreign shareholder to be treated as recognizing the gain as income
effectively connected with a United States trade or business. This rule
applies whether or not a distribution is designated as a capital gain
dividend. Accordingly, foreign shareholders generally would be taxed on these
distributions at the same rates applicable to U.S. shareholders, subject to a
special alternative minimum tax in the case of nonresident alien individuals.
In addition, a foreign corporate shareholder might be subject to the branch
profits tax discussed above. We are required to withhold 35% of these
distributions. The withheld amount can be credited against the foreign
shareholder's United States federal income tax liability.

Although the law is not entirely clear on the matter, it appears
that amounts we designate as undistributed capital gains in respect of the
common shares held by U.S. shareholders would be treated with respect to
foreign shareholders in the same manner as actual distributions of capital
gain dividends. Under that approach, foreign shareholders would be able to
offset as a credit against the United States federal income tax liability
their proportionate share of the tax paid by us on these undistributed
capital gains. In addition, foreign shareholders would be able to receive
from the IRS a refund to the extent their proportionate share of the tax paid
by us were to exceed their actual United States federal income tax liability.

SALES OF COMMON SHARES. Gain recognized by a foreign shareholder
upon the sale or exchange of common shares generally will not be subject to
United States taxation unless the shares constitute a "United States real
property interest" within the meaning of FIRPTA. The common shares will not
constitute a United States real property interest so long as we are a
domestically controlled REIT. A domestically controlled REIT is a REIT in
which at all times during a specified testing period less than 50% in value
of its stock is held directly or indirectly by foreign shareholders. We
believe that we are a domestically controlled REIT. Therefore, we believe
that the sale of common shares will not be subject to taxation under FIRPTA.
However, because common shares and preferred shares are publicly traded, we
cannot guarantee that we will continue to be a domestically controlled REIT.
In any event, gain from the sale or exchange of common shares not otherwise
subject to FIRPTA will be taxable to a foreign shareholder if either:

(a) the investment in the common shares is effectively connected with
the foreign shareholder's United States trade or business, in
which case the foreign shareholder will be subject to the same
treatment as domestic shareholders with respect to the gain, or

(b) the foreign shareholder is a nonresident alien individual who is
present in the United States for 183 days or more during the
taxable year and has a tax home in the United States, in which
case the nonresident alien individual will be subject to a 30%
tax on the individual's

24



capital gains.

Even if we do not qualify as or cease to be a domestically
controlled REIT, gain arising from the sale or exchange by a foreign
shareholder of common shares still would not be subject to United States
taxation under FIRPTA as a sale of a United States real property interest if:

(a) the class or series of shares being sold is "regularly traded,"
as defined by applicable IRS regulations, on an established
securities market such as the New York Stock Exchange, and

(b) the selling foreign shareholder owned 5% or less of the value of
the outstanding class or series of shares being sold throughout
the five-year period ending on the date of the sale or exchange.

If gain on the sale or exchange of common shares were subject to
taxation under FIRPTA, the foreign shareholder would be subject to regular
United States income tax with respect to the gain in the same manner as a
taxable U.S. shareholder, subject to any applicable alternative minimum tax,
a special alternative minimum tax in the case of nonresident alien
individuals and the possible application of the branch profits tax in the
case of foreign corporations. The purchaser of the common shares would be
required to withhold and remit to the IRS 10% of the purchase price.

OUR MANAGEMENT COMPANY AND OTHER SUBSIDIARIES. A small portion of
the cash to be used by the Operating Partnership to fund distributions to us
is expected to come from payments of dividends on non-voting stock of
management companies and other companies held by the Operating Partnership.
These companies pay federal and state income tax at the full applicable
corporate rates. They will attempt to minimize the amount of these taxes, but
we cannot guarantee whether or the extent to, which measures taken to
minimize these taxes, will be successful. To the extent that these companies
are required to pay taxes, the cash available for distribution from these
management companies by us to shareholders will be reduced accordingly.

STATE AND LOCAL TAXES. We and our shareholders may be subject to
state or local taxation in various jurisdictions, including those in which it
or they transact business or reside. The state and local tax treatment of us
and our shareholders may not conform to the federal income tax consequence
discussed above. It is our belief that all the states will eventually conform
with the RMA as described above. Consequently, prospective shareholders
should consult their own tax advisors regarding the effect of state and local
tax laws on an investment in common shares.

25



ITEM 2. THE PROPERTIES

As of December 31, 2000, the Company owned or had interests in a
portfolio of 1,104 multifamily Properties located in 36 states containing
227,704 apartment units. The Company has:





AVERAGE AVERAGE AVERAGE
NUMBER OF NUMBER OCCUPANCY MONTHLY RENT
TYPE PROPERTIES OF UNITS PERCENTAGE POSSIBLE
--------------------------------------------------------------------------

GARDEN 698 267 94.8% $825
MID/HIGH-RISE 27 314 95.0% $1,364
RANCH 379 86 92.8% $481
----------
TOTAL 1,104
==========


Tenant leases are generally year-to-year and require security
deposits. The garden-style properties are generally defined as properties
with two and/or three floors while the mid-rise/high-rise properties are
defined as properties greater than three floors. These two property types
typically provide residents with amenities, which may include a clubhouse,
swimming pool, laundry facilities and cable television access. Certain of
these properties offer additional amenities such as saunas, whirlpools, spas,
sports courts and exercise rooms or other amenities. The ranch-style
properties, which are defined as single story properties, generally do not
provide additional amenities for residents other than common laundry
facilities and cable television access.

It is management's role to monitor compliance with Property policies
and to provide preventive maintenance of the Properties including common
areas, facilities and amenities. The Company holds periodic meetings of its
Property management personnel for training and implementation of the
Company's strategies. The Company believes that, due in part to this
strategy, the Properties historically have had high occupancy rates.

The distribution of the Properties throughout the United States
reflects the Company's belief that geographic diversification helps insulate
the portfolio from regional and economic influences. At the same time, the
Company has sought to create clusters of Properties within each of its
primary markets in order to achieve economies of scale in management and
operation; however, the Company may acquire additional multifamily properties
located anywhere in the United States.

The Company beneficially owns fee simple title to 991 of the 998
controlled properties and holds a remaining 66-year leasehold interest with
respect to one Property (Mallgate). In addition, with respect to two
Properties, the Company owns the debt collateralized by such Properties and
with respect to four Properties, the Company owns an interest in the debt
collateralized by the Properties. The remaining 106 properties represent
Partially Owned and Unconsolidated Properties containing 20,094 units.

Direct fee simple title for certain of the Properties is owned by
single-purpose nominee corporations, LLC's or land trusts that engage in no
business other than holding title to the Property for the benefit of the
Company. Holding title in such a manner is expected to make it less costly to
transfer such Property in the future in the event of a sale and should
facilitate financing, since lenders often require title to a Property to be
held in a single purpose entity in order to isolate that Property from
potential liabilities of other Properties. Direct fee simple title for
certain other Properties is owned by a single LLC.

The Company also leases (under operating leases) various management,
regional and corporate offices throughout the United States.

26



The following tables set forth certain information by type and state
relating to the Properties at December 31, 2000.

GARDEN-STYLE PROPERTIES




DECEMBER 31, 2000
-----------------------------
AVERAGE
AVERAGE MONTHLY RENT
NUMBER OF NUMBER PERCENTAGE OF OCCUPANCY POSSIBLE PER
STATE PROPERTIES OF UNITS TOTAL UNITS PERCENTAGE UNIT
- -----------------------------------------------------------------------------------------------------

Alabama 12 2,483 1.09 % 90.7 % $513
Arizona 58 16,866 7.41 94.6 754
California 84 21,112 9.27 94.6 1,192
Colorado 29 7,989 3.51 95.5 813
Connecticut 24 2,670 1.17 96.2 806
Florida 81 23,541 10.34 94.3 755
Georgia 41 13,325 5.85 95.7 809
Illinois 7 2,360 1.04 93.8 1,036
Iowa 1 200 0.09 96.0 636
Kansas 6 2,392 1.05 95.6 739
Kentucky 5 1,610 0.71 92.4 592
Maine 5 672 0.30 96.7 809
Maryland 23 5,419 2.38 96.1 830
Massachusetts 34 4,779 2.10 96.7 968
Michigan 10 3,056 1.34 93.9 859
Minnesota 17 3,641 1.60 94.0 946
Missouri 8 1,590 0.70 96.3 678
Nevada 8 2,445 1.07 92.1 679
New Hampshire 1 390 0.17 98.7 929
New Jersey 3 1,276 0.56 96.0 1,137
New Mexico 4 1,073 0.47 95.8 669
North Carolina 38 10,358 4.55 94.9 661
Ohio 1 827 0.36 97.3 843
Oklahoma 8 2,036 0.89 95.1 574
Oregon 10 3,290 1.44 94.5 698
Rhode Island 5 778 0.34 96.6 841
South Carolina 6 1,021 0.45 95.6 554
Tennessee 17 4,967 2.18 92.5 676
Texas 85 26,442 11.61 94.9 737
Utah 4 1,426 0.63 90.7 628
Virginia 16 4,837 2.12 92.8 841
Washington 43 10,367 4.55 96.0 832
Wisconsin 4 1,281 0.56 93.9 931
------ --------- ------
TOTAL GARDEN-STYLE 698 186,519 81.9 %
------ --------- ------ ------ ------
AVERAGE GARDEN-STYLE 267 94.8 % $825
--------- ------ ------



27



MID-RISE/HIGH-RISE PROPERTIES




DECEMBER 31, 2000
----------------------------
AVERAGE
AVERAGE MONTHLY RENT
NUMBER OF NUMBER PERCENTAGE OF OCCUPANCY POSSIBLE PER
STATE PROPERTIES OF UNITS TOTAL UNITS PERCENTAGE UNIT
- -----------------------------------------------------------------------------------------------------

California 1 164 0.07 % 94.6 % $2,300
Connecticut 2 407 0.18 97.8 2,111
Florida 2 457 0.20 96.5 1,006
Illinois 1 1,420 0.62 94.8 844
Massachusetts 9 2,806 1.23 97.5 1,346
Minnesota 1 162 0.07 98.2 1,297
New Jersey 2 684 0.30 97.8 2,172
Ohio 1 765 0.34 67.5 954
Oregon 1 525 0.23 94.1 983
Texas 2 333 0.15 91.2 1,063
Virginia 1 277 0.12 97.8 1,169
Washington 4 472 0.21 93.3 1,117
------ -------- ------
TOTAL MID-RISE/HIGH-RISE 27 8,472 3.7 %
------ -------- ------ ------- -------
AVERAGE MID-RISE/HIGH-RISE 314 95.0 % $1,364
-------- ------- -------



RANCH-STYLE PROPERTIES


- -----------------------------------------------------------------------------------------------------

Alabama 2 159 0.07 % 89.2 % 392
Florida 102 9,453 4.15 91.9 490
Georgia 60 4,964 2.18 92.8 513
Indiana 51 4,415 1.94 92.5 457
Kentucky 23 1,808 0.79 92.1 444
Maryland 4 413 0.18 96.3 561
Michigan 21 1,720 0.76 95.5 563
Ohio 96 8,120 3.57 93.1 457
Pennsylvania 7 580 0.25 93.7 553
South Carolina 3 269 0.12 89.1 453
Tennessee 5 348 0.15 95.2 462
Texas 1 67 0.03 99.0 486
West Virginia 4 397 0.17 91.3 423
------ -------- ------
TOTAL RANCH-STYLE 379 32,713 14.4 %
------ -------- ------ ------- -------
AVERAGE RANCH-STYLE 86 92.8 % $481
-------- ------- -------

------ -------- ------
TOTAL EQR RESIDENTIAL 1,104 227,704 100 %
PORTFOLIO ====== ======= ======



28



The properties currently under development are included in the following table.

DEVELOPMENT PROJECTS



DEVELOPMENT ESTIMATED EQR TOTAL EQR
ESTIMATED COST FUNDED FUTURE FUNDING FUNDING
DEVELOPMENT AT 12/31/2000 OBLIGATION OBLIGATION ESTIMATED
DEVELOPMENT NUMBER OF NUMBER COST (IN (IN (IN (IN COMPLETION
PROJECT NAME LOCATION PROPERTIES OF UNITS MILLIONS) MILLIONS)(1) MILLIONS)(1) MILLIONS)(1) DATE
- -----------------------------------------------------------------------------------------------------------------------------------

EXPANSION PROJECTS
La Mirage IV (2) San Diego, CA 1 340 $54.4 $21.1 $33.3 $54.4 Q3 2001
Prospect
Towers II (2) Hackensack, NJ 1 203 43.1 5.8 37.3 43.1 Q1 2002
---------- -------- ----------- ------------- -------------- ------------
Total 2 543 $97.5 $26.9 $70.6 $97.5
---------- -------- ----------- ------------- -------------- ------------
LINCOLN PROPERTY COMPANY JOINT
VENTURE PROJECTS

Braintree Woods Braintree, MA 1 202 $27.4 $6.8 $0.0 $6.8 Q1 2001
Eden Village Loudon County, VA 1 290 29.4 6.1 1.3 7.4 Q2 2002
Fairfax Corners Fairfax, VA 1 652 63.9 16.0 0.0 16.0 Q3 2001
Lakeside Park (3) Tampa, FL 1 264 17.7 4.4 0.0 4.4 Completed
Potomac Yard Alexandria, VA 1 588 67.5 16.9 0.0 16.9 Q3 2001
Regents Court San Diego, CA 1 251 37.1 9.3 0.0 9.3 Q3 2001
Renaissance on
Peidmont Atlanta, GA 1 322 36.2 9.1 0.0 9.1 Q3 2001
Savannah at
Park Place Atlanta, GA 1 416 43.9 11.0 0.0 11.0 Q1 2001
The Landings (3) Lake Zurich, IL 1 206 20.9 5.2 0.0 5.2 Completed
Waltham Terrace Waltham, MA 1 192 27.0 0.0 6.8 6.8 Q4 2001
---------- -------- ----------- ------------- -------------- ------------
Total 10 3,383 $371.0 $84.8 $8.1 $92.9
---------- -------- ----------- ------------- -------------- ------------
LEGACY PARTNERS JOINT VENTURE PROJECTS

Hampden Town Center Aurora, CO 1 444 $44.8 $11.2 $0.0 $11.2 Q3 2001
Homestead at
Canyon Park Bothell, WA 1 200 22.4 5.6 0.0 5.6 Q3 2001
Legacy Towers Seattle, WA 1 327 87.7 21.9 0.0 21.9 Q1 2002
Warner Ridge Woodland Hills, CA 1 579 111.2 27.8 0.0 27.8 Q3 2002
---------- -------- ----------- ------------- -------------- ------------
Total 4 1,550 $266.1 $66.5 $0.0 $66.5
---------- -------- ----------- ------------- -------------- ------------
EARNOUT PROJECTS

Parkfield (3) Denver, CO 1 476 $37.9 $33.4 $4.5 $37.9 Completed
---------- -------- ----------- ------------- -------------- ------------
Total 1 476 $37.9 $33.4 $4.5 $37.9
---------- -------- ----------- ------------- -------------- ------------
TOTAL PROJECTS UNDER DEVELOPMENT 17 5,952 $772.5 $211.6 $83.2 $294.8
===============================================================================



(1) The Company's funding of Lincoln Property Company Joint Venture and
Legacy Partners Joint Venture Projects is limited to 25% of the total
development cost.

(2) Estimated development cost does not include the cost of land previously
acquired by the Company.

(3) Properties were substantially complete as of December 31, 2000. As such,
these properties are also included in the outstanding property and unit
counts.


29



ITEM 3. LEGAL PROCEEDINGS

Only ordinary routine litigation incidental to the business, which is
not deemed material, was initiated during the year ended December 31, 2000. As
of December 31, 2000, the Company does not believe there is any other litigation
threatened against the Company other than routine litigation arising out of the
ordinary course of business, some of which is expected to be covered by
liability insurance, none of which is expected to have a material adverse effect
on the consolidated financial statements of the Company.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED SHAREHOLDER MATTERS

The following table sets forth, for the periods indicated, the high and
low sales prices for and the distributions paid on the Company's Common Shares
which trade on the New York Stock Exchange under the trading symbol EQR.




SALES PRICE
--------------------
HIGH LOW DISTRIBUTIONS
---- --- -------------

FISCAL YEAR 1999
Fourth Quarter Ended December 31, 1999 $43.25 $38.25 $0.76
Third Quarter Ended September 30, 1999 $45.25 $40.6875 $0.76
Second Quarter Ended June 30, 1999 $48.375 $40.25 $0.71
First Quarter Ended March 31, 1999 $41.9375 $39.875 $0.71






SALES PRICE
-------------------------
HIGH LOW DISTRIBUTIONS
---- --- -------------

FISCAL YEAR 2000
Fourth Quarter Ended December 31, 2000 $57.25 $44.50 $0.815
Third Quarter Ended September 30, 2000 $51.1875 $46.75 $0.815
Second Quarter Ended June 30, 2000 $48.50 $40.00 $0.76
First Quarter Ended March 31, 2000 $44.50 $38.6875 $0.76



The number of beneficial holders of Common Shares at February 1, 2001,
was approximately 61,000. The number of outstanding Common Shares as of February
1, 2001 was 132,790,407.

ITEM 6. SELECTED FINANCIAL DATA

The following table sets forth selected financial and operating
information on a historical basis for the Company. The following information
should be read in conjunction with all of the financial statements and notes
thereto included elsewhere in this Form 10-K. The historical operating and
balance sheet data have been derived from the historical Financial Statements of
the Company audited by Ernst & Young LLP, independent auditors. Certain
capitalized terms as used herein, are defined in the Notes to the Consolidated
Financial Statements.


30


EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED HISTORICAL FINANCIAL INFORMATION
(FINANCIAL INFORMATION IN THOUSANDS EXCEPT FOR PER SHARE AND PROPERTY DATA)



YEAR ENDED DECEMBER 31,
-------------------------------------------------------------------------
2000 1999 1998 1997 1996
------------ ------------ ------------- ------------- -----------

OPERATING DATA:
Total revenues $ 2,030,340 $ 1,742,627 $ 1,333,891 $ 747,078 $ 478,385
============ ============ ============= ============= ===========

Income before allocation to Minority Interests,
income from investments in unconsolidated
entities, net gain on sales of real estate,
and extraordinary items $ 380,613 $ 319,842 $ 251,927 $ 176,014 $ 97,033
============ ============ ============= ============= ===========
Net income $ 549,451 $ 393,881 $ 258,206 $ 176,592 $ 101,624
============ ============ ============= ============= ===========
Net income available to Common Shares $ 437,510 $ 280,685 $ 165,289 $ 117,580 $ 72,609
============ ============ ============= ============= ===========
Net income per share - basic $ 3.38 $ 2.30 $ 1.65 $ 1.79 $ 1.70
============ ============ ============= ============= ===========
Net income per share - diluted $ 3.34 $ 2.29 $ 1.63 $ 1.76 $ 1.69
============ ============ ============= ============= ===========
Weighted average Common Shares outstanding - basic 129,507 122,175 100,370 65,729 42,586
============ ============ ============= ============= ===========
Weighted average Common Shares outstanding - diluted 145,633 135,655 112,578 74,281 51,102
============ ============ ============= ============= ===========
Distributions declared per Common Share outstanding $ 3.15 $ 2.94 $ 2.72 $ 2.55 $ 2.40
============ ============ ============= ============= ===========

BALANCE SHEET DATA (at end of period):
Real estate, before accumulated depreciation $ 12,591,460 $ 12,238,963 $ 10,942,063 $ 7,121,435 $ 2,983,510
Real estate, after accumulated depreciation $ 11,239,224 $ 11,168,476 $ 10,223,572 $ 6,676,673 $ 2,681,998
Total assets $ 12,263,966 $ 11,715,689 $ 10,700,260 $ 7,094,631 $ 2,986,127
Total debt $ 5,706,152 $ 5,473,868 $ 4,680,527 $ 2,948,323 $ 1,254,274
Minority Interests $ 612,618 $ 456,979 $ 431,374 $ 273,404 $ 150,637
Shareholders' equity $ 5,619,547 $ 5,504,934 $ 5,330,447 $ 3,689,991 $ 1,458,830

OTHER DATA:
Total properties (at end of period) 1,104 1,062 680 489 218
Total apartment units (at end of period) 227,704 225,708 191,689 140,467 67,705
Funds from operations available to Common
Shares and OP Units (1) $ 726,172 $ 619,603 $ 458,806 $ 270,763 $ 160,267
Cash flow provided by (used for):
Operating activities $ 834,503 $ 781,853 $ 542,147 $ 348,997 $ 210,930
Investing activities $ (561,653) $ (520,185) $ (1,046,308) $ (1,552,390) $ (635,655)
Financing activities $ (278,195) $ (236,516) $ 474,831 $ 1,089,417 $ 558,568


31



ITEM 6. SELECTED FINANCIAL DATA (CONSOLIDATED HISTORICAL (CONTINUED))

(1) Funds from Operations ("FFO") represents net income (loss) (computed
in accordance with accounting principles generally accepted in the
United States (("GAAP")), excluding gains or losses from sales of
property, plus depreciation and amortization, adjustments for
unconsolidated entities and extraordinary items. Adjustments for
unconsolidated partnerships and joint ventures will be calculated to
reflect funds from operations on the same basis. This definition of FFO
is in accordance with the National Association of Real Estate Investment
Trust's ("NAREIT") recommended definition. NAREIT modified this
definition effective January 1, 2000. Nevertheless, this modification
had no impact upon the Company's calculation of FFO for either the
current or prior periods presented.

The Company believes that FFO is helpful to investors as a
supplemental measure of the operating performance of a real estate
company because, along with cash flows from operating activities,
financing activities and investing activities, it provides investors an
understanding of the ability of the Company to incur and service debt
and to make capital expenditures. FFO in and of itself does not
represent cash generated from operating activities in accordance with
GAAP and therefore should not be considered an alternative to net income
as an indication of the Company's performance or to net cash flows from
operating activities as determined by GAAP as a measure of liquidity and
is not necessarily indicative of cash available to fund cash needs. The
Company's calculation of FFO may differ from the methodology for
calculating FFO utilized by other real estate companies and may differ
as a result of differences between the Company's and other real estate
company's accounting policies for replacement type items and,
accordingly, may not be comparable to such other real estate companies.

32



ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.

OVERVIEW

The following discussion and analysis of the results of operations
and financial condition of the Company should be read in connection with the
Consolidated Financial Statements and Notes thereto. Due to the Company's
ability to control the Operating Partnership, the Management Partnerships and
Management Companies, the Financing Partnerships, the LLC's and certain other
entities, each entity has been consolidated with the Company for financial
reporting purposes. Capitalized terms used herein and not defined are as
defined elsewhere in this Annual Report on Form 10-K for the year ended
December 31, 2000.

Forward-looking statements in this Item 7 as well as Item 1 of this
Annual Report on Form 10-K are intended to be made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995.
The words "believes", "expects" and "anticipates" and other similar
expressions which are predictions of or indicate future events and trends and
which do not relate solely to historical matters identify forward-looking
statements. Such forward-looking statements are subject to risks and
uncertainties, which could cause actual results, performance, or achievements
of the Company to differ materially from anticipated future results,
performance or achievements expressed or implied by such forward-looking
statements. Factors that might cause such differences include, but are not
limited to, the following:

- costs to obtain alternative sources of capital to the Company are
higher than anticipated;

- occupancy levels and market rents may be adversely affected by local
economic and market conditions, which are beyond the Company's
control; and

- additional factors as discussed in Item 1, Part I of its Annual Report
on Form 10-K under "Risk Factors".

Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof. The
Company undertakes no obligation to publicly release any revisions to these
forward-looking statements, which may be made to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.

RESULTS OF OPERATIONS

The acquired properties are presented in the Consolidated Financial
Statements of the Company from the date of each acquisition or the closing
dates of the Mergers. The following table summarizes the number of Acquired
and Disposed Properties and related units for the prior three years:



ACQUISITIONS DISPOSITIONS
-------------------------- ------------------------
Number of Number of Number of Number of
YEAR Properties Units Properties Units
- -------------------------------------------------------------------------------

1998 210 56,015 20 4,719
1999 366 35,450 36 7,886
2000 93 14,200 53 12,813


33



PART III

The Company's overall results of operations for the year ended
December 31, 2000 and 1999 have been significantly impacted by the Company's
acquisition and disposition activity. The significant changes in rental
revenues, furniture income, property and maintenance expenses, real estate
taxes and insurance, furniture expenses, depreciation expense, property
management and interest expense can all primarily be attributed to the
acquisition of the 1999 Acquired Properties, the 2000 Acquired Properties and
the Globe acquisition, partially offset by the disposition of the 1999
Disposed Properties and the 2000 Disposed Properties. The impact of the 1999
Acquired Properties, the 2000 Acquired Properties, the Globe acquisition, the
1999 Disposed Properties and the 2000 Disposed Properties is discussed in
greater detail in the following paragraphs.

Properties that the Company owned for all of both 2000 and 1999 (the
"2000 Same Store Properties"), which represented 155,910 units, impacted the
Company's results of operations. Properties that the Company owned for all of
both 1999 and 1998 (the "1999 Same Store Properties"), which represented
121,490 units, also impacted the Company's results of operations. Both the
2000 Same Store Properties and 1999 Same Store Properties are discussed in
the following paragraphs.

COMPARISON OF THE YEAR ENDED DECEMBER 31, 2000 TO THE YEAR ENDED
DECEMBER 31, 1999

For the year ended December 31, 2000, income before allocation to
Minority Interests, income from investments in unconsolidated entities, net
gain on sales of real estate and extraordinary items increased by $60.8
million, or 19.0%, when compared to the year ended December 31, 1999.

Total revenues from the 2000 Same Store Properties increased by
approximately $65.0 million to $1.5 billion or 4.6% primarily as a result of
higher rental rates charged to new tenants and tenant renewals and an
increase in income from billing tenants for their share of utility costs (the
Company's "RUBS" program) as well as other ancillary services provided to
tenants. Overall, property operating expenses, which include property and
maintenance, real estate taxes and insurance and allocable property
management expenses, increased approximately $13.0 million or 2.5%. This
increase was primarily the result of higher expenses for on-site compensation
costs and an increase in real estate taxes on certain properties, but was
partially offset by lower leasing and advertising and administrative costs.

Property management expenses include expenses associated with the
self-management of the Company's Properties. These expenses increased by
approximately $14.8 million primarily due to the continued expansion of the
Company's property management business and higher overall compensation
expenses. During 2000, the Company incurred the full year impact of assuming
the property management business of Lexford and also assumed management
offices in Cincinnati, Ohio and Norwood, Massachusetts related to the
acquisition of Globe and Grove, respectively. Also included in compensation
expense is the current year charge associated with the issuance of restricted
shares in 2000.

Fee and asset management revenues and fee and asset management
expenses increased as a result of the Company continuing to manage Properties
that were either sold and/or contributed to various joint venture entities.

Furniture income and furniture operating expenses are associated
with the operation of the furniture rental business assumed in connection
with the Globe acquisition.

Interest expense, including amortization of deferred financing
costs, increased by approximately $47.1 million. This increase was primarily
the result of an increase in the Company's weighted average indebtedness
outstanding which increased by $514 million and higher interest rates. The
Company's effective interest costs increased from 7.05% for the year ended
December 31, 1999 to 7.25% for the year ended December 31, 2000.

General and administrative expenses, which include corporate
operating expenses, increased

34



approximately $4.1 million between the periods under comparison. This
increase was primarily due to the addition of corporate personnel and higher
overall compensation expenses including a current year expense associated
with the awarding of restricted shares to key employees in 2000. These
expenses as a percentage of total revenues increased to 1.30% for the year
ended December 31, 2000 as compared to 1.28% of total revenues for the year
ended December 31, 1999.

Net loss from extraordinary items increased approximately $5.1
million related primarily to pre-payment penalties incurred on the
refinancing of $208 million in mortgage debt.

Income from investment in unconsolidated entities increased by
approximately $7.1 million related to preferred returns received on joint
venture agreements.

COMPARISON OF THE YEAR ENDED DECEMBER 31, 1999 TO THE YEAR ENDED
DECEMBER 31, 1998

For the year ended December 31, 1999, income before allocation to
Minority Interests, income from investments in unconsolidated entities, net
gain from sales of real estate and extraordinary items increased by $67.9
million, or 27.0%, when compared to the year ended December 31, 1998.

Total revenues from the 1999 Same Store Properties increased by
approximately $35.8 million to $1.1 billion or 3.5% primarily as a result of
higher rental rates charged to new tenants and tenant renewals and an
increase in income from billing tenants for their share of utility costs as
well as other ancillary services provided to tenants. Overall, property
operating expenses, which include property and maintenance, real estate taxes
and insurance and an allocation of property management expenses, increased
approximately $0.1 million or 0.03%. This increase was primarily the result
of higher expenses for on-site compensation costs and an increase in real
estate taxes on certain properties, but was partially offset by lower leasing
and advertising, administrative, maintenance and property management costs.

Property management expenses increased by approximately $8.5 million
primarily due to the continued expansion of the Company's property management
business. During 1999, the Company assumed a management office in
Reynoldsburg, Ohio related to the LFT Merger.

Fee and asset management revenues and fee and asset management
expenses decreased due to the Company acquiring certain previously
fee-managed only properties.

Interest expense, including amortization of deferred financing
costs, increased by approximately $91.9 million. This increase was primarily
the result of an increase in the Company's weighted average indebtedness
outstanding which increased by $1.3 billion. However, the Company's effective
interest costs decreased from 7.10% for the year ended December 31, 1998 to
7.05% for the year ended December 31, 1999.

General and administrative expenses, which include corporate operating
expenses, increased approximately $1.7 million between the periods under
comparison. This increase was primarily due to the addition of corporate
personnel. However, by gaining certain economies of scale with a much larger
operation these expenses as a percentage of total revenues were 1.28% for the
year ended December 31, 1999 compared to 1.55% of total revenues for the year
ended December 31, 1998.

LIQUIDITY AND CAPITAL RESOURCES

FOR THE YEAR ENDED DECEMBER 31, 2000

As of January 1, 2000, the Company had approximately $29.1 million
of cash and cash equivalents and $400 million available on its lines of
credit, of which $65.8 million was restricted. After

35



taking into effect the various transactions discussed in the following
paragraphs, the Company's cash and cash equivalents balance at December 31,
2000 was approximately $23.8 million and the amount available on the
Company's line of credit was $400 million, of which $53.5 million was
restricted. The following discussion also explains the changes in net cash
provided by operating activities, net cash used for investing activities and
net cash used for financing activities, all of which are presented in the
Company's Statements of Cash Flows.

Part of the Company's strategy in funding the purchase of
multifamily properties, funding its Properties in the development stage and
the funding of the Company's investment in joint ventures with multifamily
real estate developers is to utilize its line of credit and to subsequently
repay the line of credit from the issuance of additional equity or debt
securities or the net proceeds from the disposition of Properties. Utilizing
this strategy during 2000, the Company:

- obtained the mortgage financing on forty-six previously unencumbered
Properties and received net proceeds of $484.4 million;

- disposed of fifty-three properties (including the sale of the
Company's entire interest in three Unconsolidated Properties) and
received net proceeds of $631.2 million;

- sold and/or contributed thirty-four properties to three separate joint
ventures and received net proceeds of $97.0 million;

- issued approximately 0.9 million Common Shares and received net
proceeds of $32.9 million;

- issued five new series of Cumulative Convertible Redeemable Preference
Units and received net proceeds of $142.4 million; and

All of these proceeds were utilized to:

- repay the lines of credit;

- repay mortgage indebtedness on selected Properties and/or repay
unsecured notes;

- repay public unsecured debt;

- invest in unconsolidated entities;

- purchase additional Properties.

During the year ended December 31, 2000, the Company:

- repaid four unsecured note issues totaling $208.0 million;

- repaid approximately $171.8 million of mortgage indebtedness on
eighty-three Properties;

- funded $160.9 million related to the development, earnout, and joint
venture agreements;

- purchased twenty-eight Properties (excluding Grove) for a total
purchase price of approximately $654.1 million;

- funded $1.4 million to acquire the remaining interest it did not own
in Brunswick Apartments;

- funded $3.8 million to acquire the remaining interest it did not own
in LFT's CNL portfolio (10 Properties);

- funded $58.5 million related to the purchase of two separate vacant
land parcels for future development;

- funded $1.25 million to acquire an additional ownership interest in
LFT's Guilford portfolio; and

- acquired $25.0 million of 8.25% preferred securities of WRP
Convertible Trust I, an affiliate of WRP Newco.

From January 1, 2001 to February 15, 2001, the Company:

- acquired Suerte Apartments, a 272-unit property located in San Diego,
California for approximately $37.5 million (assumed mortgage debt of
approximately $18.5 million), Westside Villas VI, an 18-unit property
located in Los Angeles, California for $4.6 million and Riverview
Apartments, a 92-

36



unit property located in Norwalk, Connecticut for $9.6 million
(assumed mortgage debt of $6.3 million).

- disposed of Meadowood II Apartments in Indianapolis, Indiana for $1.3
million, Concorde Bridge Apartments in Overland Park, Kansas for $15.6
million and Springs of Country Woods in Salt Lake City, Utah for $31.0
million.

- funded $12.4 million to pay off at maturity the mortgage debt on two
properties.

- funded $11.6 million related to the development, earnout and joint
venture agreements.

- entered into two $100 million forward starting swaps commencing on
March 1, 2001 and expiring on March 1, 2011. The Company will pay an
interest rate of 5.958% on the first $100 million and 5.965% on the
second $100 million and will receive an interest rate of 90-day LIBOR
under both swaps.

As of December 31, 2000, the Company had total indebtedness of
approximately $5.7 billion. Mortgage indebtedness aggregated $3.2 billion
(including premiums of $1.2 million), inclusive of $838.3 million of
tax-exempt bond indebtedness. Unsecured debt, aggregated $2.5 billion
(including net discounts and premiums of $1.2 million), inclusive of $127.8
million tax-exempt bond indebtedness.

The Company adopted Statement of Financial Accounting Standard
("SFAS") No. 133/138, Accounting for Derivative Instruments and Hedging
Activities on January 1, 2001. This new accounting standard requires
companies to carry all derivative instruments, including certain embedded
derivatives, in the statement of financial condition at fair value. The
accounting for changes in the fair value of a derivative instrument depends
on whether it has been designated and qualifies as part of a hedging
relationship and, if so, on the reason for holding it. The Company uses only
qualifying hedges that are designated specifically to reduce exposure to
interest rate risk by locking in the expected future cash payments on certain
liabilities. This is typically accomplished using an interest rate swap or
treasury lock collar. For financial reporting purposes, the gain or loss on
the effective portion of the interest rate hedge is recorded as a component
of equity, which becomes reclassified into earnings along with payments on
the hedged liability.

Upon adoption of SFAS No. 133/138 in January 2001, the Company
recorded a net transition adjustment in accumulated other comprehensive
income and either an unrealized gain or loss on hedges at that time which did
not have a material impact on the Company's financial condition and results
of operations. Adoption of the standard resulted in the Company recognizing a
derivative instrument liability. In general, the amount of volatility will
vary with the level of derivative activities during any period.

In May 1998, the Company entered into an interest rate protection
agreement to effectively fix the interest rate cost of the Evans Withycombe
Financing Limited Partnership indebtedness to within a range of 5.6% to 6.0%
upon its refinancing. The agreement was for a notional amount of $131 million
with a settlement date of August 2001.

In August 1998, the Company entered into an interest rate swap
agreement that fixed the Company's interest rate risk on a portion of the
Operating Partnership's variable rate tax-exempt bond indebtedness at a rate
of 3.65125%. This agreement was for a notional amount of $150 million with a
termination date of August 2003.

In August 1998, the Company entered into an interest rate swap
agreement that fixed the Company's interest rate risk on a portion of the
Operating Partnership's variable rate tax-exempt bond

37



indebtedness at a rate of 3.683%. This agreement was for a notional amount of
$150 million with a termination date of August 2005.

In November 1998, the Company entered into an interest rate swap
agreement that fixed the Company's interest rate on a portion of the
Operating Partnership's variable rate tax-exempt bond indebtedness at a rate
of 5.81%. This agreement was for a notional amount of $100 million with a
termination date of August 2003.

The Company has a policy of capitalizing expenditures made for new
assets, including newly acquired properties and the costs associated with
placing these assets into service. Expenditures for improvements and
renovations that significantly enhance the value of existing assets or
substantially extend the useful life of an asset are also capitalized.
Expenditures for in-the-unit replacement-type items such as appliances,
draperies, carpeting and floor coverings, mechanical equipment and certain
furniture and fixtures is also capitalized. Expenditures for ordinary
maintenance and repairs are expensed to operations as incurred. With respect
to acquired properties, the Company has determined that it generally spends
$1,000 per unit during its first three years of ownership to fully improve
and enhance these properties to meet the Company's standards. In regard to
replacement-type items described above, the Company generally expects to
spend $250 per unit on an annual recurring basis.

During the year ended December 31, 2000, the Company's total
improvements to real estate approximated $137.4 million. Of this amount,
approximately $36.0 million, or $351 per unit, related to capital
improvements and major repairs for the 1998, 1999 and 2000 Acquired
Properties. Capital improvements and major repairs for all of the Company's
pre-EQR IPO properties and 1993, 1994, 1995, 1996 and 1997 Acquired
Properties approximated $35.4 million, or $330 per unit. Capital spent for
replacement-type items approximated $57.1 million, or $273 per unit. In
addition, approximately $6.3 million was spent on eight specific assets
related to major renovations and repositioning of these assets. Also included
in total improvements to real estate was approximately $0.8 million spent on
commercial/other assets and $1.8 million spent on the Partially Owned
Properties. Such improvements to real estate were primarily funded from net
cash provided by operating activities. Total improvements to real estate
budgeted for 2001 are estimated to be approximately $140.0 million.

Also included in total capital expenditures for the Company was
approximately $5.4 million for non-real estate additions such as computer
software, computer equipment, and furniture and fixtures and leasehold
improvements to the Company's property management offices and its corporate
offices. Such additions to non-real estate property were primarily funded
from net cash provided by operating activities. Total additions to non-real
estate property budgeted for 2001 are estimated to be approximately $6.0
million.

The Company, through its Globe subsidiary, has a policy for
capitalizing expenditures made for rental furniture and property and
equipment, including new acquisitions and the costs associated with placing
these assets into service. Globe purchases furniture to replace furniture
that has been sold and to maintain adequate levels of rental furniture to
meet existing and new customer needs. Expenditures for property and equipment
that significantly enhance the value of existing assets or substantially
extend the useful life of an asset are capitalized. Expenditures for ordinary
maintenance and repairs related to property and equipment are expensed as
incurred. For the period July 11, 2000 through December 31, 2000, total
additions to rental furniture and property and equipment approximated $14.5
million. Such additions to rental furniture and property and equipment were
primarily funded from working capital reserves and from net cash provided by
operating activities. Total additions to rental furniture and property and
equipment budgeted for 2001 are estimated to be approximately $25.0 million.

Minority Interests as of December 31, 2000 increased by $155.6
million when compared to December 31, 1999. The primary factors that
contributed to changes in the book value of Minority Interest

38



during the year were:

- distributions declared to Minority Interests, which amounted to $38.8
million for 2000 (excluding preference unit/interest distributions);

- the allocation of income from operations in the amount of $41.7
million;

- the conversion of OP Units into Common Shares; and

- the issuance of Common Shares, OP Units, Preference Units and
Preference Interests during 2000.

Total distributions paid in 2000 amounted to $563.4 million, which
included certain distributions declared in the fourth quarters of 1999 and
2000. The Company paid a $0.815 per Common Share distribution on December 31,
2000 for the quarter ended December 31, 2000 to Common Shareholders and
Minority Interest holders of record as of December 20, 2000.

The Company expects to meet its short-term liquidity requirements,
including capital expenditures related to maintaining its existing Properties
and scheduled unsecured note and mortgage note repayments, generally through
its working capital, net cash provided by operating activities and borrowings
under its line of credit. The Company considers its cash provided by
operating activities to be adequate to meet operating requirements and
payments of distributions. The Company also expects to meet its long-term
liquidity requirements, such as scheduled unsecured note and mortgage debt
maturities, property acquisitions, financing of construction and development
activities and capital improvements through the issuance of unsecured notes
and equity securities including additional OP Units as well as from
undistributed FFO and proceeds received from the disposition of certain
Properties. In addition, the Company has certain uncollateralized Properties
available to secure for additional mortgage borrowings in the event that the
public capital markets are unavailable to the Company or the cost of
alternative sources of capital to the Company is too high.

The Company has a revolving credit facility with Bank of America
Securities LLC and Chase Securities Inc. acting as joint lead arrangers to
provide the Operating Partnership with potential borrowings of up to $700
million. This line of credit matures in August 2002. As of February 15, 2001,
$200 million was outstanding under this facility at a weighted average
interest rate of 6.34%.

In connection with the Globe Merger, the Company assumed a revolving
credit facility with Fifth Third Bank with potential borrowings of up to
$55.0 million. This line of credit matures in May, 2003. As of February 15,
2001, no amounts were outstanding under this facility.

In connection with the Wellsford Merger, the Company provided a
credit enhancement with respect to certain tax-exempt bonds issued to finance
certain public improvements at a multifamily development project. As of
February 15, 2001, this enhancement was still in effect at a commitment
amount of $12.7 million.

In connection with a joint venture, the Company has an obligation to
fund up to an additional $17.5 million to guarantee third party construction
financing.

Pursuant to the terms of a Stock Purchase Agreement with Wellsford
Real Properties, Inc. ("WRP Newco"), the Company had agreed to purchase up to
1,000,000 shares of WRP Newco Series A Preferred at $25.00 per share on a
standby basis over a three-year period ending May 30, 2000. This agreement
was terminated on May 5, 2000, and, as such, the Company has no further
obligations under this agreement.

On May 5, 2000, the Company acquired $25.0 million of 8.25%
preferred securities of WRP Convertible Trust I, an affiliate of WRP Newco.
The preferred securities are indirectly convertible into WRP Newco common
share under certain circumstances.

39



FOR THE YEAR ENDED DECEMBER 31, 1999

As of January 1, 1999, the Company had approximately $4 million of
cash and cash equivalents and $330 million available on its lines of credit,
of which $12 million was restricted. After taking into effect the various
transactions discussed in the following paragraphs, the Company's cash and
cash equivalents balance at December 31, 1999 was approximately $29.1 million
and the amount available on the Company's line of credit was $400 million, of
which $65.8 million was restricted. The following discussion also explains
the changes in net cash provided by operating activities, net cash used for
investing activities and net cash provided by (used for) financing
activities, all of which are presented in the Company's Statements of Cash
Flows.

Part of the Company's strategy in funding the purchase of
multifamily properties, funding its Properties in the development stage and
the funding of the Company's investment in joint ventures with multifamily
real estate developers is to utilize its line of credit and to subsequently
repay the line of credit from the issuance of additional equity or debt
securities or the disposition of Properties. Utilizing this strategy during
1999, the Company:

- issued the June 2004 Notes and received net proceeds of $298.0
million;

- refinanced seven Properties and received additional proceeds of $78.5
million;

- obtained new mortgage financing on eleven previously unencumbered
properties and received net proceeds of $126.5 million;

- disposed of forty-two properties (including the sale of the Company's
interest in six MRY joint venture properties) and received net
proceeds of $383 million;

- issued 1.2 million Common Shares receiving net proceeds of $38.5
million; and

- issued one Series of Cumulative Convertible Redeemable Preference
Interests receiving net proceeds of $39 million.

All of these proceeds were utilized to either:

- purchase additional properties;

- provide funding for properties in the development stage; and/or

- repay the line of credit and mortgage indebtedness on certain
Properties.

During the year ended December 31, 1999, the Company:

- assumed and/or entered into new mortgage indebtedness of
approximately $69.9 million, issued OP Units with a value of $25.2
million and issued Junior Convertible Preference Units with a value
of $3.0 million with respect to the 1999 Acquired Properties. The
total purchase price of the 1999 Acquired Properties was
approximately $1.4 billion.

- repaid the 1999 Notes that matured on May 15, 1999 totaling $125
million.

- repaid the 1999-A Notes that matured on November 24, 1999 totaling $25
million

- repaid approximately $60.8 million of mortgage indebtedness on 31
Properties.

- refinanced the debt on six existing properties totaling $45.0 million
with new mortgage indebtedness totaling $65.7 million.

- funded $196.5 million related to the development, earnout and joint
venture agreements.

As of December 31, 1999, the Company had total indebtedness of
approximately $5.5 billion. Mortgage indebtedness aggregated $2.9 billion
(including premiums of $2.1 million), inclusive of $838 million of tax-exempt
bond indebtedness. Unsecured debt aggregated $2.3 billion (including net
discounts and premiums in the amount of $2.5 million), inclusive of $127.8
million of tax-exempt bond indebtedness.

40



FUNDS FROM OPERATIONS

The following is a reconciliation of net income to FFO available to
Common Shares and OP Units for the years ended December 31, 2000, 1999 and 1998:

- -------------------------------------------------------------------------------
Statements of Funds From Operations
(Amounts in thousands, except per share and OP Unit amounts)
- -------------------------------------------------------------------------------



Year Year Year
Ended Ended Ended
12/31/00 12/31/99 12/31/98
------------ ----------- ------------

Net income $ 549,451 $ 393,881 $ 258,206
Adjustments:
Allocation to Minority Interests
- Operating Partnership 41,761 29,536 18,529
Depreciation on real estate assets* 438,735 402,466 296,691
Extraordinary items 5,592 451 -
Loss on investment in technology segment** 1,000 - -
Net gain on sales of real estate (198,426) (93,535) (21,703)
------------ ----------- ------------
FFO before preferred distributions 838,113 732,799 551,723
Preferred distributions (111,941) (113,196) (92,917)
------------ ----------- ------------
FFO available to Common Shares
and OP Units - basic $ 726,172 $ 619,603 $ 458,806
============ =========== ============
FFO available to Common Shares
and OP Units - diluted $ 760,610 $ 664,657 $ 469,622
============ =========== ============
FFO per share and OP Unit - basic $ 5.12 $ 4.59 $ 4.11
============ =========== ============
FFO per share and OP Unit - diluted $ 5.00 $ 4.50 $ 4.05
============ =========== ============
Weighted average Common Shares and OP Units
Outstanding - basic 141,960 135,001 111,713
============ =========== ============
Weighted average Common Shares and OP Units
Outstanding - diluted 152,203 147,678 115,919
============ =========== ============


* INCLUDES $2,720, $1,009 AND $183 FOR THE YEARS ENDED DECEMBER 31, 2000,
1999 AND 1998, RESPECTIVELY, RELATED TO THE COMPANY'S SHARE OF DEPRECIATION
FROM UNCONSOLIDATED PROPERTIES. EXCLUDES $1,476 FOR THE YEAR ENDED DECEMBER
31, 2000 RELATED TO THE MINORITY INTERESTS' SHARE OF DEPRECIATION FROM
PARTIALLY OWNED PROPERTIES.

** REPRESENTS THE COMPANY'S PORTION OF LOSSES RELATED TO ITS INVESTMENT IN
BROADBAND RESIDENTIAL, INC. THESE EXPENSES HAVE BEEN ADDED BACK TO OPERATIONS
FOR THE DETERMINATION OF FFO. THE EFFECT OF INCLUDING THIS EXPENSE IN FFO
WOULD BE $(0.007) FOR THE YEAR ENDED DECEMBER 31, 2000.

For the year ended December 31, 2000, Funds From Operations ("FFO")
available to Common Shares and OP Units increased $106.6 million, or 17.2%,
as compared to the year ended December 31, 1999. For the year ended December
31, 1999, FFO increased $160.8 million, or 35.0%, as compared to the year
ended December 31, 1998.

FFO represents net income (loss) (computed in accordance with
accounting principles generally accepted in the United States (("GAAP")),
excluding gains or losses from sales of property, plus

41



depreciation and amortization, and after adjustments for unconsolidated
entities and extraordinary items. Adjustments for unconsolidated partnerships
and joint ventures will be calculated to reflect funds from operations on the
same basis. This definition of FFO is in accordance with the National
Association of Real Estate Investment Trust's ("NAREIT") recommended
definition. NAREIT modified this definition effective January 1, 2000.
Nevertheless, this modification had no impact upon the Company's calculation
of FFO for either the current or prior periods presented.

The Company believes that FFO is helpful to investors as a
supplemental measure of the operating performance of a real estate company
because, along with cash flows from operating activities, financing
activities and investing activities, it provides investors an understanding
of the ability of the Company to incur and service debt and to make capital
expenditures. FFO in and of itself does not represent cash generated from
operating activities in accordance with GAAP and therefore should not be
considered an alternative to net income as an indication of the Company's
performance or to net cash flows from operating activities as determined by
GAAP as a measure of liquidity and is not necessarily indicative of cash
available to fund cash needs. The Company's calculation of FFO may differ
from the methodology for calculating FFO utilized by other real estate
companies and may differ as a result of differences between the Company's and
other real estate company's accounting policies for replacement type items
and, accordingly, may not be comparable to such other real estate companies.

42



ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

The Company's future earnings, cash flows and fair values relevant to
financial instruments are dependent upon prevalent market rates. Market risk is
the risk of loss from adverse changes in market prices and interest rates. The
Company manages its market risk by matching projected cash inflows from
operating properties, financing activities and investing activities with
projected cash outflows to fund debt payments, acquisitions, capital
expenditures, distributions and other cash requirements. The Company also
utilizes certain derivative financial instruments to limit market risk. Interest
rate protection agreements are used to convert floating rate debt to a fixed
rate basis. Derivatives are used for hedging purposes rather than speculation.
The Company does not enter into financial instruments for trading purposes.

The Company has total outstanding debt of approximately $5.7 billion at
December 31, 2000, of which approximately $821.0 million, or 14.4% is floating
rate debt, including the effects of any interest rate protection agreements. If
market rates of interest on the Company's floating rate debt increase by 61
basis points (a 10% increase), the increase in interest expense on the Company's
floating rate debt would decrease future earnings and cash flows by
approximately $5.0 million. If market rates of interest on the Company's
floating rate debt decrease by 61 basis points (a 10% decrease), the decrease in
interest expense on the Company's floating rate debt would increase future
earnings and cash flows by approximately $5.0 million.

These amounts were determined by considering the impact of hypothetical
interest rates and equity prices on the Company's financial instruments. These
analyses do not consider the effects of the reduced level of overall economic
activity that could exist in such an environment. Further, in the event of a
change of such magnitude, management would likely take actions to further
mitigate its exposure to the change. However, due to the uncertainty of the
specific actions that would be taken and their possible effects, this analysis
assumes no changes in the Company's financial structure.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

See Index to Consolidated Financial Statements on page F-1 of this Form
10-K.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

None.

PART III

ITEMS 10, 11, 12 AND 13.

TRUSTEES AND EXECUTIVE OFFICERS OF THE REGISTRANT, EXECUTIVE COMPENSATION,
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND CERTAIN
RELATIONSHIP AND RELATED TRANSACTIONS.

The information required by Item 10, Item 11, Item 12 and Item 13 are
incorporated by reference to, and will be contained in, the Company's definitive
proxy statement, which the Company anticipates will be filed no later than April
30, 2001, and thus these items have been omitted in accordance with General
Instruction G(3) to Form 10-K.


43


PART IV


ITEM 14. EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES AND REPORTS ON FORM 8-K

(a)
(1 & 2) See Index to Financial Statements and Schedules on page F-1 of
this Form 10-K.

(3) Exhibits:



2.1^ Agreement and Plan of Merger and First Amendment Thereto by
and between Equity Residential Properties Trust and Merry Land
& Investment Company, Inc. dated as of July 8, 1998 and
September 4, 1998, respectively.

2.2^^ Articles of Merger by and between Equity Residential
Properties Trust and Merry Land & Investment Company, Inc.

2.3^^^ Agreement and Plan of Merger between Equity Residential
Properties Trust and Lexford Residential Trust dated as of
June 30, 1999.

2.4^^^^ Articles of Merger by and between Equity Residential
Properties Trust and Lexford Residential Trust.

2.5^^^^^ Agreement and Plan of Merger among Grove Property Trust, Grove
Operating, L.P. and ERP Operating Limited Partnership dated as
of July 17, 2000.

3.1+ Second Amended and Restated Declaration of Trust of Equity
Residential Properties Trust dated May 30, 1997
("Declaration of Trust").

3.2++ Articles Supplementary to Declaration of Trust dated
September 22, 1997.

3.3+++ Articles Supplementary to Declaration of Trust dated
September 30, 1998.

3.4 Articles Supplementary to Declaration of Trust dated
September 27, 1999.

3.5 Articles Supplementary to Declaration of Trust dated
March 3, 2000.

3.6 Articles Supplementary to Declaration of Trust dated
March 23, 2000.

3.7 Articles Supplementary to Declaration of Trust dated
May 1, 2000.

3.8 Articles Supplementary to Declaration of Trust dated
August 11, 2000.

3.9 Articles Supplementary to Declaration of Trust dated
December 8, 2000.

3.10++++ Third Amended and Restated Bylaws of Equity Residential
Properties Trust.

4.1* Indenture, dated October 1, 1994, between the Operating
Partnership, as obligor and The First National Bank of
Chicago, as trustee.

10.1** Fifth Amended and Restated Agreement of Limited Partnership of
ERP Operating Limited Partnership.

10.2*** Agreement of Limited Partnership of Equity Residential
Properties Management Limited Partnership.

10.3**** Agreement of Limited Partnership of Equity Residential
Properties Management Limited Partnership II.

10.4*** Noncompetition Agreement (Zell).

10.5*** Noncompetition Agreement (Crocker).

10.6*** Noncompetition Agreement (Spector).

10.7*** Form of Noncompetition Agreement (other officers).

10.8*** Amended and Restated Master Reimbursement Agreement, dated as
of November 1, 1996 by and between Federal National Mortgage
Association and EQR-Bond Partnership.

10.9***** Revolving Credit Agreement dated as of August 12, 1999 among
the Operating Partnership, the Banks listed therein, Bank of
America, National Association, as administrative agent, The
Chase Manhattan Bank, as syndication agent, Morgan Guaranty
Trust Company of New York, as documentation agent, Bank of
America Securities LLC, as joint lead arranger, and Chase
Securities Inc., as joint lead arranger.

10.10***** First Amendment to Revolving Credit Agreement dated November
10, 1999 between the Operating Partnership, Bank of America,
National Association, as administrative agent, The Chase
Manhattan Bank, as syndication agent, Morgan Guaranty Trust
Company of New York, as documentation agent and the Banks
listed as signatories thereto.

10.11***** Amended and Restated Limited Partnership Agreement of Lexford
Properties, L.P.

12 Computation of Ratio of Earnings to Fixed Charges

21 List of Subsidiaries of Equity Residential Properties Trust

23.1 Consent of Ernst & Young LLP

24.1 Power of Attorney for John W. Alexander dated February 7, 2001

24.2 Power of Attorney for Stephen O. Evans dated February 7, 2001


44


24.3 Power of Attorney for Errol R. Halperin dated February 7, 2001

24.4 Power of Attorney for Edward Lowenthal dated February 7, 2001

24.5 Power of Attorney for Jeffrey H. Lynford dated February 7, 2001

24.6 Power of Attorney for B. Joseph White dated February 7, 2001

24.7 Power of Attorney for Sheli Z. Rosenberg dated February 8,
2001

24.8 Power of Attorney for Henry H. Goldberg dated February 9, 2001

24.9 Power of Attorney for James D. Harper, Jr. dated February 12,
2001

24.10 Power of Attorney for Boone A. Knox dated February 12, 2001

24.11 Power of Attorney for Michael N. Thompson dated February 12,
2001

24.12 Power of Attorney for Samuel Zell dated February 15, 2001

- ------------------------------------

^ Included as Appendix A in the Company's Form S-4 filed on September 14,
1998.

^^ Included as Appendix B in the Company's Form S-4 filed on September 14,
1998.

^^^ Included as Appendix A in the Company's Form S-4 filed on July 23,
1999.

^^^^ Included as an exhibit to the Company's Form 8-K dated October 1, 1999,
filed on October 5, 1999.

^^^^^ Included as Appendix A to the Company's Form S-4 Registration
Statement No. 333-44576, filed on July 23, 2000.

+ Included as an exhibit to the Company's Form 8-K dated May 30, 1997,
filed on June 5, 1997.

++ Included as an exhibit to the Company's Form 8-A filed September 19,
1997.

+++ Included as an exhibit to the Company's Form 8-A filed October 16,
1998.

++++ Included as an exhibit to the Company's Form 10-Q for the quarterly
period ended June 30, 1999.

* Included as an exhibit to the Operating Partnership's Form 10/A, dated
December 12, 1994, File No. 0-24920, and incorporated herein by
reference.

** Included as an exhibit to the Operating Partnership's Form 8-K/A dated
July 23, 1998, filed on August 18, 1998.

*** Included as an exhibit to the Company's Form S-11 Registration
Statement, File No. 33-63158, and incorporated herein by reference.

**** Included as an exhibit to the Company's Form 10-K for the year ended
December 31, 1994.

***** Included as an exhibit to the Company's Form 10-K for the year ended
December 31, 1999.

(b) Reports on Form 8-K:

A Report on Form 8-K dated December 11, 2000, disclosing additional financial
information of Grove Property Trust as of October 31, 2000.

(c) Exhibits:
See Item 14(a)(3) above.

(d) Financial Statement Schedules:

See Index to Financial Statements attached hereto on page F-1 of this Form 10-K.


45


PART IV


SIGNATURES

Pursuant to the requirements of the Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
behalf by the undersigned thereunto duly authorized.


EQUITY RESIDENTIAL PROPERTIES TRUST


Date: February 19, 2001 By: /s/ Douglas Crocker II
----------------- -------------------------------------------
Douglas Crocker II
President, Chief Executive Officer,
Trustee and *Attorney-in-Fact


Date: February 19, 2001 By: /s/ David J. Neithercut
----------------- -------------------------------------------
David J. Neithercut
Executive Vice President and
Chief Financial Officer

Date: February 19, 2001 By: /s/ Michael J. McHugh
----------------- -------------------------------------------
Michael J. McHugh
Executive Vice President, Chief Accounting
Officer, Treasurer and *Attorney-in-fact


Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.


Date: February 19, 2001 By: /s/ Samuel Zell
----------------- -------------------------------------------
Samuel Zell
Chairman of the Board of Trustees

Date: February 19, 2001 By: /s/ Gerald A. Spector
----------------- -------------------------------------------
Gerald A. Spector
Executive Vice President, Chief
Operating Officer and Trustee

Date: February 19, 2001 By: /s/ Sheli Z. Rosenberg
----------------- -------------------------------------------
Sheli Z. Rosenberg
Trustee


46


PART IV

SIGNATURES-CONTINUED

Date: February 19, 2001 By: /s/ James D. Harper*
----------------- -------------------------------------------
James D. Harper
Trustee

Date: February 19, 2001 By: /s/ Errol R. Halperin*
----------------- -------------------------------------------
Errol R. Halperin
Trustee

Date: February 19, 2001 By: /s/ John W. Alexander*
----------------- -------------------------------------------
John W. Alexander
Trustee

Date: February 19, 2001 By: /s/ B. Joseph White*
----------------- -------------------------------------------
B. Joseph White
Trustee

Date: February 19, 2001 By: /s/ Henry H. Goldberg*
----------------- -------------------------------------------
Henry H. Goldberg
Trustee

Date: February 19, 2001 By: /s/ Jeffrey H. Lynford*
----------------- -------------------------------------------
Jeffrey H. Lynford
Trustee

Date: February 19, 2001 By: /s/ Edward Lowenthal*
----------------- -------------------------------------------
Edward Lowenthal
Trustee

Date: February 19, 2001 By: /s/ Stephen O. Evans*
----------------- -------------------------------------------
Stephen O. Evans
Trustee

Date: February 19, 2001 By: /s/ Boone A. Knox*
----------------- -------------------------------------------
Boone A. Knox
Trustee

Date: February 19, 2001 By: /s/ Michael N. Thompson*
----------------- -------------------------------------------
Michael N. Thompson
Trustee


* By: /s/ Michael J. McHugh
-------------------------
Michael J. McHugh
as Attorney-in-fact


47


INDEX TO FINANCIAL STATEMENTS AND SCHEDULE


EQUITY RESIDENTIAL PROPERTIES TRUST



PAGE
----

FINANCIAL STATEMENTS FILED AS PART OF THIS REPORT

Report of Independent Auditors........................................................ F-2

Consolidated Balance Sheets as of
December 31, 2000 and 1999........................................................ F-3

Consolidated Statements of Operations for
the years ended December 31, 2000, 1999 and 1998.................................. F-4

Consolidated Statements of Cash Flows for
the years ended December 31, 2000, 1999 and 1998.................................. F-5 to F-7

Consolidated Statements of Changes in Shareholders' Equity
for the years ended December 31, 2000, 1999 and 1998.............................. F-8 to F-9

Notes to Consolidated Financial Statements............................................ F-10 to F-42

SCHEDULE FILED AS PART OF THIS REPORT

Schedule III - Real Estate and Accumulated Depreciation............................... S-1 to S-15



F-1




REPORT OF INDEPENDENT AUDITORS


To the Board of Trustees and Shareholders
Equity Residential Properties Trust

We have audited the accompanying consolidated balance sheets of Equity
Residential Properties Trust (the "Company") as of December 31, 2000 and 1999
and the related consolidated statements of operations, changes in shareholders'
equity and cash flows for each of the three years in the period ended December
31, 2000. Our audits also included the financial statement schedule listed in
the Index at Item 14(a). These financial statements and schedule are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements and schedule based on our audits.

We conducted our audits 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 audits provide a reasonable basis for our
opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of Equity
Residential Properties Trust at December 31, 2000 and 1999, and the consolidated
results of its operations and its cash flows for each of the three years in the
period ended December 31, 2000, in conformity with accounting principles
generally accepted in the United States. Also, in our opinion, the related
financial statement schedule, when considered in relation to the basic financial
statements taken as a whole, presents fairly in all material respects the
information set forth therein.


ERNST & YOUNG LLP


Chicago, Illinois
February 15, 2001


F-2



EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS EXCEPT FOR SHARE AMOUNTS)



DECEMBER 31, DECEMBER 31,
2000 1999
----------------- -----------------

ASSETS
Investment in real estate
Land $ 1,770,019 $ 1,550,378
Depreciable property 10,782,311 10,670,550
Construction in progress 39,130 18,035
----------------- -----------------
12,591,460 12,238,963
Accumulated depreciation (1,352,236) (1,070,487)
----------------- -----------------
Investment in real estate, net of accumulated depreciation 11,239,224 11,168,476

Real estate held for disposition 51,637 12,868
Cash and cash equivalents 23,772 29,117
Investment in mortgage notes, net 77,184 84,977
Investments in unconsolidated entities 316,540 140,284
Rents receivable 1,801 1,731
Deposits - restricted 231,639 111,270
Escrow deposits - mortgage 70,470 75,328
Deferred financing costs, net 29,706 33,968
Rental furniture, net 60,183 -
Property and equipment, net 7,620 -
Goodwill, net 67,589 -
Other assets 86,601 57,670
----------------- -----------------
TOTAL ASSETS $ 12,263,966 $ 11,715,689
================= =================
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Mortgage notes payable $ 3,230,611 $ 2,883,583
Notes, net 2,120,079 2,290,285
Lines of credit 355,462 300,000
Accounts payable and accrued expenses 107,818 102,955
Accrued interest payable 51,877 44,257
Rents received in advance and other liabilities 100,819 74,196
Security deposits 46,272 39,687
Distributions payable 18,863 18,813
----------------- -----------------
TOTAL LIABILITIES 6,031,801 5,753,776
----------------- -----------------
COMMITMENTS AND CONTINGENCIES
Minority Interests:
Operating Partnership 609,734 456,979
Partially Owned Properties 2,884 -
----------------- -----------------
Total Minority Interests 612,618 456,979
----------------- -----------------
Shareholders' equity:
Preferred Shares of beneficial interest, $.01 par value; 100,000,000
shares authorized; 20,003,166 shares issued and outstanding as of
December 31, 2000 and 25,085,652
shares issued and outstanding as of December 31, 1999 1,183,136 1,310,266
Common Shares of beneficial interest, $.01 par value;
350,000,000 shares authorized; 132,616,375 shares issued
and outstanding as of December 31, 2000 and 127,450,798
shares issued and outstanding as of December 31, 1999 1,326 1,275
Paid in capital 4,739,782 4,523,919
Employee notes (4,346) (4,670)
Distributions in excess of accumulated earnings (300,351) (325,856)
----------------- -----------------
TOTAL SHAREHOLDERS' EQUITY 5,619,547 5,504,934
----------------- -----------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 12,263,966 $ 11,715,689
================= =================


SEE ACCOMPANYING NOTES

F-3


EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS IN THOUSANDS EXCEPT PER SHARE DATA)




YEAR ENDED DECEMBER 31,
-----------------------------------------------
2000 1999 1998
-------------- ------------- ---------------

REVENUES
Rental income $ 1,959,785 $ 1,711,738 $ 1,293,560
Fee and asset management 6,520 5,088 5,622
Interest income - investment in mortgage notes 11,192 12,559 18,564
Interest and other income 25,266 13,242 16,145
Furniture income 27,577 - -
-------------- ------------- ---------------
Total revenues 2,030,340 1,742,627 1,333,891
-------------- ------------- ---------------
EXPENSES
Property and maintenance 503,239 414,026 326,733
Real estate taxes and insurance 182,479 171,289 126,009
Property management 76,416 61,626 53,101
Fee and asset management 5,157 3,587 4,279
Depreciation 449,584 408,688 301,869
Interest:
Expense incurred 382,946 337,189 246,585
Amortization of deferred financing costs 5,473 4,084 2,757
General and administrative 26,385 22,296 20,631
Furniture operating expenses 16,288 - -
Amortization of goodwill 1,760 - -
-------------- ------------- ---------------
Total expenses 1,649,727 1,422,785 1,081,964
-------------- ------------- ---------------
Income before allocation to Minority Interests, income from investments in
unconsolidated entities, net gain on sales
of real estate and extraordinary items 380,613 319,842 251,927
Allocation to Minority Interests:
Operating Partnership (41,761) (29,536) (18,529)
Partially Owned Properties 132 - -
Income from investments in unconsolidated entities 17,633 10,491 3,105
Net gain on sales of real estate 198,426 93,535 21,703
-------------- ------------- ---------------
Income before extraordinary items 555,043 394,332 258,206
Extraordinary items (5,592) (451) -
-------------- ------------- ---------------
Net income 549,451 393,881 258,206
Preferred distributions (111,941) (113,196) (92,917)
-------------- ------------- ---------------
Net income available to Common Shares $ 437,510 $ 280,685 $ 165,289
============= ============= ===============
Net income per share - basic $ 3.38 $ 2.30 $ 1.65
============= ============= ===============
Net income per share - diluted $ 3.34 $ 2.29 $ 1.63
============= ============= ===============
Weighted average Common Shares outstanding - basic 129,507 122,175 100,370
============= ============= ===============
Weighted average Common Shares outstanding - diluted 145,633 135,655 112,578
============= ============= ===============
Distributions declared per Common Share outstanding $ 3.15 $ 2.94 $ 2.72
============= ============= ===============
Tax treatment of distributions:
Ordinary income $ 3.06 $ 2.56 $ 2.14
============= ============= ===============
Return of capital $ - $ 0.26 $ 0.52
============= ============= ===============
Long-term capital gain $ 0.03 $ 0.09 $ 0.01
============= ============= ===============
Unrecaptured section 1250 gain $ 0.06 $ 0.03 $ 0.05
============= ============= ===============


SEE ACCOMPANYING NOTES

F-4


EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF CASH FLOWS
(AMOUNTS IN THOUSANDS)




YEAR ENDED DECEMBER 31,
-----------------------------------------------
2000 1999 1998
------------- -------------- ---------------

CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 549,451 $ 393,881 $ 258,206
ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED BY OPERATING
ACTIVITIES:
Allocation to Minority Interests:
Operating Partnership 41,761 29,536 18,529
Partially Owned Properties (132) -- --
Depreciation 449,584 408,688 301,869
Amortization of deferred financing costs 5,473 4,084 2,757
Amortization of discount on investment in mortgage notes (1,249) (1,165) (3,015)
Amortization of goodwill 1,760 -- --
Amortization of discounts and premiums on debt (2,332) (2,322) (1,958)
Amortization of deferred settlements on interest
rate protection agreements 333 987 1,649
Equity from (earnings) losses in investments in unconsolidated entities 418 (3,366) (1,066)
Net gain on sales of real estate (198,426) (93,535) (21,703)
Gain on sales of property and equipment (4) -- --
Loss on sale of mortgage receivable 710 -- --
Book value of furniture sales and rental buyouts 6,345 -- --
Gain on extinguishment of debt (209) -- --
Compensation paid with Company Common Shares 15,085 9,625 803

CHANGES IN ASSETS AND LIABILITIES:
(Increase) decrease in rents receivable (415) 3,559 (1,456)
Decrease (increase) in deposits - restricted 4,207 (9,953) (13,147)
Additions to rental furniture (13,661) -- --
(Increase) decrease in other assets (11,993) 47,670 (8,787)
(Decrease) in accounts payable and accrued expenses (4,843) (5,610) (3,601)
Increase (decrease) in accrued interest payable 3,104 (6,387) 7,546
(Decrease) increase in rents received in advance and other liabilities (11,489) 7,963 (2,077)
Increase (decrease) in security deposits 1,025 (1,802) 7,598
------------- -------------- ---------------
Net cash provided by operating activities 834,503 781,853 542,147
------------- -------------- ---------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in real estate, net (664,264) (632,474) (990,728)
Improvements to real estate (137,404) (134,716) (90,608)
Additions to non-real estate property (5,425) (7,219) (11,412)
Investment in property and equipment (933) -- --
Interest capitalized for real estate under construction (1,325) (1,493) (1,620)
Proceeds from disposition of real estate, net 721,032 329,342 174,796
Principal receipts on investment in mortgage notes 7,885 4,229 2,853
Investments in unconsolidated entities, net (146,147) (37,114) (22,880)
Proceeds from disposition of unconsolidated entities, net 4,602 -- --
(Increase) in deposits on real estate acquisitions, net (122,735) (25,563) (18,451)
Decrease (increase) in mortgage deposits 18,854 11,117 (20,499)
Proceeds from sale of mortgage receivables 4,024 7,150 --
Purchase of management contract rights (779) (285) (119)
Business combinations, net of cash acquired (242,281) (18,274) (50,139)
Other investing activities, net 3,243 (14,885) (17,501)
------------- -------------- ---------------
Net cash (used for) investing activities (561,653) (520,185) (1,046,308)
------------- -------------- ---------------


SEE ACCOMPANYING NOTES
F-5





EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(AMOUNTS IN THOUSANDS)




YEAR ENDED DECEMBER 31,
--------------------------------------------------
2000 1999 1998
--------------- --------------- ---------------

CASH FLOWS FROM FINANCING ACTIVITIES:
Loan and bond acquisition costs $ (3,590) $ (9,522) $ (9,021)
MORTGAGE NOTES PAYABLE:
Proceeds, net 729,978 204,986 223,491
Lump sum payoffs (380,541) (105,846) (63,785)
Scheduled principal payments (27,719) (21,147) (12,624)
NOTES, NET:
Proceeds -- 298,014 542,227
Lump sum payoffs (208,000) (152,266) (120,000)
Scheduled principal payments (498) -- --
LINES OF CREDIT:
Proceeds 808,637 1,372,000 859,000
Repayments (820,631) (1,388,383) (881,000)
Proceeds from settlement of interest rate protection agreements 7,055 1,380 8,130
Proceeds from sale of Common Shares 7,676 7,717 425,253
Proceeds from sale of Preferred Shares/Units, net 142,350 39,000 --
Proceeds from exercise of options 25,228 30,750 14,482
Common Shares repurchased and retired -- (6,252) (94,705)
Payment of offering costs (294) (625) (12,370)
DISTRIBUTIONS:
Common Shares (412,321) (364,183) (277,815)
Preferred Shares/Units (111,943) (113,153) (95,952)
Minority Interests - Operating Partnership (39,153) (37,580) (30,752)
Minority Interests - Partially Owned Properties (920) -- --
Principal receipts on employee notes, net 324 203 272
Receipts on other notes receivable, net 6,167 8,391 --
--------------- --------------- ---------------
Net cash (used for) provided by financing activities (278,195) (236,516) 474,831
--------------- --------------- ---------------
Net (decrease) increase in cash and cash equivalents (5,345) 25,152 (29,330)
Cash and cash equivalents, beginning of year 29,117 3,965 33,295
--------------- --------------- ---------------
Cash and cash equivalents, end of year $ 23,772 $ 29,117 $ 3,965
=============== =============== ===============
SUPPLEMENTAL INFORMATION:
Cash paid during the year for interest $ 380,853 $ 341,936 $ 234,318
=============== =============== ===============
Mortgage loans assumed and/or entered into through
acquisitions of real estate $ 87,441 $ 69,885 $ 459,820
=============== =============== ===============
Net real estate contributed in exchange for OP Units
or Preference Units $ 4,071 $ 28,232 $ 169,834
=============== =============== ===============
Mortgage loans assumed by purchaser in real estate dispositions $ (345,762) $ (12,500) $ -
=============== =============== ===============
Transfers to real estate held for disposition $ 51,637 $ 12,868 $ 29,886
=============== =============== ===============



SEE ACCOMPANYING NOTES
F-6








YEAR ENDED DECEMBER 31,
--------------------------------------------------
2000 1999 1998
--------------- -------------- ---------------

SUPPLEMENTAL INFORMATION (CONTINUED):
Investment in mortgage notes converted to investment in real
estate $ - $ - $ 88,184
=============== ============== ===============
Refinancing of mortgage notes payable in favor of notes, net $ - $ 92,180 $ 35,600
=============== ============== ===============
Mortgage loans recorded as a result of consolidation of
previously Unconsolidated Properties $ 80,134 $ - $ -
=============== ============== ===============
Net liabilities recorded as a result of consolidation of
previously Unconsolidated Properties $ 515 $ - $ -
=============== ============== ===============
Net (assets acquired) liabilities assumed through business
combinations $ (74,138) $ (15,604) $ 42,955
=============== ============== ===============
Mortgage loans assumed through business combinations $ 204,728 $ 499,654 $ 184,587
=============== ============== ===============
Unsecured notes assumed through business combinations $ 39,564 $ 2,266 $ 461,956
=============== ============== ===============
Lines of credit assumed through business combinations $ 67,456 $ 26,383 $ 77,000
=============== ============== ===============
Valuation of Common Shares issued through business
combinations $ - $ 181,124 $ 1,010,723
=============== ============== ===============
Valuation of OP Units issued through business combinations $ 37,228 $ - $ 40,155
=============== ============== ===============
Liquidation value of Preferred Shares redesignated through
business combinations $ - $ - $ 369,109
=============== ============== ===============


SEE ACCOMPANYING NOTES
F-7





EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(AMOUNTS IN THOUSANDS)




YEAR ENDED DECEMBER 31,
-------------------------------------------------
2000 1999 1998
--------------- ---------------- --------------
PREFERRED SHARES

Balance, beginning of year $ 1,310,266 $ 1,410,574 $ 1,041,713
Issuance of 7.00% Series H Cumulative Convertible - - 4,124
Issuance of 8.82% Series I Cumulative Convertible - - 100,000
Issuance of 8.60% Series J Cumulative Convertible - - 114,985
Issuance of 8.29% Series K Cumulative Redeemable - - 50,000
Issuance of 7.625% Series L Cumulative Redeemable - - 100,000
Conversion of Series E Cumulative Convertible (9,860) (75) (38)
Conversion of 7.25% Series G Cumulative Convertible (75) - -
Conversion of 7.00% Series H Cumulative Convertible (2,215) (228) (210)
Conversion of 8.82% Series I Cumulative Convertible - (100,000) -
Conversion of 8.60% Series J Cumulative Convertible (114,980) (5) -
--------------- ---------------- --------------
Balance, end of year $ 1,183,136 $ 1,310,266 $ 1,410,574
=============== ================ ==============

COMMON SHARES, $.01 PAR VALUE

Balance, beginning of year $ 1,275 $ 1,182 $ 891
Issuance through proceeds from offerings - - 74
Issuance in connection with Mergers and acquisitions - 40 218
Issuance through conversion of OP Units into Common Shares 9 12 7
Issuance through exercise of options 8 10 5
Issuance through restricted share grants, net 1 3 -
Issuance through Share Purchase - DRIP Plan and Dividend
Reinvestment - DRIP Plan 1 1 10
Issuance through Employee Share Purchase Plan 1 2 1
Issuance through conversion of Preferred Shares into Common 26
Shares 31 -
Common Shares repurchased and retired - (1) (24)
--------------- ---------------- --------------
Balance, end of year $ 1,326 $ 1,275 $ 1,182
=============== ================ ==============




SEE ACCOMPANYING NOTES
F-8



EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(CONTINUED)




YEAR ENDED DECEMBER 31,
-------------------------------------------------
2000 1999 1998
--------------- ---------------- --------------

PAID IN CAPITAL

Balance, beginning of year $ 4,523,919 $ 4,169,102 $ 2,785,661
Issuance of Common Shares through proceeds from
offerings - - 370,385
Issuance of Common Shares in connection with Mergers and
acquisitions - 181,084 1,010,505
Issuance of Common Shares through conversion of OP Units
into Common Shares 42,766 39,683 19,806
Issuance of Common Shares through exercise of options 25,220 30,740 14,477
Issuance of Common Shares through restricted share grants, net 16,024 8,374 -
Issuance of Common Shares through Share Purchase -
DRIP Plan 595 954 50,674
Issuance of Common Shares through Dividend Reinvestment -
DRIP Plan 1,665 1,525 419
Issuance of Common Shares through Employee Share
Purchase Plan 5,414 5,235 3,690
Issuance of Common Shares through 401(k) Plan - 1,248 803
Issuance of Common Shares through conversion of Preferred
Shares into Common Shares 127,099 100,282 248
Common Shares repurchased and retired - (6,251) (94,681)
Offering costs (3,944) (1,625) (12,370)
Receipts (advances) on other notes receivable, net 4,045 (4,045) -
Adjustment for Minority Interests ownership in
Operating Partnership (3,021) (2,387) 19,485
--------------- ---------------- --------------
Balance, end of year $ 4,739,782 $ 4,523,919 $ 4,169,102
=============== ================ ==============
EMPLOYEE NOTES

Balance, beginning of year $ (4,670) $ (4,873) $ (5,145)
Principal receipts, net 324 203 272
--------------- ---------------- --------------
Balance, end of year $ (4,346) $ (4,670) $ (4,873)
=============== ================ ==============
DISTRIBUTIONS IN EXCESS OF ACCUMULATED EARNINGS

Balance, beginning of year $ (325,856) $ (245,538) $ (133,129)
Net income 549,451 393,881 258,206
Preference Unit distributions (11,087) (1,185) -
Preferred distributions (100,854) (112,011) (92,917)
Distributions on Common Shares (412,005) (361,003) (277,698)
--------------- ---------------- --------------
Balance, end of year $ (300,351) $ (325,856) $ (245,538)
=============== ================ ==============




SEE ACCOMPANYING NOTES
F-9



EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1. BUSINESS AND FORMATION OF THE COMPANY

Equity Residential Properties Trust, formed in March 1993, ("EQR"), is
a self-administered and self-managed equity real estate investment trust
("REIT"). As used herein, the term "Company" means EQR, and its subsidiaries, as
the survivor of the mergers between EQR and each of Wellsford Residential
Property Trust ("Wellsford") (the "Wellsford Merger"), Evans Withycombe
Residential, Inc. ("EWR") (the "EWR Merger"), Merry Land & Investment Company,
Inc. ("MRY") (the "MRY Merger") and Lexford Residential Trust ("LFT") (the "LFT
Merger") (collectively, the "Mergers"). The Company also includes Globe Business
Resources, Inc. ("Globe"), Temporary Quarters, Inc. ("TQ") and Grove Property
Trust ("Grove"). The Company has elected to be taxed as a REIT under Section
856(c) of the Internal Revenue Code 1986, as amended (the "Code").

The Company is engaged in the acquisition, disposition, ownership,
management and operation of multifamily properties. As of December 31, 2000, the
Company owned or had interests in a portfolio of 1,104 multifamily properties
containing 227,704 apartment units (individually a "Property" and collectively
the "Properties") located in 36 states throughout the United States consisting
of the following:




Number of Number of
Properties Units
------------ ------------

Wholly Owned Properties 998 207,610
Partially Owned Properties 15 3,067
Unconsolidated Properties 91 17,027
------------ ------------
Total Properties 1,104 227,704
============ ============



The "Partially Owned Properties" are controlled and partially owned
by the Company but have partners with minority interests and are accounted
for under the consolidation method of accounting. The "Unconsolidated
Properties" are partially owned but not controlled by the Company and consist
of investments in partnership interests and/or subordinated mortgages that
are accounted for under the equity method of accounting.

The Company has formed a series of partnerships (the "Financing
Partnerships") which beneficially own certain Properties that may be encumbered
by mortgage indebtedness. In general, these are structured so that ERP Operating
Limited Partnership (the "Operating Partnership"), a subsidiary of EQR, owns a
1% limited partner interest and a 98% general partner interest in each, with the
remaining 1% general partner interest in each Financing Partnership owned by
various qualified REIT subsidiaries wholly owned by the Company (each a "QRS
Corporation"). Rental income from the Properties that are beneficially owned by
a Financing Partnership is used first to service the applicable mortgage debt
and pay other operating expenses and any excess is then distributed 1% to the
applicable QRS Corporation, as the general partner of such Financing
Partnership, and 99% to the Operating Partnership, as the sole 1% limited
partner and as the 98% general partner. The Company has also formed a series of
limited liability companies that own certain Properties (collectively, the
"LLCs"). The Operating Partnership is a 99% managing member of each LLC and a
QRS Corporation is a 1% member of each LLC.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The Mergers and acquisitions were accounted for as purchases in
accordance with Accounting Principles Board Opinion No. 16. The fair value of
the consideration given by the Company in the


F-10


Mergers was used as the valuation basis for each of the combinations. The
accompanying consolidated statements of operations and cash flows include the
results of the Properties purchased through the Mergers from their respective
closing dates.

Due to the Company's ability as general partner to control either
through ownership or by contract the Operating Partnership, a series of
management limited partnerships and companies (collectively, the "Management
Partnerships" or the "Management Companies"), the Financing Partnerships, the
LLC's, and certain other entities, each such entity has been consolidated with
the Company for financial reporting purposes. In regard to the Management
Companies, the Company does not have legal control; however, these entities are
consolidated for financial reporting purposes, the effects of which are
immaterial.

REAL ESTATE ASSETS AND DEPRECIATION

Real estate is recorded at cost less accumulated depreciation less an
adjustment, if any, for impairment. A land value is assigned based on the
purchase price if acquired separately or based on market research if acquired in
a merger or in a single or portfolio acquisition.

For real estate properties to be disposed of, an impairment loss is
recognized when the fair value of the real estate, less the estimated cost to
sell, is less than the carrying amount of the real estate measured at the time
it is certain that the Company will sell the property. Real estate held for
disposition is reported at the lower of its carrying amount or its estimated
fair value, less its cost to sell.

Depreciation is computed on a straight-line basis over the estimated
useful lives of the assets. The Company uses a 30-year estimated life for
buildings and a five-year estimated life for initial furniture, fixtures and
equipment. Replacements inside a unit such as appliances and carpeting, are
depreciated over a five-year estimated life. Expenditures for ordinary
maintenance and repairs are expensed to operations as incurred and significant
renovations and improvements that improve and/or extend the useful life of the
asset are capitalized over their estimated useful life, generally five to ten
years. Initial direct leasing costs are expensed as incurred as such expense
approximates the deferral and amortization of initial direct leasing costs over
the lease terms. Property sales or dispositions are recorded when title
transfers and sufficient consideration has been received by the Company. Upon
disposition, the related costs and accumulated depreciation are removed from the
respective accounts. Any gain or loss on sale of disposition is recognized in
accordance with accounting principles generally accepted in the United States.

The Company classifies Properties under development and/or expansion
and properties in the lease up phase as construction in progress until
construction has been completed and all certificates of occupancy permits have
been obtained. The Company also classifies land relating to construction in
progress as land on its balance sheet.

CASH AND CASH EQUIVALENTS

The Company considers all demand deposits, money market accounts and
investments in certificates of deposit and repurchase agreements purchased with
a maturity of three months or less, at the date of purchase, to be cash
equivalents. The Company maintains its cash and cash equivalents at financial
institutions. The combined account balances at each institution periodically
exceed the Federal Depository Insurance Corporation ("FDIC") insurance coverage,
and, as a result, there is a concentration of credit risk related to amounts on
deposit in excess of FDIC insurance coverage. The Company believes that the risk
is not significant, as the Company does not anticipate their non-performance.


F-11


DEFERRED FINANCING COSTS

Deferred financing costs include fees and costs incurred to obtain the
Company's lines of credit, long-term financings and costs for certain interest
rate protection agreements. These costs are amortized over the terms of the
related debt. Unamortized financing costs are written-off when debt is retired
before the maturity date. The accumulated amortization of such deferred
financing costs was $17.7 million and $11.1 million at December 31, 2000 and
1999, respectively.

RENTAL FURNITURE

Rental furniture is stated at cost and depreciated on a straight-line
basis at a rate of 1% per month, which is designed to approximate an estimated
useful life of four years with provision for a 50% residual value.

PROPERTY AND EQUIPMENT

Property and equipment is stated at cost. Depreciation expense is
provided on a straight-line basis over estimated useful lives of three to ten
years.

GOODWILL

Goodwill is amortized on a straight-line basis over a period of 20
years. The Company periodically reviews goodwill for impairment and if a
permanent decline in value has occurred, the Company would reduce its goodwill
balance to fair value. Accumulated amortization of goodwill was $1.8 million at
December 31, 2000.

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

The Company adopted Statement of Financial Accounting Standard ("SFAS")
No. 133/138, Accounting for Derivative Instruments and Hedging Activities, on
January 1, 2001. This new accounting standard requires companies to carry all
derivative instruments, including certain embedded derivatives, in the statement
of financial condition at fair value. The accounting for changes in the fair
value of a derivative instrument depends on whether it has been designated and
qualifies as part of a hedging relationship and, if so, on the reason for
holding it. The Company uses only qualifying hedges that are designated
specifically to reduce exposure to interest rate risk by locking in the expected
future cash payments on certain liabilities. This is typically accomplished
using an interest rate swap or treasury lock collar. For financial reporting
purposes, the gain or loss on the effective portion of the interest rate hedge
is recorded as a component of equity, which becomes reclassified into earnings
along with payments on the hedged liability.

Upon adoption of SFAS No. 133/138 in January 2001, the Company
recorded a net transition adjustment in accumulated other comprehensive
income and either an unrealized gain or loss on hedges at that time which did
not have a material impact on the Company's financial condition and results
of operations. Adoption of the standard resulted in the Company recognizing a
derivative instrument liability. In general, the amount of volatility will
vary with the level of derivative activities during any period.

FAIR VALUE OF FINANCIAL INSTRUMENTS

The fair values of the Company's financial instruments (excluding the
Company's investment in


F-12


mortgage notes - see Note 8), including cash and cash equivalents, mortgage
notes payable, other notes payable, lines of credit and other financial
instruments, approximate their carrying or contract values.

REVENUE RECOGNITION

Rental income attributable to leases is recorded when due from tenants
and is recognized monthly as it is earned, which is not materially different
than on a straight-line basis. Interest income is recorded on an accrual basis.
Leases entered into between a tenant and a Property for the rental of an
apartment unit are year-to-year, renewable upon consent of both parties on a
year-to-year or month-to-month basis.

Leases of furniture generally have an initial term of three to six
months in duration and can be extended by the customer on a month-to-month
basis. Furniture rentals are accounted for as operating leases, and revenue is
recorded in the month earned. For sales of furniture, as well as rental buyouts,
revenue and related cost of sales are recorded when the furniture is delivered
or taken off lease. Revenues from both furniture rentals and sales are included
in furniture income while the associated costs of those rentals and sales are
included in furniture operating expenses in the consolidated statements of
operations.

INCOME TAXES

Due to the structure of the Company as a REIT and the nature of the
operations of the Properties and management business, the results of operations
contain no provision for federal income taxes. The Company is subject to certain
state and local income, excise and franchise taxes. The aggregate cost of land
and depreciable property for federal income tax purposes as of December 31, 2000
and 1999 was approximately $9.2 billion and $9.1 billion, respectively.

MINORITY INTERESTS

Operating Partnership: Net income is allocated to minority interests
based on their respective ownership percentage of the Operating Partnership. The
ownership percentage is calculated by dividing the number of Operating
Partnership Units ("OP Units") held by the minority interests by the total OP
Units held by the minority interests and the Company. Issuance of additional
Common Shares and OP Units changes the ownership interests of both the minority
interests and the Company. Such transactions and the proceeds therefrom are
treated as capital transactions.

Partially Owned Properties: The Company reflects minority interests in
partially owned properties on the balance sheet for the portion of properties
consolidated by the Company that are not wholly owned by the Company. The
earnings or losses from those properties attributable to the minority interests
are reflected as minority interests in partially owned properties in the
consolidated statements of operations.

USE OF ESTIMATES

In preparation of the Company's financial statements in conformity with
accounting principles generally accepted in the United States, management makes
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 as well as the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from these
estimates.

RECLASSIFICATIONS

Certain reclassifications have been made to the previously reported
financial statements in order to


F-13


provide comparability with the 2000 statements reported herein. These
reclassifications have not changed the results of operations or shareholders'
equity.

REPORTABLE SEGMENTS

The Company has one primary reportable business segment, which consists
of investment in rental real estate. The Company's primary business is owning,
managing and operating multifamily residential properties which includes the
generation of rental and other related income through the leasing of apartment
units to tenants. The Company also has a segment for corporate level activity
including such items as fee and asset management income, furniture rental/sales
activity, interest income earned on short-term investments and investment in
mortgage notes, income or loss from investments in unconsolidated entities,
general and administrative expenses, and interest expense on mortgage notes
payable, unsecured note issuances, and lines of credit. The Company's fee and
asset management and furniture rental/sales activities are immaterial and do not
meet the threshold requirements of reportable segments as provided for in
Statement No. 131.

The Company evaluates performance and allocates resources primarily
based on the rental, furniture and other income generated from each property
less property and maintenance expenses, real estate taxes and insurance,
property management expenses, fee and asset management expenses, and furniture
expenses, which is considered net operating income ("NOI"). However, all other
segment measurements are disclosed in the Company's consolidated financial
statements, and accordingly the accounting policies of the reportable segments
are the same as those described elsewhere in the Summary of Significant
Accounting Policies.

The Company also considers funds from operations ("FFO") to be a
primary measure of the performance of real estate companies including an equity
REIT. The Company believes that FFO is helpful to investors as a measure of the
performance of an equity REIT because, along with cash flows from operating
activities, financing activities and investing activities, it provides investors
an understanding of the ability of the Company to incur and service debt and to
make capital expenditures. FFO in and of itself does not represent cash
generated from operating activities in accordance with accounting principles
generally accepted in the United States ("GAAP") and therefore should not be
considered an alternative to net income as an indication of the Company's
performance or to net cash flows from operating activities as determined by GAAP
as a measure of liquidity and is not necessarily indicative of cash available to
fund cash needs. The Company's calculation of FFO represents net income
available to Common Shares, excluding gains or losses on dispositions of
properties, gains or losses on early extinguishment of debt, and write-off of
unamortized costs on refinanced debt, plus depreciation on real estate assets
and income allocated to Minority Interests. The Company's calculation of FFO may
differ from the methodology for calculating FFO utilized by other REIT's and,
accordingly, may not be comparable to such other REIT's. The Company adopted,
effective January 1, 2000, the National Association of Real Estate Investment
Trust's ("NAREIT") updated recommended definition of FFO as approved in the
fourth quarter of 1999.

All revenues are from external customers and no revenues are generated
from transactions with other segments. There are no tenants who contributed 10%
or more of the Company's total revenues during 2000, 1999 or 1998. Interest
expense on debt is not allocated to individual Properties, even if the
Properties secure such debt. Further, minority interest in consolidated
subsidiaries is not allocated to the Properties.

3. BUSINESS COMBINATIONS

On October 1, 1999, the Company acquired Lexford, which included 402
Properties containing


F-14


36,609 units and other related assets for a total purchase price of
approximately $738 million. In connection with the LFT Merger, each
outstanding common share of beneficial interest of LFT was converted into
0.463 of a Common Share of the Company. The purchase price consisted of 4.0
million Common Shares issued by the Company with a market value of $181.1
million, the assumption of mortgage indebtedness, a term loan and a line of
credit in the amount of $528.3 million, the acquisition of other assets of
approximately $40.9 million, the assumption of other liabilities of
approximately $25.3 million and other merger related costs of approximately
$24.5 million.

On July 11, 2000, the Company acquired Globe in an all cash and debt
transaction valued at $163.2 million. Globe provides fully furnished
short-term housing through an inventory of leased housing units to
transferring or temporarily assigned corporate personnel, new hires,
trainees, consultants and individual customers throughout the United States.
Additionally, Globe rents and sells furniture to a diversified base of
commercial and residential customers throughout the United States.
Shareholders of Globe received $13.00 per share, which approximated $58.7
million in cash based on the 4.5 million Globe shares outstanding. In
addition, the Company:

- Acquired $94.8 million in other Globe assets and assumed $29.6 million in
other Globe liabilities;
- Allocated $68.4 million to goodwill;
- Recorded acquisition costs of $4.5 million; and
- Assumed $70.4 million in debt, which included $1.4 million in mortgage
debt, $39.5 million in unsecured notes, and Globe's line of credit
totaling $29.5 million;

On July 21, 2000, the Company, through its Globe subsidiary, acquired
TQ, the leading corporate housing provider in Atlanta, Georgia, in a $3.3
million all cash transaction.

On October 31, 2000, the Company acquired Grove, which included 60
properties containing 7,308 units for a total purchase price of $463.2
million. The Company:

- Paid $17.00 per share or $141.6 million in cash to purchase the 8.3
million outstanding common shares of Grove.
- Paid $17.00 per unit or $12.4 million in cash to purchase 0.7 million
in Grove OP Units outstanding at the merger date.
- Converted 2.1 million Grove OP Units to 0.8 million of the Operating
Partnership's OP Units using the conversion ratio of 0.3696 (after
cash-out of fractional units). The value of these converted OP Units
totaled $37.2 million.
- Assumed $241.3 million in Grove debt, which included first and second
mortgages totaling $203.4 million and Grove's line of credit totaling
$38.0 million.
- Acquired $20.1 million in other Grove assets and assumed $11.2 million
in other Grove liabilities, including an earnout note payable liability
totaling $1.5 million. This amount represents the estimated additional
cash or OP Units required to be funded to the previous owners of Glen
Meadow Apartments upon the transition of this property from subsidized
to market rents.
- Recorded acquisition costs of $19.5 million.

All of the amounts stated above related to the Mergers and acquisitions
are based on management's current best estimates, which are subject to
adjustment within one year of the respective closing dates.


F-15


4. SHAREHOLDERS' EQUITY AND MINORITY INTERESTS

The following table presents the changes in the Company's issued and
outstanding Common Shares for the years ended December 31, 2000, 1999 and 1998:




2000 1999 1998
- ----------------------------------------------------------------------------------------------------------

Common Shares outstanding at January 1, 127,450,798 118,230,009 89,085,265

COMMON SHARES ISSUED:
Common Share Offerings -- -- 7,430,568
Conversion of MRY common shares -- -- 21,801,612
Conversion of LFT common shares -- 4,018,717 --
Conversion of Series E Preferred Shares 219,405 1,669 834
Conversion of Series G Preferred Shares 1,280 -- --
Conversion of Series H Preferred Shares 64,140 6,580 6,078
Conversion of all Series I Preferred Shares -- 2,566,797 --
Conversion of all Series J Preferred Shares 2,822,012 122 --
Employee Share Purchase Plan 149,790 147,885 93,521
Dividend Reinvestment - DRIP Plan 34,752 36,132 10,230
Share Purchase - DRIP Plan 13,187 22,534 1,023,184
Exercise of options 685,093 1,013,192 431,174
Restricted share grants, net 237,931 306,500 59,060
Conversion of OP Units 937,987 1,217,821 640,337
Profit-sharing/401(k) Plan contribution -- 30,260 15,980

COMMON SHARES OTHER:
Common Shares repurchased and retired -- (148,453) (2,367,400)
Common Shares other -- 1,033 (434)
- ----------------------------------------------------------------------------------------------------------
COMMON SHARES OUTSTANDING AT DECEMBER 31, 132,616,375 127,450,798 118,230,009
- ----------------------------------------------------------------------------------------------------------



On February 3, 1998, the Company filed with the SEC a Form S-3
Registration Statement to register $1 billion of equity securities. The SEC
declared this registration statement effective on February 27, 1998. In
addition, the Company carried over $272 million related to the registration
statement effective on August 4, 1997. As of December 31, 2000, $1.1 billion
remained available for issuance under this registration statement.

The equity positions of various individuals and entities that
contributed their properties to the Operating Partnership in exchange for a
partnership interest are collectively referred to as the "Minority Interests -
Operating Partnership". As of December 31, 2000 and 1999, the Minority Interests
- - Operating Partnership held 12,428,751 and 12,483,742 OP Units, respectively.
As a result, the Minority Interests had an 8.57% and 8.92% interest in the
Operating Partnership at December 31, 2000 and 1999, respectively. Assuming
conversion of all OP Units into Common Shares, total Common Shares outstanding
at December 31, 2000 and 1999 would have been 145,045,126 and 139,934,540,
respectively.

Net proceeds from the Company's Common Share and Preferred
Share Offerings are contributed by the Company to the Operating Partnership in
return for an increased ownership percentage and are treated as capital
transactions in the Company's Consolidated Financial Statements. As a result,
the net Offering Proceeds from Common Shares are allocated between shareholders'
equity and Minority Interests - Operating Partnership to account for the change
in their respective percentage ownership of the underlying equity of the
Operating Partnership.

Effective January 1, 2000, the Company has included 100% of the
Guilford portfolio properties in


F-16


the consolidated financial statements with the equity interests of the
unaffiliated partners reflected as Minority Interests -Partially Owned
Properties as a result of the Company acquiring additional interests.

During 2000 and 1999, the Company, through a subsidiary of the
Operating Partnership, issued the following with an equity value of $186
million receiving net proceeds of $181.4 million:

- 800,000 units of 8.00% Series A Cumulative Convertible Redeemable
Preference Interests (collectively known as "Preference Interests")
with an equity value of $40 million on September 27, 1999 receiving $39
million in net proceeds. The liquidation value of these units is $50
per unit. The 800,000 units are exchangeable into 800,000 shares of
8.00% Series M Cumulative Redeemable Preferred Shares of Beneficial
Interest of the Company. Dividends for the Series A Preference
Interests or the Series M Preferred Shares are payable quarterly at the
rate of $4.00 per unit/share per year.
- 1.1 million units of 8.50% Series B Cumulative Convertible
Redeemable Preference Units with an equity value of $55.0 million on
March 3, 2000 receiving $53.6 million in net proceeds. The
liquidation value of these units is $50 per unit. The 1.1 million
units are exchangeable into 1.1 million shares of 8.50% Series M-1
Cumulative Redeemable Preferred Shares of Beneficial Interest of the
Company. Dividends for the Series B Preference Interests or the
Series M-1 Preferred Shares are payable quarterly at the rate of
$4.25 per unit/share per year.
- 220,000 units of 8.50% Series C Cumulative Convertible Redeemable
Preference Units with an equity value of $11.0 million on March 23,
2000 receiving $10.7 million in net proceeds. The liquidation value of
these units is $50 per unit. The 220,000 units are exchangeable into
220,000 shares of 8.50% Series M-1 Cumulative Redeemable Preferred
Shares of Beneficial Interest of the Company. Dividends for the Series
C Preference Interests or the Series M-1 Preferred Shares are payable
quarterly at the rate of $4.25 per unit/share per year.
- 420,000 units of 8.375% Series D Cumulative Convertible Redeemable
Preference Units with an equity value of $21.0 million on May 1, 2000
receiving $20.5 million in net proceeds. The liquidation value of these
units is $50 per unit. The 420,000 units are exchangeable into 420,000
shares of 8.375% Series M-2 Cumulative Redeemable Preferred Shares of
Beneficial Interest of the Company. Dividends for the Series D
Preference Interests or the Series M-2 Preferred Shares are payable
quarterly at the rate of $4.1875 per unit/share per year.
- 1,000,000 units of 8.50% Series E Cumulative Convertible Redeemable
Preference Units with an equity value of $50.0 million on August 11,
2000 receiving $48.8 million in net proceeds. The liquidation value of
these units is $50 per unit. The 1,000,000 units are exchangeable into
1,000,000 shares of 8.50% Series M-3 Cumulative Redeemable Preferred
Shares of Beneficial Interest of the Company. Dividends for the Series
E Preference Interests or the Series M-3 Preferred Shares are payable
quarterly at the rate of $4.25 per unit/share per year.
- 180,000 units of 8.375% Series F Cumulative Convertible Redeemable
Preference Units with an equity value of $9.0 million on December 8,
2000 receiving $8.775 million in net proceeds. The liquidation value of
these units is $50 per unit. The 180,000 units are exchangeable into
180,000 shares of 8.375% Series M-2 Cumulative Redeemable Preferred
Shares of the Company. Dividends for the Series F Preference interests
or the Series M-2 Preferred Shares are payable quarterly at the rate of
$4.1875 per unit/share per year.

The value of these Preference Interests are included in Minority
Interests - Operating Partnership in the Consolidated Balance Sheets and the
distributions incurred are included in preferred distributions in the
Consolidated Statements of Operations. The Series M, M-1, M-2 and M-3 Preferred
Shares are not convertible into EQR Common Shares.


F-17


In connection with certain acquisitions during the year ended
December 31, 1999, the Operating Partnership issued 28,795 Series A Junior
Convertible Preference Units and 7,367 Series B Junior Convertible Preference
Units having a combined value of approximately $3.0 million. These units
ultimately will convert to OP Units in accordance with the respective term
sheet agreements. A total of 84,490 Series A and B Junior Convertible
Preference Units with a value of $7.9 million were outstanding as of December
31, 2000 and 1999. The value of these preference units is included in
Minority Interests - Operating Partnership in the Consolidated Balance Sheets
and the distributions incurred are included in preferred distributions in the
Consolidated Statements of Operations.

The declaration of trust of the Company provides that the
Company may issue up to 100,000,000 Preferred Shares with specific rights,
preferences and other attributes as the Board of Trustees may determine, which
may include preferences, powers and rights that are senior to the rights of
holders of the Company's Common Shares.

The following table presents the Company's issued and outstanding
Preferred Shares as of December 31, 2000 and 1999:


F-18





- ------------------------------------------------------------------------------------------------------------------------------------
ANNUAL
DIVIDEND AMOUNTS IN THOUSANDS
REDEMPTION CONVERSION RATE PER DECEMBER DECEMBER
DATE (1)(2) RATE (2) SHARE (3) 31, 2000 31, 1999
- ------------------------------------------------------------------------------------------------------------------------------------

Preferred Shares of beneficial interest, $.01 par value;
100,000,000 shares authorized:

9 3/8% Series A Cumulative Redeemable Preferred; liquidation 6/1/00 N/A $2.34375 $ 153,000 $ 153,000
value $25 per share; 6,120,000 shares issued and outstanding
at December 31, 2000 and December 31, 1999

9 1/8% Series B Cumulative Redeemable Preferred; liquidation 10/15/05 N/A $22.81252 125,000 125,000
value $250 per share; 500,000 shares issued and outstanding
at December 31, 2000 and December 31, 1999

9 1/8% Series C Cumulative Redeemable Preferred; liquidation 9/9/06 N/A $22.81252 115,000 115,000
value $250 per share; 460,000 shares issued and outstanding
at December 31, 2000 and December 31, 1999

8.60% Series D Cumulative Redeemable Preferred; liquidation 7/15/07 N/A $21.50000 175,000 175,000
value $250 per share; 700,000 shares issued and outstanding
at December 31, 2000 and December 31, 1999

Series E Cumulative Convertible Preferred; liquidation value 11/1/98 0.5564 $1.75000 89,990 99,850
$25 per share; 3,599,615 and 3,994,000 shares issued and
outstanding at December 31, 2000 and December 31, 1999,
respectively

9.65% Series F Cumulative Redeemable Preferred; liquidation 8/24/00 N/A $2.41250 57,500 57,500
value $25 per share; 2,300,000 shares issued and outstanding
at December 31, 2000 and December 31, 1999

7 1/4% Series G Convertible Cumulative Preferred; liquidation 9/15/02 4.2680 $18.12500 316,175 316,250
value $250 per share; 1,264,700 and 1,265,000 shares issued
and outstanding at December 31, 2000 and December 31, 1999,
respectively

7.00% Series H Cumulative Convertible Preferred; liquidation 6/30/98 0.7240 $1.75000 1,471 3,686
value $25 per share; 58,851 and 147,452 shares issued and
outstanding at December 31, 2000 and December 31, 1999,
respectively

8.60% Series J Cumulative Convertible Preferred; liquidation 3/31/00 0.6136 $2.15000 - 114,980
value $25 per share; 0 and 4,599,200 shares issued and
outstanding at December 31, 2000 and December 31, 1999,
respectively (4)

8.29% Series K Cumulative Redeemable Preferred; liquidation 12/10/26 N/A $4.14500 50,000 50,000
value $50 per share; 1,000,000 shares issued and outstanding
at December 31, 2000 and December 31, 1999

7.625% Series L Cumulative Redeemable Preferred; liquidation 2/13/03 N/A $1.90625 100,000 100,000
value $25 per share; 4,000,000 shares issued and outstanding
at December 31, 2000 and December 31, 1999
- ------------------------------------------------------------------------------------------------------------------------------------
$ 1,183,136 $ 1,310,266
- ------------------------------------------------------------------------------------------------------------------------------------




F-19


(1) On or after the redemption date, redeemable preferred shares
(Series A, B, C, D, F, K and L) may be redeemed for cash at the
option of the Company, in whole or in part, at a redemption price
equal to the liquidation price per share, plus accrued and unpaid
distributions, if any.

(2) On or after the redemption date, convertible preferred shares
(Series E, G, H & J) may be redeemed under certain circumstances
for cash or Common Shares at the option of the Company, in whole or
in part, at various redemption prices per share based upon the
contractual conversion rate, plus accrued and unpaid distributions,
if any. The conversion rate listed for Series G is the Preferred
Share rate and the equivalent Depositary Share rate is 0.4268.

(3) Dividends on all series of Preferred Shares are payable quarterly
at various pay dates. Dividend rates listed for Series B, C, D and
G are Preferred Share rates and the equivalent Depositary Share
annual dividend rates are $2.281252, $2.281252, $2.15 and $1.8125,
respectively.

(4) During 2000, all of the remaining Series J Preferred Shares were
converted into 2,822,012 Common Shares of the Company.

5. REAL ESTATE

The following table summarizes the carrying amounts for investment in
real estate as of December 31, 2000 and 1999 (AMOUNTS ARE IN THOUSANDS):




- -------------------------------------------------------------------------
2000 1999
- -------------------------------------------------------------------------

Land $1,770,019 $1,550,378
Buildings and Improvements 10,338,971 10,266,290
Furniture, Fixtures and Equipment 443,340 404,260
Construction in Progress 39,130 18,035
- -------------------------------------------------------------------------
Real Estate 12,591,460 12,238,963
Accumulated Depreciation (1,352,236) (1,070,487)
- -------------------------------------------------------------------------
Real Estate, net $11,239,224 $11,168,476
- -------------------------------------------------------------------------



The following table summarizes the carrying amounts for the real estate
held for disposition as of December 31, 2000 and 1999 (See Note 22) (AMOUNTS ARE
IN THOUSANDS):




- --------------------------------------------------------------------------
2000 1999
- --------------------------------------------------------------------------

Land $5,645 $2,383
Buildings and Improvements 50,739 14,596
Furniture, Fixtures and Equipment 2,105 1,403
- --------------------------------------------------------------------------
Real Estate 58,489 18,382
Accumulated Depreciation (6,852) (5,514)
- --------------------------------------------------------------------------
Real Estate Held for Disposition $51,637 $12,868
- --------------------------------------------------------------------------



In addition to the acquisition of Grove, during the year ended
December 31, 2000, the Company acquired the twenty-eight Properties listed
below:


F-20




================================================================================================================
PURCHASE
PRICE
DATE NUMBER (IN
ACQUIRED PROPERTY LOCATION OF UNITS THOUSANDS)
- ----------------------------------------------------------------------------------------------------------------

01/19/00 Windmont Atlanta, GA 178 $10,310
04/05/00 Alborada Fremont, CA 442 83,500
06/30/00 Jefferson at Wyndham Lakes Coral Springs, FL 332 33,340
07/12/00 Ambergate West Palm Beach, FL 72 2,362
07/12/00 Greengate West Palm Beach, FL 120 4,019
07/12/00 Jupiter Cove II Juno Beach, FL 61 1,663
07/12/00 Oakland Hills Margate, FL 189 7,800
07/12/00 Summit Center West Palm Beach, FL 87 2,347
07/12/00 Whispering Pines Fort Pierce, FL 64 978
07/25/00 Harbour Town Boca Raton, FL 392 31,940
09/13/00 Madison at Wells Branch Austin, TX 300 18,750
09/13/00 Madison at Scofield Farms Austin, TX 260 16,510
09/14/00 Westside Villas I-V Los Angeles, CA 176 42,000
09/27/00 Millburn Court I Dayton, OH 65 1,500
11/01/00 Centre Club I and II * Ontario, CA 312 31,100
11/08/00 Ridgewood Village II San Diego, CA 216 26,000
11/15/00 Legacy at Cherry Creek Denver, CO 183 23,595
11/21/00 Parkfield ** Denver, CO 476 32,605
12/08/00 The Landings at Port Imperial West New York, NJ 276 64,800
12/20/00 Toscana Irvine, CA 563 90,000
12/20/00 Newhall Portfolio (4 properties) Valencia, CA 924 129,000
- ----------------------------------------------------------------------------------------------------------------
5,688 $654,119
================================================================================================================


* Includes a vacant land parcel valued at approximately $1.8 million.

** Property was acquired upon substantial completion of development.

In addition, during 2000 the Company paid $6.5 million to acquire
interests in 25 Properties containing 3,820 units which previously were
accounted for under the equity method of accounting and subsequent to these
purchases were consolidated. Accordingly, the Company recorded an additional
$90.7 million in investments in real estate. The Company also acquired two
separate vacant land parcels for $58.5 million.

In addition to the LFT Merger, during the year ended December 31, 1999,
the Company acquired 22 Properties, of which fourteen were acquired from
unaffiliated parties and eight were acquired from an affiliated party. In
connection with certain of these transactions, the Company assumed and/or
entered into mortgage indebtedness of approximately $69.9 million, issued OP
Units having a value of approximately $25.2 million and issued Junior
Convertible Preference Units having a value of approximately $3.0 million.

6. REAL ESTATE DISPOSITIONS

During the year ended December 31, 2000, the Company disposed of the
fifty Properties listed below. Including the joint venture sales discussed
below, the Company recognized a net gain of approximately $198.4 million.


F-21






=====================================================================================================================
DATE NUMBER DISPOSITION PRICE
DISPOSED PROPERTY LOCATION OF UNITS (IN THOUSANDS)
- ---------------------------------------------------------------------------------------------------------------------

02/04/00 Lakeridge at the Moors Miami, FL 175 $10,000
02/09/00 Sonnet Cove I & II Lexington, KY 331 12,300
02/25/00 Yuma Court Colorado Springs, CO 40 2,350
02/25/00 Indigo Plantation Daytona Beach, FL 304 14,200
02/25/00 The Oaks of Lakebridge Ormond Beach, FL 170 7,800
03/23/00 Tanglewood Lake Oswego, OR 158 10,750
03/30/00 Preston Lake Tucker, GA 320 17,325
03/31/00 Cypress Cove Melbourne, FL 326 18,800
04/20/00 Village of Sycamore Ridge Memphis, TN 114 5,200
04/28/00 Towne Centre III & IV Laurel, MD 562 29,244
05/11/00 3000 Grand Des Moines, IA 186 9,625
06/14/00 Villa Madeira Scottsdale, AZ 332 17,500
07/06/00 Idlewood Indianapolis, IN 320 15,600
07/25/00 Sabal Palm Pompano Beach, FL 416 27,200
07/27/00 Lake in the Woods Ypsilanti, MI 1,028 57,000
07/28/00 Windmill Colorado Springs, CO 304 12,358
07/28/00 Cheyenne Crest Colorado Springs, CO 208 12,286
07/28/00 Lamplight Court London, OH 53 738
08/24/00 Huntington Hollow Tulsa, OK 288 7,100
08/24/00 Hunter Glen Springfield, IL 64 1,750
08/29/00 Glenridge Colorado Springs, CO 220 13,127
09/18/00 Greenwich Woods/Hollyview Silver Springs, MD 606 37,500
09/26/00 The Hollows Columbia, SC 212 8,000
09/26/00 Tamarind at Stoneridge Columbia, SC 240 8,030
10/02/00 Villa Serenas Tucson, AZ 611 20,850
10/03/00 Camellia Court Carrollton, KY 55 1,550
10/03/00 Millston I, II Aberdeen, OH 93 1,194
10/03/00 Springwood Maysville, KY 54 1,026
10/03/00 Willowood Owensboro, KY 55 1,200
10/17/00 Mission Palms Tucson, AZ 360 20,700
10/19/00 Del Coronado Mesa, AZ 419 23,575
10/19/00 Rancho Murietta Tempe, AZ 292 17,075
10/20/00 Crossings at Green Valley Henderson, NV 384 20,738
10/20/00 Reflections at the Lake Las Vegas, NV 326 19,665
10/20/00 The Trails Las Vegas, NV 440 29,410
10/23/00 Augustine Club Tallahassee, FL 222 9,925
10/23/00 Plantations at Killearn Tallahassee, FL 184 9,150
10/23/00 Woodlake at Killearn Tallahassee, FL 352 14,475
10/25/00 Towne Square Chandler, AZ 584 33,300
10/25/00 La Valenica Mesa, AZ 361 19,925
10/31/00 Willow Run Willard, OH 61 1,250
11/30/00 Ansley Oaks O'Fallon, IL 69 2,050
11/30/00 Bradford Place Belleville, IL 68 1,500
12/19/00 Slate Run Bardstown, KY 54 955
12/21/00 Shores at Anderson Springs Chandler, AZ 299 18,450
12/21/00 Brunswick Danville, IL 80 2,033
12/27/00 Stonehenge Ottawa, OH 36 905
- ---------------------------------------------------------------------------------------------------------------------
12,436 $626,684
=====================================================================================================================


During 2000, the Company entered into three separate joint ventures
with an unaffiliated party. At closing, the Company sold and/or contributed
thirty-four wholly owned properties containing 7,835 units valued at $473.4
million to the joint ventures encumbered with $341.0 million in mortgage loans.
The unaffiliated party acquired a 75% interest in the joint ventures while the
Company retained a 25% interest along with the right to manage the properties.
The Company has classified its interest in the joint ventures as investments in
unconsolidated entities and accounted for them under the equity method of
accounting.


F-22




In addition, during 2000 the Company sold its entire interest in three
Unconsolidated Properties containing 377 units for approximately $4.6 million.

During the year ended December 31, 1999, the Company sold thirty-six
properties containing 7,886 units to unaffiliated parties for a total sales
price of $347.4 million. In connection with one of these transactions, the
purchaser assumed the Company's mortgage indebtedness of approximately $12.5
million. The Company recognized a net gain for financial reporting purposes of
approximately $93.5 million. In addition, the Company also sold its entire
interest in six MRY joint venture properties containing 1,297 units for
approximately $54.1 million.

7. COMMITMENTS TO ACQUIRE/DISPOSE OF REAL ESTATE

As of December 31, 2000, in addition to the Properties that were
subsequently acquired as discussed in Note 22, the Company entered into separate
agreements to acquire two multifamily properties containing 519 units. The
Company expects a combined purchase price of approximately $56.2 million.

As of December 31, 2000, in addition to the Properties that were
subsequently disposed of as discussed in Note 22, the Company entered into
separate agreements to dispose of twenty-three multifamily properties containing
3,924 units to unaffiliated parties. The Company expects a combined disposition
price of approximately $210.5 million.

The closings of these pending transactions are subject to certain
contingencies and conditions, therefore, there can be no assurance that these
transactions will be consummated or that the final terms thereof will not differ
in material respects from those summarized in the preceding paragraphs.

8. INVESTMENT IN MORTGAGE NOTES, NET

In 1995, the Company invested $89 million in various partnership
interests and subordinated mortgages collateralized by 21 Properties consisting
of 3,896 units. The unamortized balance of the discount on the notes at December
31, 2000 and 1999 was $3.6 million and $4.8 million, respectively. During 2000
and 1999, the Company amortized $1.2 million and $2.3 million, respectively.
This discount is being amortized utilizing the effective yield method based on
the expected life of the investment. The fair value as of December 31, 2000 and
1999 was estimated to be approximately $80.8 million and $87.0 million,
respectively, compared to the Company's carrying value of $77.2 million and
$85.0 million, respectively. The estimated fair value of the Company's
investment in mortgage notes represents the estimated net present value based on
the expected future property level cash flows and an estimated current market
discount rate.

9. INVESTMENTS IN UNCONSOLIDATED ENTITIES

The Company has entered into two separate joint venture agreements with
third party development companies whereby the Company contributes 25% of the
development cost to the joint venture in return for preferential returns of 9.0%
per annum. The basis of the Company's equity investments in these two joint
ventures was $235.9 million and $125.5 million as of December 31, 2000 and 1999,
respectively.

The Company also has various other investments in unconsolidated
entities with ownership interests ranging from 1.5% to 50.0%. The basis of these
equity investments was $80.6 million and $14.8 million as of December 31, 2000
and 1999, respectively.


F-23




These investments are accounted for utilizing the equity method of
accounting. Under the equity method of accounting, the net equity investment of
the Company is reflected on the consolidated balance sheets and the consolidated
statements of operations include the Company's share of net income or loss from
the unconsolidated entity.

10. DEPOSITS - RESTRICTED

Deposits-restricted as of December 31, 2000 primarily included the
following:

- deposits in the amount of $39.5 million held in third party escrow
accounts to provide collateral for third party construction financing
in connection with two separate joint venture agreements;
- approximately $127.8 million held in third party escrow accounts,
representing proceeds received in connection with the Company's
disposition of thirteen properties and approximately $1.1 million in
earnest money deposits made for six additional acquisitions;
- approximately $28.6 million for tenant security, utility deposits, and
other deposits for certain of the Company's Properties; and
- approximately $34.6 million of other deposits.

Deposits-restricted as of December 31, 1999 primarily included the
following:

- deposits in the amount of $25.0 million held in third party escrow
accounts to provide collateral for third party construction financing
in connection with two separate joint venture agreements;
- approximately $48.9 million held in third party escrow accounts,
representing proceeds received in connection with the Company's
disposition of three properties and earnest money deposits made for one
additional acquisition;
- approximately $29.9 million for tenant security, utility deposits, and
other deposits for certain of the Company's Properties; and
- approximately $7.5 million of other deposits.

11. MORTGAGE NOTES PAYABLE

As of December 31, 2000, the Company had outstanding mortgage
indebtedness of approximately $3.2 billion. The historical cost, net of
accumulated depreciation, of encumbered properties at December 31, 2000 was
approximately $5.1 billion.

During the year ended December 31, 2000, the Company:

- recorded $65.1 million of mortgage debt in connection with the
consolidation of the Guilford portfolio on January 1, 2000;
- repaid $171.8 million of mortgage debt on eighty-three Properties;
- obtained $148.3 million of new mortgage debt on eleven previously
unencumbered properties.
- settled on a $100 million forward starting swap and received
approximately $7.1 million. This amount is being amortized over the
life of the financing for the eleven previously unencumbered Properties
that occurred on March 20, 2000;
- assumed $87.4 million of mortgage debt on nine properties in
connection with their acquisitions;
- obtained $88.3 million in construction loan commitments on two
properties, of which $29.1 million is currently outstanding;
- recorded $15.0 million of mortgage debt in connection with the
consolidation of the CNL Portfolio and Springtree Apartments;
- recorded $1.4 million of mortgage debt in connection with the Globe
acquisition;

F-24




- recorded $203.4 million of mortgage debt in connection with the Grove
acquisition;
- disposed of five properties, in which $4.8 million of mortgage debt was
assumed by the purchasers; and
- refinanced $208.8 million of debt on 16 existing properties.

As of December 31, 2000, scheduled maturities for the Company's
outstanding mortgage indebtedness are at various dates through October 1, 2033.
The interest rate range on the Company's mortgage debt was 3.95% to 12.465% at
December 31, 2000. During the year ended December 31, 2000, the weighted average
interest rate on the Company's mortgage debt was 6.85%

Aggregate payments of principal on mortgage notes payable for each of the
next five years and thereafter are as follows (amounts in thousands):



--------------------------------------------------------
YEAR TOTAL
--------------------------------------------------------

2001 $ 294,345
2002 244,461
2003 119,624
2004 187,777
2005 222,931
Thereafter 2,159,753
Net Unamortized Premiums/Discounts 1,720
--------------------------------------------------------
Total $3,230,611
========================================================


As of December 31, 1999, the Company had outstanding mortgage
indebtedness of approximately $2.9 billion. The historical cost, net of
accumulated depreciation, of encumbered properties at December 31, 1999 was
approximately $4.7 billion.

During the year ended December 31, 1999 the Company:

- as part of the LFT Merger, assumed the mortgage balances on 342
Properties in the aggregate amount of $499.7 million;
- assumed $69.9 million of mortgage balances on eight additional
properties acquired;
- repaid the mortgage balances on 31 Properties in the amount of
$60.8 million;
- refinanced $44.9 million of debt on four existing properties with new
mortgage indebtedness totaling $62.9 million;
- obtained new mortgage financing on eleven previously unencumbered
properties in the amount of $126.5 million;
- refinanced $120.8 million of debt on ten existing properties. In
addition, five previously unencumbered properties cross-collateralize
each of the new mortgage notes;
- refinanced the debt on two existing properties and consequently sold
its lender position to a third party, thus receiving additional net
cash proceeds of approximately $2.6 million. The bond indebtedness on
these two properties is now unsecured and is classified as notes, net
at December 31, 1999;
- refinanced the debt on one existing property and consequently sold
its lender position to a third party, thus receiving additional cash
proceeds of approximately $13.7 million; and
- sold $12.5 million of debt on one property in conjunction with a real
estate disposition.

As of December 31, 1999, scheduled maturities for the Company's
outstanding mortgage indebtedness are at various dates through October 1, 2033.
The interest rate range on the Company's

F-25




mortgage debt was 4.00% to 10.13% at December 31, 1999. During the year ended
December 31, 1999, the weighted average interest rate on the Company's
mortgage debt was 7.05%.

Concurrent with the refinancing of certain tax-exempt bonds and as a
requirement of the credit provider of the bonds, the Financing Partnership,
which owns certain of the Properties, entered into interest rate protection
agreements, which were assigned to the credit provider as additional
security. The Financing Partnership pays interest based on a fixed interest
rate and the counterparty of the agreement pays interest to the Company at a
floating rate that is calculated based on the Public Securities Association
Index for municipal bonds ("PSA Municipal Index"). As of December 31, 2000,
the aggregate notional amounts of these agreements were approximately $131.6
million, $27.3 million and $8.9 million. As of December 31, 1999, the aggregate
notional amounts of these agreements were approximately $133.4 million, $27.7
million and $9.1 million. The fixed interest rates for these agreements were
4.81%, 4.528% and 4.90%. The termination dates are October 1, 2003, January
1, 2004 and April 1, 2004.

The Company simultaneously entered into substantially identical
reverse interest rate protection agreements. Under these agreements the
Company pays interest monthly at a floating rate based on the PSA Municipal
Index and the counterparty pays interest to the Company based on a fixed
interest rate. As of December 31, 2000, the aggregate notional amounts of
these agreements were approximately $131.6 million, $27.3 million and $8.9
million. As of December 31, 1999, the aggregate notional amounts of these
agreements were approximately $133.4 million, $27.7 million and $9.1 million.
The fixed interest rates received by the Company in exchange for paying
interest based on the PSA Municipal Index for these agreements were 4.74%,
4.458% and 4.83%. The termination dates are October 1, 2003, January 1, 2004
and April 1, 2004. Collectively, these agreements effectively cost the
Company 0.07% per annum on the current outstanding aggregate notional amount.

In May 1998, the Company entered into an interest rate protection
agreement to effectively fix the interest rate upon its refinancing of the Evans
Withycombe Financing Limited Partnership indebtedness to within a range of 5.6%
to 6.0%. The agreement was for a notional amount of $131 million with a
settlement date of August 2001.

In August 1998, the Company entered into an interest rate swap
agreement that fixed the Company's interest rate risk on a portion of the
Operating Partnership's variable rate tax-exempt bond indebtedness at a rate of
3.65125%. This agreement was for a notional amount of $150 million with a
termination date of August 2003.

In August 1998, the Company entered into an interest rate swap
agreement that fixed the Company's interest rate risk on a portion of the
Operating Partnership's variable rate tax-exempt bond indebtedness at a rate of
3.683%. This agreement was for a notional amount of $150 million with a
termination date of August 2005.

In November 1998, the Company entered into an interest rate swap
agreement that fixed the Company's interest rate risk on a portion of the
Operating Partnership's variable rate tax-exempt bond indebtedness at a rate of
5.81%. This agreement was for a notional amount of $100 million with a
termination date of August 2003.

F-26


12. NOTES

The following tables summarize the Company's unsecured note balances and
certain interest rate and maturity date information as of and for the years
ended December 31, 2000 and 1999, respectively:




Weighted
DECEMBER 31, 2000 Net Principal Interest Rate Average Maturity
(AMOUNTS ARE IN THOUSANDS) Balance Ranges Interest Rate Date Ranges
- ----------------------------------------------------------------------------------------------------------------------

Fixed Rate Public Notes $1,892,481 6.550% - 9.375% 6.93% 2001 - 2026
Floating Rate Public Note 99,818 (1) 7.26% 2003
Fixed Rate Tax-Exempt Bonds 127,780 4.750% - 5.20% 5.08% 2024 - 2029
-------------
Totals $2,120,079
=============






Weighted
DECEMBER 31, 1999 Net Principal Interest Rate Average Maturity
(AMOUNTS ARE IN THOUSANDS) Balance Ranges Interest Rate Date Ranges
- ----------------------------------------------------------------------------------------------------------------------

Fixed Rate Public Notes $2,062,759 6.150% - 9.375% 6.98% 2000 - 2026
Floating Rate Public Note 99,746 (1) 5.81% 2003
Fixed Rate Tax-Exempt Bonds 127,780 4.750% - 5.200% 4.99% 2024 - 2029
-------------
Totals $2,290,285
=============



(1) The interest rate on this note was LIBOR (reset quarterly) plus a
spread equal to 0.65% and 0.75% at December 31, 2000 and December
31, 1999, respectively (reset annually in August).

As of December 31, 2000, the Company had outstanding unsecured notes of
approximately $2.1 billion net of a $3.7 million discount and including a $5.0
million premium.

As of December 31, 1999, the Company had outstanding unsecured notes of
approximately $2.3 billion net of a $4.6 million discount and including a $7.1
million premium.

During the year ended December 31, 2000, the Company and/or the
Operating Partnership:

- filed a Form S-3 Registration Statement on August 25, 2000 to register
$1 billion of debt securities. The SEC declared this registration
statement effective on September 8, 2000. In addition, the Operating
Partnership carried over $430 million related to the registration
statement effective on February 27, 1998. As of December 31, 2000,
$1.43 billion remained available for issuance under this registration
statement;
- assumed $39.5 million in unsecured notes;
- paid off at maturity fixed rate 7.25% public notes of $55.0 million;
- paid off at maturity fixed rate 6.15% public notes of $145.0 million;
and
- paid off $8.0 million in fixed rate public notes.


F-27



During the year ended December 31, 1999, the Company and/or the
Operating Partnership:

- issued $300.0 million of redeemable unsecured fixed rate public notes;
- paid off at maturity fixed rate 8.5% public notes of $125.0 million;
- paid off at maturity floating rate public notes of $25.0 million; and
- refinanced $92.2 million of bond indebtedness collateralized by six
existing properties.

Aggregate payments of principal on unsecured notes payable for each of
the next five years and thereafter are as follows (amounts in thousands):




------------------------------------------
YEAR TOTAL
------------------------------------------

2001 $ 154,286
2002 270,277
2003 194,286
2004 419,286
2005* 494,286
Thereafter 586,425
Net Unamortized Premiums 4,979
Net Unamortized Discounts (3,746)
------------------------------------------
Total $2,120,079
==========================================



*INCLUDES $300 MILLION WITH A FINAL MATURITY OF 2015 THAT IS
PUTABLE/CALLABLE IN 2005.

As of December 31, 2000 and 1999, the remaining unamortized balance of
deferred settlement receipts from treasury locks and interest rate protection
agreements was $8.8 million and $9.5 million, respectively.

As of December 31, 2000 and 1999, the remaining unamortized balance of
deferred settlement payments on treasury locks and interest rate protection
agreements was $2.1 million and $3.7 million, respectively.

In regard to the interest rate protection agreements mentioned, the
Company believes that it has limited exposure to the extent of non-performance
by the counterparties of each agreement since each counterparty is a major U.S.
financial institution, and the Company does not anticipate their
non-performance.

13. LINES OF CREDIT

The Company has a revolving credit facility with Bank of America
Securities LLC and Chase Securities Inc. acting as joint lead arrangers to
provide the Operating Partnership with potential borrowings of up to $700.0
million. This line of credit matures in August 2002. Advances under the credit
facility bear interest at variable rates based upon LIBOR at various interest
periods, plus a spread dependent upon the Company's credit rating. As of
February 15, 2001, $200 million was outstanding under this facility at a
weighted average interest rate of 6.34%.

As of December 31, 2000 and 1999, $355 million and $300 million,
respectively, was outstanding and $53.5 million and $65.8 million, respectively,
was restricted on the lines of credit. During the years ended December 31, 2000
and 1999, the weighted average interest rate was 7.06% and 6.42%, respectively.


F-28



In connection with the Globe acquisition, the Company assumed a
revolving credit facility with Fifth Third Bank with potential borrowings of up
to $55.0 million. This line of credit matures in May, 2003. As of February 15,
2001, no amounts were outstanding under this facility. Advances under the credit
facility bear interest at variable rates based upon LIBOR at various interest
periods, plus a certain spread dependent upon Globe's credit rating.

In connection with the Grove acquisition, the Company assumed a line of
credit that had an outstanding balance of approximately $38.0 million. On
October 31, 2000, the Company repaid this outstanding balance and terminated
this facility.

In connection with the LFT Merger, the Company assumed a line of credit
that had an outstanding balance of approximately $26.4 million. On October 1,
1999, the Company repaid the outstanding balance and terminated this facility.



F-29



14. CALCULATION OF NET INCOME PER WEIGHTED AVERAGE COMMON SHARE

The following tables set forth the computation of net income per share -
basic and net income per share - diluted.




YEAR ENDED DECEMBER 31,
-----------------------------------------------
2000 1999 1998
-----------------------------------------------
(AMOUNTS IN THOUSANDS EXCEPT PER SHARE AMOUNTS)

NUMERATOR:
Income before allocation to Minority Interests,
income from investments in unconsolidated
entities, net gain on sales of real estate,
extraordinary items and preferred distributions $ 380,613 $ 319,842 $251,927

Allocation to Minority Interests:
Operating Partnership (41,761) (29,536) (18,529)
Partially Owned Properties 132 - -
Income from investments in unconsolidated entities 17,633 10,491 3,105
Preferred distributions (111,941) (113,196) (92,917)
--------- --------- --------
Income before net gain on sales of real estate
and extraordinary items 244,676 187,601 143,586

Net gain on sales of real estate 198,426 93,535 21,703
Extraordinary items (5,592) (451) -
--------- --------- --------
Numerator for net income per share - basic 437,510 280,685 165,289

Effect of dilutive securities:
Allocation to Minority Interests - Operating Partnership 41,761 29,536 18,529
Distributions on convertible preferred shares/units 7,385 - -
--------- --------- --------
Numerator for net income per share - diluted $ 486,656 $ 310,221 $183,818
========= ========= ========

DENOMINATOR:
Denominator for net income per share - basic 129,507 122,175 100,370

Effect of dilutive securities:
Stock options/restricted shares 1,291 654 865
OP Units 12,453 12,826 11,343
Convertible preferred shares/units 2,382 - -
--------- --------- --------
Denominator for net income per share - diluted 145,633 135,655 112,578
========= ========= ========
Net income per share - basic $ 3.38 $ 2.30 $ 1.65
========= ========= ========
Net income per share - diluted $ 3.34 $ 2.29 $ 1.63
========= ========= ========




F-30






YEAR ENDED DECEMBER 31,
-----------------------------------------------
2000 1999 1998
-----------------------------------------------
(AMOUNTS IN THOUSANDS EXCEPT PER SHARE AMOUNTS)

NET INCOME PER SHARE - BASIC:
Income before net gain on sales of real estate and
extraordinary items per share - basic $ 2.02 $1.61 $1.45
Net gain on sales of real estate 1.40 0.69 0.20
Extraordinary items (0.04) - -
------ ----- -----
Net income per share - basic $ 3.38 $2.30 $1.65
====== ===== =====

NET INCOME PER SHARE - DILUTED:
Income before net gain on sales of real estate
and extraordinary items per share - diluted $ 2.02 $1.60 $1.44
Net gain on sales of real estate 1.36 0.69 0.19
Extraordinary items (0.04) - -
------ ----- -----
Net income per share - diluted $ 3.34 $2.29 $1.63
====== ===== =====



FOR ADDITIONAL DISCLOSURES REGARDING THE EMPLOYEE SHARE OPTIONS, SEE NOTE 16.

CONVERTIBLE PREFERRED SHARES AND JUNIOR CONVERTIBLE PREFERENCE UNITS THAT
COULD BE CONVERTED INTO 6,569,358, 12,023,051 AND 8,739,688 WEIGHTED COMMON
SHARES FOR THE YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998, RESPECTIVELY,
WERE OUTSTANDING BUT WERE NOT INCLUDED IN THE COMPUTATION OF DILUTED EARNINGS
PER SHARE BECAUSE THE EFFECTS WOULD BE ANTI-DILUTIVE.


15. SUMMARIZED PRO FORMA CONDENSED STATEMENT OF OPERATIONS

The following Summarized Pro Forma Condensed Statement of Operations
has been prepared as if the acquisitions of Globe and Grove had occurred on
January 1, 2000. In management's opinion, the Summarized Pro Forma Condensed
Statement of Operations does not purport to present what actual results would
have been had the above transactions occurred on January 1, 2000, or to
project results for any future period. The amounts presented in the following
statement are in thousands except for per share amounts:


F-31





SUMMARIZED PRO FORMA
CONDENSED STATEMENT
OF OPERATIONS
FOR THE YEAR ENDED
DECEMBER 31, 2000
- --------------------------------------------------------------------------------

Total revenues $2,164,421
----------

Total expenses 1,776,725
----------

Net income 555,200
Preferred distributions (111,941)
----------

Net income available for Common Shares $443,259
==========

Net income per Common Share - basic $3.42
==========


16. SHARE OPTION AND SHARE AWARD PLAN

Pursuant to the Company's Fifth Amended and Restated 1993 Share Option
and Share Award Plan (the "Fifth Amended Option and Award Plan"), officers,
directors, key employees and consultants of the Company may be offered the
opportunity to acquire Common Shares through the grant of share options
("Options") including non-qualified share options ("NQSOs"), incentive share
options ("ISOs") and share appreciation rights ("SARs") or may be granted
restricted or non-restricted shares. Additionally, under the Fifth Amended
Option and Award Plan, officers and key employees of the Company may be awarded
Common Shares, subject to conditions and restrictions as described in the Fifth
Amended Option and Award Plan. Finally, certain executive officers of the
Company are subject to the Company's performance based restricted share grant
agreement. Options and SARs are sometimes referred to herein as "Awards".

The Company has reserved 12,500,000 Common Shares for issuance under
the Fifth Amended Option and Award Plan. The Options generally are granted at
the fair market value of the Company's Common Shares at the date of grant, vest
over a three year period, are exercisable upon vesting and expire ten years from
the date of grant. The exercise price for all Options under the Fifth Amended
Option and Award Plan shall not be less than the fair market value of the
underlying Common Shares at the time the Option is granted. The Fifth Amended
Option and Award Plan will terminate at such time as no further Common Shares
are available for issuance upon the exercise of Options and all outstanding
Options have expired or been exercised. The Board of Trustees may at any time
amend or terminate the Fifth Amended Option and Award Plan, but termination will
not affect Awards previously granted. Any Options, which had vested prior to
such a termination, would remain exercisable by the holder thereof.

As to the Options that have been granted through December 31, 2000,
generally, one-third are exercisable one year after the initial grant, one-third
are exercisable two years following the date such Options were granted and the
remaining one-third are exercisable three years following the date such Options
were granted.

As to the restricted shares that have been awarded through
December 31, 2000, these shares generally vest three years from the award date.
During the three year period of restriction, the employee receives quarterly
dividend payments on their shares. If employment is terminated prior to the
lapsing of the restriction, the shares are canceled. During the years ended
December 31, 2000 and 1999, the Company issued 260,481 and 324,749 restricted
shares. The estimated remaining unearned compensation related to these
restricted shares, which includes performance based awards for certain
executive officers, as of December 31, 2000 was $14.9 million.

F-32


The Company has elected to apply the provisions of Accounting
Principles Board Opinion No. 25, ACCOUNTING FOR STOCK ISSUED TO EMPLOYEES
("APB No. 25"), in the computation of compensation expense. Under APB No.
25's intrinsic value method, compensation expense is determined by computing
the excess of the market price of the shares over the exercise price on the
measurement date. For the Company's share options, the intrinsic value on the
measurement date (or grant date) is zero, and no compensation expense is
recognized. For the Company's restricted shares, the Company determines the
intrinsic value on the measurement date and accordingly recognizes a
compensation expense for such shares. FASB Statement of Financial Accounting
Standards No. 123, ACCOUNTING FOR STOCK-BASED COMPENSATION ("Statement No.
123"), requires the Company to disclose pro forma net income and income per
share as if a fair value based accounting method had been used in the
computation of compensation expense. The fair value of the options computed
under Statement No. 123 would be recognized over the vesting period of the
options. The fair value for the Company's options was estimated at the time
the options were granted using the Black Scholes option pricing model with
the following weighted-average assumptions for 1998, 1999 and 2000,
respectively: risk-free interest rates of 5.37%, 5.84% and 6.22%; dividend
yields of 5.98%, 6.89% and 6.83%; volatility factors of the expected market
price of the Company's Common Shares of 0.212, 0.209 and 0.207; and a
weighted-average expected life of the options of seven years.

The Black-Scholes option valuation model was developed for use in
estimating the fair value of traded options that have no vesting restrictions
and are fully transferable. In addition, option valuation models require the
input of highly subjective assumptions including the expected stock price
volatility. Because the Company's Options have characteristics significantly
different from those of traded options, and because changes in the subjective
input assumptions can materially affect the fair value estimate, in management's
opinion, the existing models do not necessarily provide a reliable single
measure of the fair value of its Options.

For purposes of pro forma disclosures, the estimated fair value of the
Options is amortized to expense over the Options' vesting period. The following
is the pro forma information for the three years ended December 31, 2000, 1999
and 1998:



- --------------------------------------------------------------------------------------------------------
2000 1999 1998
- --------------------------------------------------------------------------------------------------------

Pro forma net income available to
Common Shares $430,432 $271,085 $155,429
Pro forma net income per weighted Average
Common Share Outstanding - basic $ 3.32 $ 2.22 $1.55
- --------------------------------------------------------------------------------------------------------


The table below summarizes the Option activity of the Fifth Amended
Option and Award Plan and options assumed in connection with Mergers (the
"Merger Options") for the three years ended December 31, 2000, 1999 and 1998:


F-33




COMMON WEIGHTED AVERAGE EXERCISE
SHARES SUBJECT TO OPTIONS PRICE
OR AWARDS PER COMMON SHARE
- --------------------------------------------------------------------------------------------------

Balance at December 31, 1997 4,089,656 $36.21
Options granted 1,965,950 $50.31
Merger Options (assumed) 925,830 $38.53
Options exercised (194,021) $29.20
Merger Options exercised (237,153) $37.22
Options cancelled (327,319) $47.22
- --------------------------------------------------------------------------------------------------
Balance at December 31, 1998 6,222,943 $40.61
Options granted 1,490,353 $40.68
Merger Options (assumed) 82,466 $31.43
Options exercised (575,865) $28.87
Merger Options exercised (437,327) $38.21
Options canceled (384,568) $45.87
Merger Options canceled (143,369) $41.42
- --------------------------------------------------------------------------------------------------
Balance at December 31, 1999 6,254,633 $41.41
Options granted 1,075,491 $42.41
Options exercised (582,087) $34.96
Merger Options exercised (102,781) $35.35
Options canceled (258,263) $42.77
Merger Options canceled (10,800) $40.43
==================================================================================================
Balance at December 31, 2000 6,376,193 $42.21
- --------------------------------------------------------------------------------------------------


As of December 31, 2000, 1999 and 1998, 3,959,152 shares, 3,165,554
shares and 2,841,561 shares were exercisable, respectively. Exercise prices for
Options outstanding as of December 31, 2000 ranged from $26 to $54.8125 for the
Fifth Amended Option and Award Plan and $2.83 to $48.60 for the Merger Options.

17. EMPLOYEE PLANS

The Company has established an Employee Share Purchase Plan whereby
trustees and employees of the Company may annually acquire up to $100,000 of
Common Shares of the Company. The aggregate number of Common Shares available
under the Employee Share Purchase Plan shall not exceed 1,000,000, subject to
adjustment by the Board of Trustees. The Common Shares may be purchased
quarterly at a price equal to 85% of the lesser of: (a) the closing price for a
share on the last day of such quarter; and (b) the greater of: (i) the closing
price for a share on the first day of such quarter, and (ii) the average closing
price for a share for all the business days in the quarter. During 1998, the
Company issued 93,521 Common Shares at net prices that ranged from $35.70 per
share to $42.71 per share and raised approximately $3.7 million in connection
therewith. During 1999, the Company issued 147,885 Common Shares at net prices
that ranged from $34.37 per share to $36.71 per share and raised approximately
$5.2 million in connection therewith. During 2000, the Company issued 149,790
Common Shares at net prices that ranged from $34.11 per share to $41.01 per
share and raised approximately $5.4 million in connection therewith.

The Company has established a defined contribution plan (the "401(k)
Plan") that provides retirement benefits for employees that meet minimum
employment criteria. The Company contributes 100% of the first 4% of eligible
compensation that a participant contributes to the 401(k) Plan. Participants are
vested in the Company's contributions over five years. The Company made
contributions in the amount


F-34


of $1.4 million and $2.3 million for the years ended December 31, 1998 and
1999, respectively, and expects to make contributions in the amount of
approximately $3.2 million for the year ended December 31, 2000.

18. DISTRIBUTION REINVESTMENT AND SHARE PURCHASE PLAN

On November 3, 1997, the Company filed with the SEC a Form S-3
Registration Statement to register 7,000,000 Common Shares pursuant to a
Distribution Reinvestment and Share Purchase Plan (the "DRIP Plan"). The
registration statement was declared effective on November 25, 1997.

The DRIP Plan of the Company provides holders of record and beneficial
owners of Common Shares, Preferred Shares, and limited partnership interests in
the Operating Partnership with a simple and convenient method of investing cash
distributions in additional Common Shares (which is referred to herein as the
"Dividend Reinvestment - DRIP Plan"). Common Shares may also be purchased on a
monthly basis with optional cash payments made by participants in the DRIP Plan
and interested new investors, not currently shareholders of the Company, at the
market price of the Common Shares less a discount ranging between 0% and 5%, as
determined in accordance with the DRIP Plan (which is referred to herein as the
"Share Purchase - DRIP Plan").

19. TRANSACTIONS WITH RELATED PARTIES

Certain officers of the Company purchased Common Shares which were financed
with loans made by the Company at various rates ranging from 6.15% to 7.93% per
annum and at one month LIBOR plus 2.0% per annum. Scheduled maturities are at
various dates through 2005. The amounts outstanding at December 31, 2000 and
1999 are $4.3 million and $4.7 million, respectively.

The Company also entered into deferred compensation and share
distribution agreements with certain officers of the Company that resulted in
the Company recognizing compensation expense of $0.9 million, $1.1 million and
$0.8 million for the years ended December 31, 2000, 1999 and 1998, respectively.

In connection with certain Mergers, the Company agreed to make
consulting payments to certain individuals who had been employees of the
companies acquired and who became trustees of the Company subsequent to the
applicable merger dates. During the years ended December 31, 2000, 1999 and
1998, the Company made payments pursuant to these agreements of $400,000,
$625,000 and $625,000, respectively. The remaining future payments to be made
under these agreements as of December 31, 2000 are approximately $567,000.

The Company occupies space at various office buildings that are
owned and/or managed by Equity Office Holdings, L.L.C. ("EOH"), a company
of which EQR's chairman of the board is also chairman of the board. Amounts
incurred for such office space for the years ended December 31, 2000, 1999
and 1998 were $1,781,069, $1,466,569 and $1,067,970, respectively.

Artery Property Management, Inc., a real estate property management
company ("APMI") in which a trustee of the Company is a two-thirds owner and
chairman of the board of directors, provided the Company consulting services
with regard to property acquisitions and additional business opportunities.
In connection with the acquisition of certain Properties from this trustee
and his affiliates during 1995, the Company made a loan to this trustee and
APMI of $15,212,000 evidenced by two notes and secured by 465,545 OP Units.
At December 31, 2000, no amounts were outstanding under these notes and all
OP Units were released from their pledges.

F-35


During 1999, the Company acquired eight Properties and the related
management agreements from affiliates of the aforementioned trustee for an
aggregate purchase price of approximately $110.2 million, including the
assumption of approximately $44.3 million of mortgage indebtedness. The
purchase price also included the issuance of 28,795 Series A Junior
Convertible Preference Units in the Operating Partnership which have a
liquidation value of $100 per unit and are exchangeable for OP Units under
certain circumstances. On June 29, 1999, this trustee received 8,462 of these
units with a liquidation value of approximately $0.8 million.

The Company paid legal fees to a law firm of which one of the Company's
trustees is a partner, in the amounts of $3.6 million, $1.6 million and $2.2
million for the years ended December 31, 2000, 1999 and 1998, respectively.

In addition, the Company has provided acquisitions, asset and property
management services to certain related entities for properties not owned by the
Company. Fees received for providing such services were approximately $1.7
million, $2.4 million and $3.5 million for the years ended December 31, 2000,
1999 and 1998, respectively.

20. COMMITMENTS AND CONTINGENCIES

The Company, as an owner of real estate, is subject to various
environmental laws of Federal and local governments. Compliance by the Company
with existing laws has not had a material adverse effect on the Company's
financial condition and results of operations. However, the Company cannot
predict the impact of new or changed laws or regulations on its current
Properties or on properties that it may acquire in the future.

The Company does not believe there is any litigation threatened against
the Company other than routine litigation arising out of the ordinary course of
business, some of which is expected to be covered by liability insurance, none
of which is expected to have a material adverse effect on the consolidated
financial statements of the Company.

In regards to the funding of Properties in the development and/or
earnout stage and the joint venture agreements with two multifamily residential
real estate developers, the Company funded a total of $160.9 million during the
year ended December 31, 2000. The Company expects to fund approximately $83.2
million in connection with these Properties beyond 2000. In connection with one
joint venture agreement, the Company has an obligation to fund up to an
additional $17.5 million to guarantee third party construction financing. At any
time following the completion of construction of any development property, the
Company's joint venture partners have the right to cause the Company to acquire
said partner's interest in the completed project on certain terms and conditions
contained in their partnership agreement at a mutually agreeable price.

In connection with the Wellsford Merger, the Company provided a credit
enhancement with respect to certain tax-exempt bonds issued to finance certain
public improvements at a multifamily development project. As of December 31,
2000, this enhancement was still in effect at a commitment amount of $12.7
million.

During the years ended December 31, 2000, 1999 and 1998, total lease
payments incurred, including a portion of real estate taxes, insurance, repairs
and utilities, aggregated $4,074,672, $3,271,513 and $2,528,150 respectively.


F-36


The minimum basic aggregate rental commitment under the Company's
leases in years following December 31, 2000 is as follows:



------------------------
Year Amount
------------------------

2001 $7,131,389
2002 5,479,821
2003 4,404,088
2004 2,632,227
2005 1,158,311
Thereafter 0
------------------------
Total $20,805,836
========================



F-37


21. REPORTABLE SEGMENTS

The following tables set forth the reconciliation of net income and
total assets for the Company's reportable segments for the years ended December
31, 2000, 1999 and 1998.




RENTAL REAL CORPORATE/
2000 (AMOUNTS IN THOUSANDS) ESTATE(1) OTHER(2) CONSOLIDATED
--------------------------- ----------- ---------- ------------

Rental income $ 1,959,785 $ - $ 1,959,785
Fee and asset management income - 6,520 6,520
Furniture income 27,577 27,577
Property and maintenance expense (503,239) - (503,239)
Real estate tax and insurance expense (182,479) - (182,479)
Property management expense (76,416) - (76,416)
Fee and asset management expense - (5,157) (5,157)
Furniture operating expenses - (16,288) (16,288)
----------- ---------- -----------
Net operating income 1,197,651 12,652 1,210,303

Interest income - investment in mortgage notes - 11,192 11,192
Interest and other income - 25,266 25,266
Depreciation expense on non-real estate assets - (12,093) (12,093)
Interest expense:
Expense incurred - (382,946) (382,946)
Amortization of deferred financing costs - (5,473) (5,473)
General and administrative expense - (26,385) (26,385)
Amortization of goodwill - (1,760) (1,760)
Allocation to Minority Interests - Partially Owned
Properties - 132 132
Income from investments in unconsolidated entities - 17,633 17,633
Preferred distributions - (111,941) (111,941)
Adjustment for loss on investment in technology segment - 1,000 1,000
Adjustment for depreciation expense related to
Unconsolidated and Partially Owned Properties - 1,244 1,244
----------- ---------- -----------
Funds from operations available to Common Shares and
OP Units (unaudited) 1,197,651 (471,479) 726,172

Depreciation expense on real estate assets (437,491) - (437,491)
Net gain on sales of real estate 198,426 - 198,426
Extraordinary items (5,592) (5,592)
Allocation to Minority Interests - Operating Partnership - (41,761) (41,761)
Adjustment for loss on investment in technology segment - (1,000) (1,000)
Adjustment for depreciation expense related to
Unconsolidated and Partially Owned Properties - (1,244) (1,244)
----------- ---------- -----------

Net income available to Common Shares $ 952,994 $ (515,484) $ 437,510
=========== ========== ===========

Investment in real estate, net of accumulated depreciation $11,223,226 $ 15,998 $11,239,224
=========== ========== ===========

Total assets $11,274,863 $ 989,103 $12,263,966
=========== ========== ===========



F-38






RENTAL REAL CORPORATE/
1999 (AMOUNTS IN THOUSANDS) ESTATE(1) OTHER(2) CONSOLIDATED
--------------------------- ----------- ---------- ------------

Rental income $ 1,711,738 $ - $ 1,711,738
Fee and asset management income - 5,088 5,088
Property and maintenance expense (414,026) - (414,026)
Real estate tax and insurance expense (171,289) - (171,289)
Property management expense (61,626) - (61,626)
Fee and asset management expense - (3,587) (3,587)
----------- ---------- ------------
Net operating income 1,064,797 1,501 1,066,298

Interest income - investment in mortgage notes - 12,559 12,559
Interest and other income - 13,242 13,242
Depreciation expense on non-real estate assets - (7,231) (7,231)
Interest expense:
Expense incurred - (337,189) (337,189)
Amortization of deferred financing costs - (4,084) (4,084)
General and administrative expense - (22,296) (22,296)
Income from investments in unconsolidated entities - 10,491 10,491
Preferred distributions - (113,196) (113,196)
Adjustment for depreciation expense related to
Unconsolidated Properties - 1,009 1,009
----------- ---------- ------------
Funds from operations available to Common Shares and
OP Units (unaudited) 1,064,797 (445,194) 619,603

Depreciation expense on real estate assets (401,457) - (401,457)
Net gain on sales of real estate 93,535 - 93,535
Extraordinary items - (451) (451)
Allocation to Minority Interests - Operating Partnership - (29,536) (29,536)
Adjustment for depreciation expense related to
Unconsolidated Properties - (1,009) (1,009)
----------- ---------- ------------

Net income available to Common Shares $ 756,875 $ (476,190) $ 280,685
=========== ========== ===========

Investment in real estate, net of accumulated depreciation $11,151,167 $ 17,309 $ 11,168,476
=========== ========== ===========

Total assets $11,164,035 $ 551,654 $ 11,715,689
=========== ========== ===========



F-39






RENTAL REAL CORPORATE/
1998 (AMOUNTS IN THOUSANDS) ESTATE(1) OTHER(2) CONSOLIDATED
--------------------------- ----------- ---------- ------------

Rental income $ 1,293,560 $ - $ 1,293,560
Fee and asset management income - 5,622 5,622
Property and maintenance expense (326,733) - (326,733)
Real estate tax and insurance expense (126,009) - (126,009)
Property management expense (53,101) - (53,101)
Fee and asset management expense - (4,279) (4,279)
----------- ---------- ------------
Net operating income 787,717 1,343 789,060

Interest income - investment in mortgage notes - 18,564 18,564
Interest and other income - 16,145 16,145
Depreciation expense on non-real estate assets - (5,361) (5,361)
Interest expense:
Expense incurred - (246,585) (246,585)
Amortization of deferred financing costs - (2,757) (2,757)
General and administrative expense - (20,631) (20,631)
Income from investments in unconsolidated entities - 3,105 3,105
Preferred distributions - (92,917) (92,917)
Adjustment for depreciation expense related to
Unconsolidated Properties - 183 183
----------- ---------- ------------

Funds from operations available to Common Shares and
OP Units (unaudited) 787,717 (328,911) 458,806

Depreciation expense on real estate assets (296,508) - (296,508)
Net gain on sales of real estate 21,703 - 21,703
Income allocated to Minority Interests - (18,529) (18,529)
Adjustment for depreciation expense related to
Unconsolidated Properties - (183) (183)
----------- ---------- ------------

Net income available to Common Shares $ 512,912 $ (347,623) $ 165,289
=========== ========== ===========


(1) The Company's primary business is owning, managing, and operating
multifamily residential properties which includes the generation of rental
and other related income through the leasing of apartment units to tenants.

(2) The Company has a segment for corporate level activity including such items
as fee and asset management activity, furniture rental/sales activity,
interest income earned on short-term investments and investment in mortgage
notes, investment in technology entities, income earned from investments in
unconsolidated entities, general and administrative expenses, and interest
expense on mortgage notes payable, unsecured note issuances and lines of
credit. The Company's fee and asset management and furniture rental/sales
activities are immaterial and do not meet the threshold requirements of a
reportable segment as provided for in Statement No. 131. Interest expense
on debt is not allocated to individual Properties, even if the Properties
secure such debt. Further, income allocated to Minority Interests is not
allocated to the Properties.


F-40



22. SUBSEQUENT EVENTS

The Company:

- acquired Suerte Apartments, a 272-unit property located in San Diego,
California for approximately $37.5 million (assumed mortgage debt of
approximately $18.5 million.), Westside Villas VI, an 18-unit property
located in Los Angeles, California for $4.6 million and Riverview
Apartments, a 92-unit property located in Norwalk, Connecticut for
$9.6 million (assumed mortgage debt of $6.3 million).
- disposed of Meadowood II Apartments in Indianapolis, Indiana for
$1.3 million, Concorde Bridge Apartments in Overland Park, Kansas for
$15.6 million and Springs of Country Woods in Salt Lake City, Utah for
$31.0 million.
- funded $12.4 million to pay off at maturity the mortgage debt on two
properties.
- funded $11.6 million related to the development, earnout and joint
venture agreements.
- entered into two $100 million forward starting swaps commencing on
March 1, 2001 and expiring on March 1, 2011. The Company will pay an
interest rate of 5.958% on the first $100 million and 5.965% on the
second $100 million and will receive an interest rate of 90-day LIBOR
under both swaps.

23. QUARTERLY FINANCIAL DATA (UNAUDITED)

The following unaudited quarterly data has been prepared on the basis
of a December 31 year-end. The 1999 and 2000 net income per weighted average
Common Share amounts have been presented. Amounts are in thousands, except for
per share amounts.


F-41






FIRST SECOND THIRD FOURTH
QUARTER QUARTER QUARTER QUARTER
1999 3/31 6/30 9/30 12/31
---- -------- -------- -------- --------

Total revenues ** $416,137 $422,222 $435,188 $479,571
======== ======== ======== ========

Net income $ 93,554 $ 96,662 $ 95,891 $107,774
======== ======== ======== ========

Net income available to Common Shares $ 64,177 $ 68,928 $ 67,884 $ 79,696
======== ======== ======== ========

Net income per share - basic $ 0.54 $ 0.57 $ 0.56 $ 0.63
======== ======== ======== ========

Net income per share - diluted $ 0.54 $ 0.57 $ 0.55 $ 0.63
======== ======== ======== ========

Weighted average Common Shares
Outstanding - basic 118,956 120,558 122,312 126,788
======== ======== ======== ========






FIRST SECOND THIRD FOURTH
QUARTER QUARTER QUARTER QUARTER
2000 3/31 6/30 9/30 12/31
---- -------- -------- -------- --------

Total revenues ** $485,410 $493,113 $537,254 $532,196
======== ======== ======== ========

Net income * $101,139 $152,659 $169,316 $126,337
======== ======== ======== ========

Net income available to Common Shares * $ 72,751 $125,393 $141,373 $ 97,993
======== ======== ======== ========

Net income per share - basic * $ 0.57 $ 0.97 $ 1.08 $ 0.75
======== ======== ======== ========

Net income per share - diluted * $ 0.57 $ 0.96 $ 1.06 $ 0.74
======== ======== ======== ========

Weighted average Common Shares
Outstanding - basic 127,798 129,072 131,412 131,322
======== ======== ======== ========


* For the quarter ended September 30, 2000, Net income, Net income available
to Common Shares, Net income per share - basic, and Net income per share -
diluted have been adjusted to reflect the correction of the amounts
previously reported on the Company's quarterly report on Form 10-Q for the
quarter ended September 30, 2000 related to the gain on disposition of
properties, net. The amounts for Net income, Net income available to Common
Shares, Net income per share - basic, and Net income per share - diluted for
the quarter ended September 30, 2000 have been reduced by $36,659, $36,659,
$0.27, and $0.27, respectively.

** Includes income from investments in unconsolidated entities.


F-42



EQUITY RESIDENTIAL PROPERTIES TRUST
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 2000




Initial Cost to
Description Company
- ---------------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- ---------------------------------------------------------------------------------------------------------------------------------

2300 Elliott Seattle, WA $ - $ 796,800.00 $ 7,173,725.29
2900 on First Combined Seattle, WA - 1,177,700.00 10,600,359.93
740 River Drive St. Paul, MN 6,485,172.69 1,626,700.00 11,232,942.51
7979 Westheimer Houston, TX - 1,390,100.00 12,497,975.26
929 House Cambridge, MA 5,087,756.57 3,252,993.36 21,770,032.49
Abington Grove Abington, MA - 553,105.38 3,701,551.37
Acacia Creek Scottsdale, AZ 19,868,095.54 6,121,856.00 35,380,171.95
Acadia Court Bloomington, IN 2,064,063.94 257,483.69 2,268,652.90
Acadia Court II Bloomington, IN 1,775,501.73 253,635.67 2,234,631.66
Adams Farm Greensboro, NC - 2,350,000.00 30,073,196.71
Alborada Freemont, CA - 24,310,000.00 59,214,128.76
Alderwood Park Lynnwood, WA - 3,767,400.00 8,110,529.50
Altamonte San Antonio, TX (Q) 1,665,070.00 14,986,473.86
Ambergate (FL) W. Palm Beach, FL - 730,000.00 1,687,743.10
Amberidge Detroit, MI 896,929.72 130,844.19 1,152,879.92
Amberton Manassas, VA 10,597,067.00 900,600.00 8,474,461.29
Amberwood (OH) Canton, OH 879,290.68 126,226.92 1,112,288.75
Amberwood I (FL) Jacksonville, FL 391,023.44 101,744.04 896,376.92
Amesbury I Columbus, OH 1,216,824.69 143,039.49 1,260,232.82
Amesbury II Columbus, OH 1,252,995.83 180,588.07 1,591,228.65
Amhurst (Tol) Toledo, OH - 161,853.71 1,426,107.57
Amhurst I (OH) Dayton, OH - 152,573.92 1,344,352.53
Amhurst II (OH) Dayton, OH - 159,416.42 1,404,632.41
Andover Court Columbus, OH - 123,874.81 1,091,272.11
Annhurst (IN) Indianpolis, IN 1,258,577.00 189,235.25 1,667,468.73
Annhurst (MD) (REIT) Belcamp, MD 1,327,138.95 232,575.00 2,093,165.14
Annhurst (PA) Pittsburgh, PA 1,915,482.55 307,952.45 2,713,396.72
Annhurst II (OH) Columbus, OH - 116,738.63 1,028,594.58
Annhurst III (OH) Columbus, OH - 134,788.03 1,187,629.47
Apple Ridge I Columbus, OH 1,026,845.12 139,299.72 1,227,582.35
Apple Ridge III Columbus, OH 568,412.26 72,585.34 639,355.94
Apple Run (MI) Jackson, MI - 87,459.26 770,361.39
Apple Run II (Col) Columbus, OH - 93,810.22 826,669.29
Applegate (Chi) Columbus, OH 523,187.47 7,737.74 68,227.92
Applegate (Col) Bloomington, IN - 171,829.10 1,514,001.64
Applegate (Lor) Youngstown, OH - 66,488.13 585,832.90
Applegate I (IN) Muncie, IN 914,571.14 138,505.63 1,220,385.53
Applegate II (IN) Muncie, IN 1,224,315.66 180,016.68 1,586,143.14
Applerun (War) Youngstown, OH - 113,303.19 999,076.55
Applewood I Daytona Beach, FL 2,163,466.43 235,230.48 2,072,993.86
Aragon Woods Indianpolis, IN 1,086,614.56 157,790.97 1,390,010.45
Arbor Commons Ellington, CT - 151,352.24 1,012,895.73
Arbor Glen Pittsfield Twp, MI - 1,096,064.41 9,887,635.23
Arbor Terrace Sunnyvale, CA 12,264,754.55 9,057,300.00 18,483,641.96
Arboretum (AZ) Tucson, AZ (N) 3,453,446.00 19,020,018.80
Arboretum (GA) Atlanta, GA - 4,682,300.00 15,913,018.18
Arboretum (MA) Canton, MA (Q) 4,685,900.00 10,992,750.95
Arbors at Century Center Memphis, TN - 2,521,700.00 15,236,996.38
Arbors of Brentwood Nashville, TN (D) 404,670.00 13,536,366.74
Arbors of Hickory Hollow Nashville, TN (D) 202,985.00 6,937,208.87
Arbors of Las Colinas Irving, TX - 1,663,900.00 15,385,079.82
Ashford Hill Columbus, OH 1,392,777.43 184,985.30 1,630,021.10
Ashgrove (IN) Indianpolis, IN - 172,923.97 1,523,548.66
Ashgrove (KY) Louisville, KY 1,031,836.26 171,815.79 1,514,034.38
Ashgrove (Mar) Battle Creek, MI 829,270.16 119,822.73 1,055,968.80
Ashgrove (OH) Cincinnati, OH 1,246,460.31 157,534.56 1,387,687.13
Ashgrove I (MI) Detroit, MI 3,239,352.39 403,579.77 3,555,987.60
Ashgrove II (MI) Detroit, MI 2,272,842.32 311,912.27 2,748,287.00
Ashton, The Corona Hills, CA - 2,594,264.00 33,042,397.56
Aspen Crossing Silver Spring, MD - 2,880,000.00 8,559,961.04
Astorwood (REIT) Stuart, FL 1,626,223.42 233,150.00 2,098,338.21
Audubon Village Tampa, FL - 3,576,000.00 26,121,908.57
Autumn Cove Atlanta, GA - 187,220.29 1,649,514.80
Autumn Creek Cordova, TN (E) 1,681,900.00 9,345,281.88
Auvers Village Orlando, FL - 3,840,000.00 29,322,242.96
Avon Place Avon,CT 6,342,236.00 1,788,943.42 11,972,159.83
Balcones Club Austin, TX - 2,185,500.00 10,119,231.65
Barrington Atlanta, GA 1,007,184.83 144,459.10 1,272,842.11
Bay Club Phoenix, AZ - 828,200.00 6,228,255.80
Bay Ridge San Pedro, CA - 2,401,300.00 2,176,963.16
Bayside Lakeland, FL - 73,462.83 647,287.62
Bayside at the Islands Gilbert, AZ (M) 3,306,484.00 15,573,006.00
Beach Club Fort Myers, FL - 2,080,000.00 14,800,928.05
Bear Canyon Tucson, AZ 7,979,809.37 1,660,608.00 11,228,523.59
Beckford Place (IN) Indianpolis, IN 707,856.89 99,045.91 872,702.38
Beckford Place (Pla) Parkersburg, OH - 161,160.76 1,420,001.96
Beckford Place (Wap) Lima, OH 615,659.04 76,491.03 673,969.33
Beckford Place I (OH) Canton, OH 1,141,618.73 168,425.60 1,484,248.06
Beckford Place II (OH) Canton, OH 1,208,456.70 172,134.32 1,516,690.93
Bel Aire I Miami, FL - 188,342.67 1,658,995.16
Bel Aire II Miami, FL - 136,416.15 1,201,075.48
Bell Road I & II Nashville, TN - 3,100,000.00 950,038.02
Bellevue Meadows Bellevue, WA - 4,507,100.00 12,574,814.34
Belmont Crossing Riverdale, GA - 1,580,000.00 18,449,044.76
Belmont Landing Riverdale, GA - 2,120,000.00 21,651,256.11
Beneva Place Sarasota, FL 8,700,000.00 1,344,000.00 9,665,446.61
Bermuda Cove Jacksonville, FL - 1,503,000.00 19,561,895.89





Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- -----------------------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- -----------------------------------------------------------------------------------------------------------------------------------

2300 Elliott Seattle, WA - $ 3,794,932.51 $ 796,800.00 $ 10,968,657.80
2900 on First Combined Seattle, WA - 2,163,311.14 1,177,700.00 12,763,671.07
740 River Drive St. Paul, MN - 1,418,543.08 1,626,700.00 12,651,485.59
7979 Westheimer Houston, TX - 2,047,152.63 1,390,100.00 14,545,127.89
929 House Cambridge, MA - 184,855.00 3,252,993.36 21,954,887.49
Abington Grove Abington, MA - 61,886.88 553,105.38 3,763,438.25
Acacia Creek Scottsdale, AZ - 1,037,267.74 6,121,856.00 36,417,439.69
Acadia Court Bloomington, IN - 120,650.98 257,483.69 2,389,303.88
Acadia Court II Bloomington, IN - 99,997.30 253,635.67 2,334,628.96
Adams Farm Greensboro, NC - 301,946.91 2,350,000.00 30,375,143.62
Alborada Freemont, CA - 27,937.82 24,310,000.00 59,242,066.58
Alderwood Park Lynnwood, WA - 440,672.26 3,767,400.00 8,551,201.76
Altamonte San Antonio, TX - 1,248,808.08 1,665,070.00 16,235,281.94
Ambergate (FL) W. Palm Beach, FL - 15,647.37 730,000.00 1,703,390.47
Amberidge Detroit, MI - 30,549.07 130,844.19 1,183,428.99
Amberton Manassas, VA - 1,225,380.29 900,600.00 9,699,841.58
Amberwood (OH) Canton, OH - 71,586.36 126,226.92 1,183,875.11
Amberwood I (FL) Jacksonville, FL - 14,022.59 101,744.04 910,399.51
Amesbury I Columbus, OH - 68,723.33 143,039.49 1,328,956.15
Amesbury II Columbus, OH - 70,348.44 180,588.07 1,661,577.09
Amhurst (Tol) Toledo, OH - 13,941.37 161,853.71 1,440,048.94
Amhurst I (OH) Dayton, OH - 78,696.87 152,573.92 1,423,049.40
Amhurst II (OH) Dayton, OH - 28,310.98 159,416.42 1,432,943.39
Andover Court Columbus, OH - 63,955.70 123,874.81 1,155,227.81
Annhurst (IN) Indianpolis, IN - 90,388.44 189,235.25 1,757,857.17
Annhurst (MD) (REIT) Belcamp, MD - - 232,575.00 2,093,165.14
Annhurst (PA) Pittsburgh, PA - 63,384.08 307,952.45 2,776,780.80
Annhurst II (OH) Columbus, OH - 73,459.69 116,738.63 1,102,054.27
Annhurst III (OH) Columbus, OH - 25,041.87 134,788.03 1,212,671.34
Apple Ridge I Columbus, OH - 41,574.40 139,299.72 1,269,156.75
Apple Ridge III Columbus, OH - 15,040.71 72,585.34 654,396.65
Apple Run (MI) Jackson, MI - 16,174.90 87,459.26 786,536.29
Apple Run II (Col) Columbus, OH - 36,061.54 93,810.22 862,730.83
Applegate (Chi) Columbus, OH - 34,669.90 7,737.74 102,897.82
Applegate (Col) Bloomington, IN - 29,497.77 171,829.10 1,543,499.41
Applegate (Lor) Youngstown, OH - 11,109.74 66,488.13 596,942.64
Applegate I (IN) Muncie, IN - 45,597.49 138,505.63 1,265,983.02
Applegate II (IN) Muncie, IN - 44,106.46 180,016.68 1,630,249.60
Applerun (War) Youngstown, OH - 21,194.63 113,303.19 1,020,271.18
Applewood I Daytona Beach, FL - 179,294.23 235,230.48 2,252,288.09
Aragon Woods Indianpolis, IN - 37,967.52 157,790.97 1,427,977.97
Arbor Commons Ellington, CT - 4,401.38 151,352.24 1,017,297.11
Arbor Glen Pittsfield Twp, MI - 478,352.36 1,096,064.41 10,365,987.59
Arbor Terrace Sunnyvale, CA - 325,632.97 9,057,300.00 18,809,274.93
Arboretum (AZ) Tucson, AZ - 767,721.65 3,453,446.00 19,787,740.45
Arboretum (GA) Atlanta, GA - 770,618.95 4,682,300.00 16,683,637.13
Arboretum (MA) Canton, MA - 145,864.26 4,685,900.00 11,138,615.21
Arbors at Century Center Memphis, TN - 585,705.14 2,521,700.00 15,822,701.52
Arbors of Brentwood Nashville, TN - 1,105,320.07 404,670.00 14,641,686.81
Arbors of Hickory Hollow Nashville, TN - 1,772,384.19 202,985.00 8,709,593.06
Arbors of Las Colinas Irving, TX - 1,286,855.71 1,663,900.00 16,671,935.53
Ashford Hill Columbus, OH - 115,776.56 184,985.30 1,745,797.66
Ashgrove (IN) Indianpolis, IN - 34,449.01 172,923.97 1,557,997.67
Ashgrove (KY) Louisville, KY - 23,128.16 171,815.79 1,537,162.54
Ashgrove (Mar) Battle Creek, MI - 55,903.76 119,822.73 1,111,872.56
Ashgrove (OH) Cincinnati, OH - 67,801.45 157,534.56 1,455,488.58
Ashgrove I (MI) Detroit, MI - 76,619.06 403,579.77 3,632,606.66
Ashgrove II (MI) Detroit, MI - 34,030.77 311,912.27 2,782,317.77
Ashton, The Corona Hills, CA - 807,161.00 2,594,264.00 33,849,558.56
Aspen Crossing Silver Spring, MD - 361,479.02 2,880,000.00 8,921,440.06
Astorwood (REIT) Stuart, FL - - 233,150.00 2,098,338.21
Audubon Village Tampa, FL - 557,884.83 3,576,000.00 26,679,793.40
Autumn Cove Atlanta, GA - 25,510.57 187,220.29 1,675,025.37
Autumn Creek Cordova, TN - 327,082.88 1,681,900.00 9,672,364.76
Auvers Village Orlando, FL - 542,182.85 3,840,000.00 29,864,425.81
Avon Place Avon,CT - 21,949.95 1,788,943.42 11,994,109.78
Balcones Club Austin, TX - 620,049.65 2,185,500.00 10,739,281.30
Barrington Atlanta, GA - 55,951.47 144,459.10 1,328,793.58
Bay Club Phoenix, AZ - 1,874,022.56 828,200.00 8,102,278.36
Bay Ridge San Pedro, CA - 139,444.74 2,401,300.00 2,316,407.90
Bayside Lakeland, FL - 77,000.31 73,462.83 724,287.93
Bayside at the Islands Gilbert, AZ - 461,283.08 3,306,484.00 16,034,289.08
Beach Club Fort Myers, FL - 618,301.98 2,080,000.00 15,419,230.03
Bear Canyon Tucson, AZ - 144,047.40 1,660,608.00 11,372,570.99
Beckford Place (IN) Indianpolis, IN - 28,806.39 99,045.91 901,508.77
Beckford Place (Pla) Parkersburg, OH - 35,633.69 161,160.76 1,455,635.65
Beckford Place (Wap) Lima, OH - 9,767.12 76,491.03 683,736.45
Beckford Place I (OH) Canton, OH - 25,440.49 168,425.60 1,509,688.55
Beckford Place II (OH) Canton, OH - 12,506.98 172,134.32 1,529,197.91
Bel Aire I Miami, FL - 29,573.18 188,342.67 1,688,568.34
Bel Aire II Miami, FL - 22,457.59 136,416.15 1,223,533.07
Bell Road I & II Nashville, TN - - 3,100,000.00 950,038.02
Bellevue Meadows Bellevue, WA - 157,309.04 4,507,100.00 12,732,123.38
Belmont Crossing Riverdale, GA - 205,410.09 1,580,000.00 18,654,454.85
Belmont Landing Riverdale, GA - 326,455.16 2,120,000.00 21,977,711.27
Beneva Place Sarasota, FL - 217,140.84 1,344,000.00 9,882,587.45
Bermuda Cove Jacksonville, FL - 328,889.33 1,503,000.00 19,890,785.22







Life Used to
Description Compute
- --------------------------------------------------------------------------------------------------------------- Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- -------------------------------------------------------------------------------------------------------------------------------

2300 Elliott Seattle, WA 11,765,457.80 $ (1,644,540.02) 1992 30 Years
2900 on First Combined Seattle, WA 13,941,371.07 (2,144,725.53) 1989-91 30 Years
740 River Drive St. Paul, MN 14,278,185.59 (1,490,396.20) 1962 30 Years
7979 Westheimer Houston, TX 15,935,227.89 (3,366,803.48) 1973 30 Years
929 House Cambridge, MA 25,207,880.85 (124,472.00) 1975 30 Years
Abington Grove Abington, MA 4,316,543.63 (23,064.00) 1968 30 Years
Acacia Creek Scottsdale, AZ 42,539,295.69 (4,173,276.18) 1988-1994 30 Years
Acadia Court Bloomington, IN 2,646,787.57 (111,619.67) 1985 30 Years
Acadia Court II Bloomington, IN 2,588,264.63 (108,332.72) 1986 30 Years
Adams Farm Greensboro, NC 32,725,143.62 (2,473,891.70) 1987 30 Years
Alborada Freemont, CA 83,552,066.58 (1,514,620.48) 1999 30 Years
Alderwood Park Lynnwood, WA 12,318,601.76 (800,507.67) 1982 30 Years
Altamonte San Antonio, TX 17,900,351.94 (4,041,221.60) 1985 30 Years
Ambergate (FL) W. Palm Beach, FL 2,433,390.47 (24,244.10) 1987 30 Years
Amberidge Detroit, MI 1,314,273.18 (55,426.78) 1985 30 Years
Amberton Manassas, VA 10,600,441.58 (2,151,156.62) 1986 30 Years
Amberwood (OH) Canton, OH 1,310,102.03 (56,228.90) 1987 30 Years
Amberwood I (FL) Jacksonville, FL 1,012,143.55 (43,829.80) 1981 30 Years
Amesbury I Columbus, OH 1,471,995.64 (63,742.73) 1986 30 Years
Amesbury II Columbus, OH 1,842,165.16 (77,982.01) 1987 30 Years
Amhurst (Tol) Toledo, OH 1,601,902.65 (67,047.01) 1983 30 Years
Amhurst I (OH) Dayton, OH 1,575,623.32 (69,482.05) 1979 30 Years
Amhurst II (OH) Dayton, OH 1,592,359.81 (69,050.94) 1981 30 Years
Andover Court Columbus, OH 1,279,102.62 (54,896.73) 1982 30 Years
Annhurst (IN) Indianpolis, IN 1,947,092.42 (91,099.37) 1985 30 Years
Annhurst (MD) (REIT) Belcamp, MD 2,325,740.14 - 1984 30 Years
Annhurst (PA) Pittsburgh, PA 3,084,733.25 (129,116.09) 1984 30 Years
Annhurst II (OH) Columbus, OH 1,218,792.90 (51,993.72) 1986 30 Years
Annhurst III (OH) Columbus, OH 1,347,459.37 (57,726.91) 1988 30 Years
Apple Ridge I Columbus, OH 1,408,456.47 (61,578.26) 1987 30 Years
Apple Ridge III Columbus, OH 726,981.99 (30,980.45) 1982 30 Years
Apple Run (MI) Jackson, MI 873,995.55 (37,602.00) 1982 30 Years
Apple Run II (Col) Columbus, OH 956,541.05 (43,212.06) 1980 30 Years
Applegate (Chi) Columbus, OH 110,635.56 (10,046.25) 1981 30 Years
Applegate (Col) Bloomington, IN 1,715,328.51 (71,914.60) 1982 30 Years
Applegate (Lor) Youngstown, OH 663,430.77 (29,853.16) 1982 30 Years
Applegate I (IN) Muncie, IN 1,404,488.65 (61,210.88) 1984 30 Years
Applegate II (IN) Muncie, IN 1,810,266.28 (78,858.83) 1987 30 Years
Applerun (War) Youngstown, OH 1,133,574.37 (48,844.82) 1983 30 Years
Applewood I Daytona Beach, FL 2,487,518.57 (125,376.48) 1982 30 Years
Aragon Woods Indianpolis, IN 1,585,768.94 (70,089.01) 1986 30 Years
Arbor Commons Ellington, CT 1,168,649.35 (6,405.00) 1975 30 Years
Arbor Glen Pittsfield Twp, MI 11,462,052.00 (1,253,924.36) 1990 30 Years
Arbor Terrace Sunnyvale, CA 27,866,574.93 (1,657,730.76) (W) 30 Years
Arboretum (AZ) Tucson, AZ 23,241,186.45 (2,419,207.16) 1987 30 Years
Arboretum (GA) Atlanta, GA 21,365,937.13 (1,962,313.20) 1970 30 Years
Arboretum (MA) Canton, MA 15,824,515.21 (1,062,108.78) 1989 30 Years
Arbors at Century Center Memphis, TN 18,344,401.52 (1,513,394.63) 1988/1990 30 Years
Arbors of Brentwood Nashville, TN 15,046,356.81 (4,121,979.48) 1986 30 Years
Arbors of Hickory Hollow Nashville, TN 8,912,578.06 (3,017,618.56) 1986 30 Years
Arbors of Las Colinas Irving, TX 18,335,835.53 (4,385,699.40) 1984/85 30 Years
Ashford Hill Columbus, OH 1,930,782.96 (84,302.07) 1986 30 Years
Ashgrove (IN) Indianpolis, IN 1,730,921.64 (73,414.03) 1983 30 Years
Ashgrove (KY) Louisville, KY 1,708,978.33 (71,834.21) 1984 30 Years
Ashgrove (Mar) Battle Creek, MI 1,231,695.29 (52,192.48) 1983 30 Years
Ashgrove (OH) Cincinnati, OH 1,613,023.14 (68,727.42) 1983 30 Years
Ashgrove I (MI) Detroit, MI 4,036,186.43 (168,688.40) 1985 30 Years
Ashgrove II (MI) Detroit, MI 3,094,230.04 (127,719.65) 1987 30 Years
Ashton, The Corona Hills, CA 36,443,822.56 (3,755,848.89) 1986 30 Years
Aspen Crossing Silver Spring, MD 11,801,440.06 (672,109.12) 1979 30 Years
Astorwood (REIT) Stuart, FL 2,331,488.21 - 1983 30 Years
Audubon Village Tampa, FL 30,255,793.40 (2,216,011.77) 1990 30 Years
Autumn Cove Atlanta, GA 1,862,245.66 (76,368.22) 1985 30 Years
Autumn Creek Cordova, TN 11,354,264.76 (1,207,608.73) 1991 30 Years
Auvers Village Orlando, FL 33,704,425.81 (2,439,822.24) 1991 30 Years
Avon Place Avon,CT 13,783,053.20 (70,929.00) 1973 30 Years
Balcones Club Austin, TX 12,924,781.30 (1,266,572.68) 1984 30 Years
Barrington Atlanta, GA 1,473,252.68 (62,559.98) 1984 30 Years
Bay Club Phoenix, AZ 8,930,478.36 (2,549,231.81) 1976 30 Years
Bay Ridge San Pedro, CA 4,717,707.90 (341,486.53) 1987 30 Years
Bayside Lakeland, FL 797,750.76 (38,988.67) 1982 30 Years
Bayside at the Islands Gilbert, AZ 19,340,773.08 (1,818,765.32) 1989 30 Years
Beach Club Fort Myers, FL 17,499,230.03 (1,330,075.92) 1990 30 Years
Bear Canyon Tucson, AZ 13,033,178.99 (1,286,913.92) 1996 30 Years
Beckford Place (IN) Indianpolis, IN 1,000,554.68 (43,203.83) 1984 30 Years
Beckford Place (Pla) Parkersburg, OH 1,616,796.41 (68,789.86) 1982 30 Years
Beckford Place (Wap) Lima, OH 760,227.48 (33,170.04) 1981 30 Years
Beckford Place I (OH) Canton, OH 1,678,114.15 (70,365.49) 1983 30 Years
Beckford Place II (OH) Canton, OH 1,701,332.23 (70,801.76) 1985 30 Years
Bel Aire I Miami, FL 1,876,911.01 (79,257.81) 1985 30 Years
Bel Aire II Miami, FL 1,359,949.22 (57,348.69) 1986 30 Years
Bell Road I & II Nashville, TN 4,050,038.02 - (P) 30 Years
Bellevue Meadows Bellevue, WA 17,239,223.38 (1,157,780.04) 1983 30 Years
Belmont Crossing Riverdale, GA 20,234,454.85 (1,519,011.70) 1988 30 Years
Belmont Landing Riverdale, GA 24,097,711.27 (1,804,625.48) 1988 30 Years
Beneva Place Sarasota, FL 11,226,587.45 (822,505.89) 1986 30 Years
Bermuda Cove Jacksonville, FL 21,393,785.22 (1,629,530.54) 1989 30 Years


S-1






Initial Cost to
Description Company
- ---------------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- ---------------------------------------------------------------------------------------------------------------------------------

Berry Pines Pensacola, FL - 154,085.80 1,357,663.86
Birches, The Lima, OH 966,791.18 94,797.74 835,421.36
Bishop Park Winter Park, FL - 2,592,000.00 17,990,435.90
Blue Swan San Antonio, TX (E) 1,425,500.00 7,591,291.62
Blueberry Hill I Orlando, FL 726,186.14 140,369.75 1,236,710.45
Boulder Creek Wilsonville, OR 8,068,000.00 3,554,400.00 11,481,773.38
Bourbon Square Palatine, IL 26,450,516.85 3,985,300.00 35,870,193.94
Bradford Apartments Newington, CT 1,957,653.00 401,090.83 2,684,223.26
Bramblewood San Jose, CA - 5,190,700.00 9,659,184.34
Branchwood Orlando, FL - 324,068.53 2,855,396.92
Brandon Court Bloomington, IN 1,403,669.03 170,635.75 1,503,486.89
Brandywine E. Lakeland, FL 587,263.74 88,126.47 776,490.28
Breckinridge Lexington, KY - 1,648,300.00 14,845,714.75
Brentwood Vancouver, WA - 1,357,221.39 12,202,521.39
Breton Mill Houston, TX - 212,820.00 8,547,262.73
Briar Knoll Apts Vernon, CT 6,030,543.84 928,971.99 6,216,966.38
Briarwood (CA) Sunnyvale, CA 13,970,290.58 9,991,500.00 22,265,278.39
Bridford Lakes Greensboro, NC - 2,265,314.00 26,886,537.14
Bridge Creek Wilsonville, OR - 1,299,890.00 11,690,113.58
Bridgeport Raleigh, NC - 1,296,700.00 11,942,278.32
Bridgewater at Wells Crossing Orange Park, FL - 2,160,000.00 13,347,548.89
Brierwood Jacksonville, FL - 551,900.00 4,965,855.71
Brittany Square Tulsa, OK - 625,000.00 4,236,497.79
Broadview Oaks (REIT) Pensacola, FL 1,891,098.59 201,000.00 1,809,184.92
Broadway Garland, TX 6,041,173.38 1,443,700.00 7,790,989.43
Brookdale Village Naperville, IL 11,335,000.00 3,276,000.00 16,293,470.97
Brookfield Salt Lake City, UT - 1,153,000.00 5,682,452.92
Brookridge Centreville, VA (E) 2,521,500.00 16,003,838.95
Brookside (CO) Boulder, CO - 3,600,400.00 10,211,158.98
Brookside (MD) Frederick, MD 8,081,383.10 2,736,000.00 8,162,275.94
Brookside II (MD) Frederick, MD - 2,450,800.00 6,913,202.43
Brooksyde Apts West Hartford, CT 1,937,190.00 594,711.19 3,979,990.28
Brunswick (OH) (REIT) Cortland, OH - 190,000.00 1,713,388.64
Brunswick I (WV) Pittsburgh, PA 1,665,619.99 241,739.37 2,129,979.31
Brunswick II (WV) Pittsburgh, WV 1,262,277.35 202,928.23 1,788,318.88
Burgundy Studios Middletown, CT 1,821,650.00 395,238.20 2,645,055.68
Burwick Farms Howell, MI 8,631,222.18 1,104,600.00 9,932,206.94
Calais Dallas, TX - 1,118,900.00 10,070,076.01
California Gardens Jacksonville, FL - 105,528.18 929,869.29
Cambridge at Hickory Hollow Nashville, TN (S) 3,240,800.00 17,900,032.88
Cambridge Commons I Indianapolis, IN - 179,139.19 1,578,077.45
Cambridge Commons II Indianapolis, IN 876,202.53 141,845.25 1,249,511.25
Cambridge Commons III Indianapolis, IN - 98,124.94 864,737.63
Cambridge Estates Norwich,CT - 590,184.84 3,949,698.55
Cambridge Village Lewisville, TX - 801,300.00 8,762,606.48
Camden Way I Jacksonville, GA 911,189.72 109,239.56 962,619.61
Camden Way II Jacksonville, GA - 105,552.14 930,029.36
Camellero Scottsdale, AZ 11,456,678.96 1,924,900.00 17,324,592.87
Camellia Court (OH) Columbus, OH 555,203.85 68,583.82 604,444.24
Camellia Court I (Col) Columbus, OH - 133,058.78 1,172,392.84
Camellia Court I (Day) Dayton, OH 1,083,691.31 131,858.32 1,162,065.53
Camellia Court II (Col) Columbus, OH 934,650.59 118,420.87 1,043,416.87
Camellia Court II (Day) Dayton, OH - 131,570.85 1,159,282.59
Candlelight I Tampa, FL 598,481.70 105,000.27 925,166.77
Candlelight II Tampa, FL 592,543.92 95,061.25 837,593.20
Canterbury Germantown, MD 31,363,910.50 2,781,300.00 26,711,250.66
Canterbury Crossings Orlando, FL - 273,670.75 2,411,537.51
Canterchase Nashville, TN 5,559,460.33 863,600.00 7,762,804.13
Canyon Creek (AZ) Tucson, AZ - 834,413.00 6,083,046.73
Canyon Crest Santa Clarita, CA - 2,370,000.00 10,141,878.44
Canyon Crest Views Riverside, CA - 1,744,640.00 17,397,193.87
Canyon Ridge San Diego, CA - 4,869,448.00 11,955,063.50
Canyon Sands Phoenix, AZ - 1,492,750.00 13,377,478.30
Capital Ridge (REIT) Tallahassee, FL 1,273,526.99 177,900.00 1,601,157.16
Cardinal, The Greensboro, NC 7,240,510.64 1,281,200.00 11,850,556.68
Carleton Court (PA) Erie, PA - 128,528.46 1,132,675.80
Carleton Court (WV) Charleston, WV 1,316,591.19 196,222.37 1,728,932.91
Carmel Terrace San Diego, CA - 2,288,300.00 20,596,280.88
Carolina Crossing Greenville, SC - 550,200.00 4,949,618.55
Carriage Hill Macon, GA - 131,910.67 1,162,576.76
Carriage Homes at Wyndham Glen Allen, VA - 1,736,000.00 27,476,005.88
Casa Capricorn San Diego, CA - 1,262,700.00 11,365,093.09
Casa Ruiz San Diego, CA - 3,922,400.00 9,389,153.21
Cascade at Landmark Alexandria, VA - 3,603,400.00 19,657,553.75
Catalina Shores Las Vegas, NV - 1,227,000.00 11,042,866.93
Catalina Shores (WRP) Las Vegas, NV - 1,427,200.00 12,844,277.03
Cedar Crest Overland Park, KS 13,539,238.59 2,160,700.00 19,424,617.27
Cedar Glen Reading, MA 5,550,094.27 1,248,505.45 8,355,382.60
Cedar Hill Knoxville, TN 1,439,005.39 204,792.35 1,804,443.80
Cedar Ridge (TX) Arlington, TX 3,470,934.10 608,600.00 4,234,415.24
Cedargate (GA) Atlanta, GA - 205,043.45 1,806,656.21
Cedargate (MI) Southbend, IN 789,064.59 120,378.15 1,060,662.66
Cedargate (She) Louisville, KY 1,187,181.55 158,685.33 1,398,040.66
Cedargate I (Cla) Dayton, OH 1,221,976.86 159,599.20 1,406,492.86
Cedargate I (IN) Bloomington, IN - 191,650.35 1,688,648.45
Cedargate I (KY) Louisville, KY - 165,396.51 1,457,173.52
Cedargate I (OH) Columbus, OH 2,234,188.71 240,586.83 2,119,432.15
Cedargate II (IN) Bloomington, IN 1,087,610.62 165,040.72 1,454,188.64







Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- -----------------------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- -----------------------------------------------------------------------------------------------------------------------------------

Berry Pines Pensacola, FL - 72,748.42 154,085.80 1,430,412.28
Birches, The Lima, OH - 10,051.98 94,797.74 845,473.34
Bishop Park Winter Park, FL - 1,416,137.29 2,592,000.00 19,406,573.19
Blue Swan San Antonio, TX - 561,584.99 1,425,500.00 8,152,876.61
Blueberry Hill I Orlando, FL - 39,485.48 140,369.75 1,276,195.93
Boulder Creek Wilsonville, OR - 620,051.64 3,554,400.00 12,101,825.02
Bourbon Square Palatine, IL - 5,752,954.33 3,985,300.00 41,623,148.27
Bradford Apartments Newington, CT - 8,502.21 401,090.83 2,692,725.47
Bramblewood San Jose, CA - 184,808.88 5,190,700.00 9,843,993.22
Branchwood Orlando, FL - 49,896.13 324,068.53 2,905,293.05
Brandon Court Bloomington, IN - 35,022.50 170,635.75 1,538,509.39
Brandywine E. Lakeland, FL - 15,282.97 88,126.47 791,773.25
Breckinridge Lexington, KY - 572,022.19 1,648,300.00 15,417,736.94
Brentwood Vancouver, WA - 993,609.69 1,357,221.39 13,196,131.08
Breton Mill Houston, TX - 850,076.47 212,820.00 9,397,339.20
Briar Knoll Apts Vernon, CT - 3,842.66 928,971.99 6,220,809.04
Briarwood (CA) Sunnyvale, CA - 128,970.02 9,991,500.00 22,394,248.41
Bridford Lakes Greensboro, NC - 26,960.24 2,265,314.00 26,913,497.38
Bridge Creek Wilsonville, OR - 1,688,910.56 1,299,890.00 13,379,024.14
Bridgeport Raleigh, NC - 424,406.05 1,296,700.00 12,366,684.37
Bridgewater at Wells Crossing Orange Park, FL - 257,622.11 2,160,000.00 13,605,171.00
Brierwood Jacksonville, FL - 936,718.99 551,900.00 5,902,574.70
Brittany Square Tulsa, OK - 854,712.15 625,000.00 5,091,209.94
Broadview Oaks (REIT) Pensacola, FL - - 201,000.00 1,809,184.92
Broadway Garland, TX - 755,844.52 1,443,700.00 8,546,833.95
Brookdale Village Naperville, IL - 235,198.54 3,276,000.00 16,528,669.51
Brookfield Salt Lake City, UT - 280,708.45 1,153,000.00 5,963,161.37
Brookridge Centreville, VA - 490,569.62 2,521,500.00 16,494,408.57
Brookside (CO) Boulder, CO - 138,825.79 3,600,400.00 10,349,984.77
Brookside (MD) Frederick, MD - 111,649.55 2,736,000.00 8,273,925.49
Brookside II (MD) Frederick, MD - 570,852.10 2,450,800.00 7,484,054.53
Brooksyde Apts West Hartford, CT - 9,446.93 594,711.19 3,989,437.21
Brunswick (OH) (REIT) Cortland, OH - 2,160.74 190,000.00 1,715,549.38
Brunswick I (WV) Pittsburgh, PA - 67,502.58 241,739.37 2,197,481.89
Brunswick II (WV) Pittsburgh, WV - 37,583.56 202,928.23 1,825,902.44
Burgundy Studios Middletown, CT - 9,893.53 395,238.20 2,654,949.21
Burwick Farms Howell, MI - 375,902.30 1,104,600.00 10,308,109.24
Calais Dallas, TX - 607,731.63 1,118,900.00 10,677,807.64
California Gardens Jacksonville, FL - 57,417.20 105,528.18 987,286.49
Cambridge at Hickory Hollow Nashville, TN - 310,808.47 3,240,800.00 18,210,841.35
Cambridge Commons I Indianapolis, IN - 171,898.18 179,139.19 1,749,975.63
Cambridge Commons II Indianapolis, IN - 107,609.05 141,845.25 1,357,120.30
Cambridge Commons III Indianapolis, IN - 104,782.13 98,124.94 969,519.76
Cambridge Estates Norwich,CT - 6,491.37 590,184.84 3,956,189.92
Cambridge Village Lewisville, TX - 565,640.53 801,300.00 9,328,247.01
Camden Way I Jacksonville, GA - 67,251.50 109,239.56 1,029,871.11
Camden Way II Jacksonville, GA - 37,235.79 105,552.14 967,265.15
Camellero Scottsdale, AZ - 3,268,875.56 1,924,900.00 20,593,468.43
Camellia Court (OH) Columbus, OH - 15,154.50 68,583.82 619,598.74
Camellia Court I (Col) Columbus, OH - 73,773.60 133,058.78 1,246,166.44
Camellia Court I (Day) Dayton, OH - 61,774.54 131,858.32 1,223,840.07
Camellia Court II (Col) Columbus, OH - 52,072.28 118,420.87 1,095,489.15
Camellia Court II (Day) Dayton, OH - 27,341.51 131,570.85 1,186,624.10
Candlelight I Tampa, FL - 19,327.57 105,000.27 944,494.34
Candlelight II Tampa, FL - 57,485.69 95,061.25 895,078.89
Canterbury Germantown, MD - 3,231,730.03 2,781,300.00 29,942,980.69
Canterbury Crossings Orlando, FL - 39,726.65 273,670.75 2,451,264.16
Canterchase Nashville, TN - 614,846.20 863,600.00 8,377,650.33
Canyon Creek (AZ) Tucson, AZ - 442,630.37 834,413.00 6,525,677.10
Canyon Crest Santa Clarita, CA - 375,117.46 2,370,000.00 10,516,995.90
Canyon Crest Views Riverside, CA - 347,810.19 1,744,640.00 17,745,004.06
Canyon Ridge San Diego, CA - 239,119.01 4,869,448.00 12,194,182.51
Canyon Sands Phoenix, AZ - 1,219,970.12 1,492,750.00 14,597,448.42
Capital Ridge (REIT) Tallahassee, FL - - 177,900.00 1,601,157.16
Cardinal, The Greensboro, NC - 271,538.80 1,281,200.00 12,122,095.48
Carleton Court (PA) Erie, PA - 20,680.42 128,528.46 1,153,356.22
Carleton Court (WV) Charleston, WV - 53,050.52 196,222.37 1,781,983.43
Carmel Terrace San Diego, CA - 617,613.58 2,288,300.00 21,213,894.46
Carolina Crossing Greenville, SC - 289,178.86 550,200.00 5,238,797.41
Carriage Hill Macon, GA - 26,123.87 131,910.67 1,188,700.63
Carriage Homes at Wyndham Glen Allen, VA - 67,267.50 1,736,000.00 27,543,273.38
Casa Capricorn San Diego, CA - 503,184.07 1,262,700.00 11,868,277.16
Casa Ruiz San Diego, CA - 408,273.40 3,922,400.00 9,797,426.61
Cascade at Landmark Alexandria, VA - 615,831.65 3,603,400.00 20,273,385.40
Catalina Shores Las Vegas, NV - 699,592.54 1,227,000.00 11,742,459.47
Catalina Shores (WRP) Las Vegas, NV - 234,783.72 1,427,200.00 13,079,060.75
Cedar Crest Overland Park, KS - 1,930,152.34 2,160,700.00 21,354,769.61
Cedar Glen Reading, MA - 25,571.34 1,248,505.45 8,380,953.94
Cedar Hill Knoxville, TN - 42,808.46 204,792.35 1,847,252.26
Cedar Ridge (TX) Arlington, TX - 108,541.93 608,600.00 4,342,957.17
Cedargate (GA) Atlanta, GA - 18,350.20 205,043.45 1,825,006.41
Cedargate (MI) Southbend, IN - 18,577.65 120,378.15 1,079,240.31
Cedargate (She) Louisville, KY - 34,716.75 158,685.33 1,432,757.41
Cedargate I (Cla) Dayton, OH - 39,224.65 159,599.20 1,445,717.51
Cedargate I (IN) Bloomington, IN - 36,917.24 191,650.35 1,725,565.69
Cedargate I (KY) Louisville, KY - 35,570.62 165,396.51 1,492,744.14
Cedargate I (OH) Columbus, OH - 58,145.00 240,586.83 2,177,577.15
Cedargate II (IN) Bloomington, IN - 31,579.82 165,040.72 1,485,768.46





Life Used to
Description Compute
- --------------------------------------------------------------------------------------------------------------- Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- --------------------------------------------------------------------------------------------------------------------------------

Berry Pines Pensacola, FL 1,584,498.08 (73,565.10) 1985 30 Years
Birches, The Lima, OH 940,271.08 (41,598.96) 1977 30 Years
Bishop Park Winter Park, FL 21,998,573.19 (1,646,054.60) 1991 30 Years
Blue Swan San Antonio, TX 9,578,376.61 (1,082,488.15) 1985-1994 30 Years
Blueberry Hill I Orlando, FL 1,416,565.68 (62,354.82) 1986 30 Years
Boulder Creek Wilsonville, OR 15,656,225.02 (1,780,880.86) 1991 30 Years
Bourbon Square Palatine, IL 45,608,448.27 (11,373,690.70) 1984-87 30 Years
Bradford Apartments Newington, CT 3,093,816.30 (16,690.00) 1964 30 Years
Bramblewood San Jose, CA 15,034,693.22 (890,062.95) 1986 30 Years
Branchwood Orlando, FL 3,229,361.58 (136,157.83) 1981 30 Years
Brandon Court Bloomington, IN 1,709,145.14 (73,370.43) 1984 30 Years
Brandywine E. Lakeland, FL 879,899.72 (37,718.23) 1981 30 Years
Breckinridge Lexington, KY 17,066,036.94 (1,896,926.24) 1986-1987 30 Years
Brentwood Vancouver, WA 14,553,352.47 (3,037,941.09) 1990 30 Years
Breton Mill Houston, TX 9,610,159.20 (2,573,400.39) 1986 30 Years
Briar Knoll Apts Vernon, CT 7,149,781.03 (38,705.00) 1986 30 Years
Briarwood (CA) Sunnyvale, CA 32,385,748.41 (1,893,716.08) 1985 30 Years
Bridford Lakes Greensboro, NC 29,178,811.38 (2,201,878.00) 1999 30 Years
Bridge Creek Wilsonville, OR 14,678,914.14 (3,729,832.74) 1987 30 Years
Bridgeport Raleigh, NC 13,663,384.37 (3,193,589.90) 1990 30 Years
Bridgewater at Wells Crossing Orange Park, FL 15,765,171.00 (529,682.09) 1986 30 Years
Brierwood Jacksonville, FL 6,454,474.70 (1,187,572.04) 1974 30 Years
Brittany Square Tulsa, OK 5,716,209.94 (2,932,065.41) 1982 30 Years
Broadview Oaks (REIT) Pensacola, FL 2,010,184.92 - 1985 30 Years
Broadway Garland, TX 9,990,533.95 (896,950.76) 1983 30 Years
Brookdale Village Naperville, IL 19,804,669.51 (896,289.40) 1986 30 Years
Brookfield Salt Lake City, UT 7,116,161.37 (765,378.68) 1985 30 Years
Brookridge Centreville, VA 19,015,908.57 (1,950,334.75) 1989 30 Years
Brookside (CO) Boulder, CO 13,950,384.77 (959,124.03) 1993 30 Years
Brookside (MD) Frederick, MD 11,009,925.49 (538,483.48) 1993 30 Years
Brookside II (MD) Frederick, MD 9,934,854.53 (769,834.67) 1979 30 Years
Brooksyde Apts West Hartford, CT 4,584,148.40 (24,333.00) 1945 30 Years
Brunswick (OH) (REIT) Cortland, OH 1,905,549.38 (10,145.76) 1985 30 Years
Brunswick I (WV) Pittsburgh, PA 2,439,221.26 (105,239.95) 1986 30 Years
Brunswick II (WV) Pittsburgh, WV 2,028,830.67 (86,586.07) 1987 30 Years
Burgundy Studios Middletown, CT 3,050,187.41 (17,528.00) 1973 30 Years
Burwick Farms Howell, MI 11,412,709.24 (1,309,182.56) 1991 30 Years
Calais Dallas, TX 11,796,707.64 (1,513,245.78) 1986 30 Years
California Gardens Jacksonville, FL 1,092,814.67 (50,782.17) 1987 30 Years
Cambridge at Hickory Hollow Nashville, TN 21,451,641.35 (2,227,882.85) 1997 30 Years
Cambridge Commons I Indianapolis, IN 1,929,114.82 (93,398.98) 1986 30 Years
Cambridge Commons II Indianapolis, IN 1,498,965.55 (73,724.08) 1987 30 Years
Cambridge Commons III Indianapolis, IN 1,067,644.70 (53,951.54) 1988 30 Years
Cambridge Estates Norwich,CT 4,546,374.76 (24,498.00) 1977 30 Years
Cambridge Village Lewisville, TX 10,129,547.01 (1,273,812.48) 1987 30 Years
Camden Way I Jacksonville, GA 1,139,110.67 (52,346.50) 1985 30 Years
Camden Way II Jacksonville, GA 1,072,817.29 (47,710.05) 1986 30 Years
Camellero Scottsdale, AZ 22,518,368.43 (4,483,047.10) 1979 30 Years
Camellia Court (OH) Columbus, OH 688,182.56 (31,109.93) 1981 30 Years
Camellia Court I (Col) Columbus, OH 1,379,225.22 (62,064.93) 1981 30 Years
Camellia Court I (Day) Dayton, OH 1,355,698.39 (60,078.80) 1981 30 Years
Camellia Court II (Col) Columbus, OH 1,213,910.02 (52,032.22) 1984 30 Years
Camellia Court II (Day) Dayton, OH 1,318,194.95 (56,268.44) 1982 30 Years
Candlelight I Tampa, FL 1,049,494.61 (45,765.82) 1982 30 Years
Candlelight II Tampa, FL 990,140.14 (45,201.06) 1985 30 Years
Canterbury Germantown, MD 32,724,280.69 (6,732,707.68) 1986 30 Years
Canterbury Crossings Orlando, FL 2,724,934.91 (111,160.54) 1983 30 Years
Canterchase Nashville, TN 9,241,250.33 (1,577,593.62) 1985 30 Years
Canyon Creek (AZ) Tucson, AZ 7,360,090.10 (1,896,031.03) 1986 30 Years
Canyon Crest Santa Clarita, CA 12,886,995.90 (633,599.80) 1993 30 Years
Canyon Crest Views Riverside, CA 19,489,644.06 (1,940,761.19) 1982-1983 30 Years
Canyon Ridge San Diego, CA 17,063,630.51 (1,360,883.67) 1989 30 Years
Canyon Sands Phoenix, AZ 16,090,198.42 (2,780,147.59) 1983 30 Years
Capital Ridge (REIT) Tallahassee, FL 1,779,057.16 - 1983 30 Years
Cardinal, The Greensboro, NC 13,403,295.48 (1,703,611.06) 1994 30 Years
Carleton Court (PA) Erie, PA 1,281,884.68 (55,841.37) 1985 30 Years
Carleton Court (WV) Charleston, WV 1,978,205.80 (83,853.70) 1985 30 Years
Carmel Terrace San Diego, CA 23,502,194.46 (4,765,778.74) 1988-89 30 Years
Carolina Crossing Greenville, SC 5,788,997.41 (693,797.08) 1988-89 30 Years
Carriage Hill Macon, GA 1,320,611.30 (57,112.69) 1985 30 Years
Carriage Homes at Wyndham Glen Allen, VA 29,279,273.38 (2,156,764.85) 1999 30 Years
Casa Capricorn San Diego, CA 13,130,977.16 (1,896,914.67) 1981 30 Years
Casa Ruiz San Diego, CA 13,719,826.61 (1,244,111.28) 1976-1986 30 Years
Cascade at Landmark Alexandria, VA 23,876,785.40 (2,674,737.56) 1990 30 Years
Catalina Shores Las Vegas, NV 12,969,459.47 (2,950,078.77) 1989 30 Years
Catalina Shores (WRP) Las Vegas, NV 14,506,260.75 (1,752,267.17) 1989 30 Years
Cedar Crest Overland Park, KS 23,515,469.61 (3,920,451.63) 1986 30 Years
Cedar Glen Reading, MA 9,629,459.39 (49,585.00) 1980 30 Years
Cedar Hill Knoxville, TN 2,052,044.61 (86,440.53) 1986 30 Years
Cedar Ridge (TX) Arlington, TX 4,951,557.17 (426,230.64) 1980 30 Years
Cedargate (GA) Atlanta, GA 2,030,049.86 (83,332.65) 1983 30 Years
Cedargate (MI) Southbend, IN 1,199,618.46 (51,775.79) 1983 30 Years
Cedargate (She) Louisville, KY 1,591,442.74 (67,280.13) 1984 30 Years
Cedargate I (Cla) Dayton, OH 1,605,316.71 (68,023.12) 1984 30 Years
Cedargate I (IN) Bloomington, IN 1,917,216.04 (80,037.88) 1983 30 Years
Cedargate I (KY) Louisville, KY 1,658,140.65 (71,032.13) 1983 30 Years
Cedargate I (OH) Columbus, OH 2,418,163.98 (105,970.24) 1982 30 Years
Cedargate II (IN) Bloomington, IN 1,650,809.18 (68,830.86) 1985 30 Years


S-2





Initial Cost to
Description Company
- ---------------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- ---------------------------------------------------------------------------------------------------------------------------------

Cedargate II (KY) Louisville, KY 1,154,015.58 140,895.00 1,241,438.52
Cedargate II (OH) Columbus, OH 697,750.15 87,618.08 771,911.76
Cedars, The Charlotte, NC - 2,028,179.00 18,225,424.24
Cedarwood (OH) Parkersburg, OH 419,727.60 23,915.92 210,725.35
Cedarwood I (Bel) Parkersburg, OH - 82,081.62 722,449.49
Cedarwood I (FL) Ocala, FL 730,215.20 119,469.60 1,052,657.37
Cedarwood I (IN) Elkhart, IN 1,908,607.47 251,744.93 2,218,126.20
Cedarwood I (KY) Lexington, KY - 106,680.72 939,874.44
Cedarwood II (FL) Ocala, FL 555,203.85 98,372.48 866,768.77
Cedarwood II (KY) Lexington, KY 986,980.66 106,724.20 940,356.51
Cedarwood III (KY) Lexington, KY 836,624.03 102,491.11 902,659.39
Celebration Westchase Houston, TX - 2,204,690.00 6,667,959.73
Centre Club Ontario, CA - 7,436,000.00 23,492,566.83
Centre Lake III Miami, FL 4,664,350.73 685,601.35 6,039,979.05
Champion Oaks Houston, TX 6,344,248.93 931,900.00 8,389,393.77
Champions Club Glen Allen, VA - 954,000.00 12,417,167.33
Chandler Court Chandler, AZ - 1,353,100.00 12,175,172.59
Chantecleer Lakes Naperville, IL (E) 6,689,400.00 16,332,279.04
Chaparral Largo, FL - 303,099.55 6,261,337.96
Chardonnay Park Redmond, WA 3,387,191.16 1,297,500.00 6,709,092.62
Charing Cross Toledo, OH 790,144.73 154,584.44 1,362,057.38
Charter Club Everett, WA - 1,001,100.00 9,012,304.67
Chartwell Court Houston, TX - 1,215,700.00 12,801,855.12
Chatelaine Park Duluth, GA - 1,818,000.00 24,489,671.38
Chatham Wood High Point, NC - 700,000.00 8,311,883.72
Chelsea Court Cleveland, OH - 145,835.23 1,284,967.32
Chelsea Square Redmond, WA - 3,397,100.00 9,289,074.04
Cherry Creek I,II,&III (TN) Hermitage, TN - 2,942,345.09 45,719,244.89
Cherry Glen I Indianapolis, IN 3,132,073.76 335,595.73 2,957,360.11
Cherry Hill Seattle, WA - 700,100.00 6,300,112.11
Cherry Tree Baltimore, MD - 352,002.83 3,101,016.51
Chestnut Glen Abington, MA 7,202,981.42 1,178,964.91 7,889,995.96
Chestnut Hills Tacoma, WA - 756,300.00 6,806,634.86
Chicksaw Crossing Orlando, FL 11,698,916.38 2,044,000.00 12,366,832.33
Chimneys Charlotte, NC - 907,100.00 8,154,673.96
Cierra Crest Denver, CO 21,906,581.51 4,803,100.00 34,894,897.55
Cimarron Ridge Denver, CO - 1,591,100.00 14,320,031.12
Claire Point Jacksonville, FL - 2,048,000.00 14,649,393.06
Clarion Decatur, GA - 1,504,300.00 13,537,919.35
Clarys Crossing Columbia, MD - 891,000.00 15,489,720.93
Classic, The Stamford, CT - 2,883,500.00 19,928,775.70
Clearlake Pines II Melbourne, FL 880,893.31 119,279.73 1,050,834.38
Clearview I Indianapolis, IN 12,735.41 182,205.53 1,605,429.32
Clearview II Indianapolis, IN - 226,963.05 1,999,791.79
Clearwater Cleveland, OH 1,026,844.61 128,303.10 1,130,691.12
Cloisters on the Green Lexington, KY - 187,074.00 1,746,721.00
Club at Tanasbourne Hillsboro, OR 10,639,745.50 3,521,300.00 16,257,934.39
Club at the Green Beaverton, OR - 2,030,950.00 12,616,747.23
Coach Lantern Scarborough, ME - 452,900.00 4,405,723.00
Coachlight Village Agawam, MA 2,096,516.00 501,725.60 3,357,702.09
Coachman Trails Plymouth, MN 6,423,934.20 1,227,000.00 9,518,380.81
Coconut Palm Club Coconut Creek, GA - 3,001,700.00 17,678,928.33
Colinas Pointe Denver, CO (E) 1,587,400.00 14,285,902.00
Collier Ridge Atlanta, GA - 5,100,000.00 20,425,822.03
Colonial Village Plainville,CT 3,584,186.00 693,575.43 4,641,620.16
Colony Place Fort Myers, FL - 1,500,000.00 20,920,274.21
Colony Woods Birmingham, AL - 1,657,300.00 21,787,685.65
Concord Square Cincinnati, OH - 121,508.51 1,070,622.37
Concord Square (IN) Kokomo, IN - 123,246.64 1,085,962.20
Concord Square I (OH) Mansfield, OH 1,221,962.25 164,124.19 1,446,312.98
Conway Court Roslindale, MA 488,048.18 101,451.21 678,942.72
Conway Station Orlando, FL - 1,936,000.00 10,852,858.15
Copper Canyon Denver, CO - 1,443,000.00 16,251,113.68
Copper Creek Phoenix, AZ - 1,017,400.00 9,148,067.60
Copper Terrace Orlando, FL - 1,200,000.00 17,887,868.22
Copperfield San Antonio, TX - 791,200.00 7,121,171.12
Country Brook Chandler, AZ (M) 1,505,219.00 29,542,534.77
Country Club Place (FL) Pembroke Pines, FL - 912,000.00 10,016,543.20
Country Club Village Seattle, WA - 1,150,500.00 10,352,178.59
Country Club Woods Mobile, AL (V) 4,147,233.33 230,090.89 5,690,813.12
Country Gables Beaverton, OR 8,033,082.73 2,780,500.00 14,219,449.24
Country Place Birmingham, AL (V) 1,812,321.66 75,562.14 1,856,104.11
Country Ridge Farmington Hills, MI (S) 1,621,950.00 14,596,964.22
Countryside I Daytona Beach, FL - 136,664.58 1,204,163.85
Countryside II Daytona Beach, FL - 234,633.36 2,067,375.58
Countryside III (REIT) Daytona Beach, FL 419,196.86 80,000.00 719,868.20
Countryside Manor Atlanta, GA - 298,186.45 2,627,347.60
Coventry at Cityview Fort Worth, TX - 2,160,000.00 23,072,847.21
Creekside (San Mateo) San Mateo, CA 13,996,557.38 9,606,600.00 21,193,231.54
Creekside Homes at Legacy Plano. TX - 4,560,000.00 32,275,747.98
Creekside Village Mountlake Terrace, WA 14,479,958.35 2,807,600.00 25,270,593.68
Creekwood Charlotte, NC - 1,861,700.00 16,740,568.56
Crescent at Cherry Creek Denver, CO (E) 2,594,000.00 15,149,469.76
Cross Creek Charlotte, NC 12,539,982.86 3,151,600.00 20,295,924.81
Crosswinds St. Petersburg, FL - 1,561,200.00 5,756,821.52
Crown Court Phoenix, AZ 14,787,000.00 3,156,600.00 28,414,599.11
Crystal Creek Phoenix, AZ - 953,500.00 8,581,704.26
Crystal Village Attleboro, MA - 1,369,000.00 4,989,028.15







Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- -----------------------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- -----------------------------------------------------------------------------------------------------------------------------------

Cedargate II (KY) Louisville, KY - 29,995.88 140,895.00 1,271,434.40
Cedargate II (OH) Columbus, OH - 61,004.46 87,618.08 832,916.22
Cedars, The Charlotte, NC - 591,956.18 2,028,179.00 18,817,380.42
Cedarwood (OH) Parkersburg, OH - 17,098.50 23,915.92 227,823.85
Cedarwood I (Bel) Parkersburg, OH - 19,718.93 82,081.62 742,168.42
Cedarwood I (FL) Ocala, FL - 36,061.05 119,469.60 1,088,718.42
Cedarwood I (IN) Elkhart, IN - 70,534.05 251,744.93 2,288,660.25
Cedarwood I (KY) Lexington, KY - 40,053.43 106,680.72 979,927.87
Cedarwood II (FL) Ocala, FL - 18,255.67 98,372.48 885,024.44
Cedarwood II (KY) Lexington, KY - 21,923.41 106,724.20 962,279.92
Cedarwood III (KY) Lexington, KY - 32,181.21 102,491.11 934,840.60
Celebration Westchase Houston, TX - 1,157,983.47 2,204,690.00 7,825,943.20
Centre Club Ontario, CA - 16,435.85 7,436,000.00 23,509,002.68
Centre Lake III Miami, FL - 71,800.08 685,601.35 6,111,779.13
Champion Oaks Houston, TX - 796,949.58 931,900.00 9,186,343.35
Champions Club Glen Allen, VA - 375,582.25 954,000.00 12,792,749.58
Chandler Court Chandler, AZ - 1,493,522.43 1,353,100.00 13,668,695.02
Chantecleer Lakes Naperville, IL - 557,358.98 6,689,400.00 16,889,638.02
Chaparral Largo, FL - 3,326,216.56 303,099.55 9,587,554.52
Chardonnay Park Redmond, WA - 274,756.08 1,297,500.00 6,983,848.70
Charing Cross Toledo, OH - 8,311.08 154,584.44 1,370,368.46
Charter Club Everett, WA - 383,651.80 1,001,100.00 9,395,956.47
Chartwell Court Houston, TX - 218,648.56 1,215,700.00 13,020,503.68
Chatelaine Park Duluth, GA - 195,945.35 1,818,000.00 24,685,616.73
Chatham Wood High Point, NC - 208,077.16 700,000.00 8,519,960.88
Chelsea Court Cleveland, OH - 22,789.81 145,835.23 1,307,757.13
Chelsea Square Redmond, WA - 123,252.55 3,397,100.00 9,412,326.59
Cherry Creek I,II,&III (TN) Hermitage, TN - 151,605.34 2,942,345.09 45,870,850.23
Cherry Glen I Indianapolis, IN - 169,076.79 335,595.73 3,126,436.90
Cherry Hill Seattle, WA - 142,641.00 700,100.00 6,442,753.11
Cherry Tree Baltimore, MD - 122,441.51 352,002.83 3,223,458.02
Chestnut Glen Abington, MA - 9,692.16 1,178,964.91 7,899,688.12
Chestnut Hills Tacoma, WA - 311,039.26 756,300.00 7,117,674.12
Chicksaw Crossing Orlando, FL - 218,389.39 2,044,000.00 12,585,221.72
Chimneys Charlotte, NC - 511,002.88 907,100.00 8,665,676.84
Cierra Crest Denver, CO - 333,103.85 4,803,100.00 35,228,001.40
Cimarron Ridge Denver, CO - 1,083,900.26 1,591,100.00 15,403,931.38
Claire Point Jacksonville, FL - 395,649.99 2,048,000.00 15,045,043.05
Clarion Decatur, GA - 229,495.31 1,504,300.00 13,767,414.66
Clarys Crossing Columbia, MD - 277,547.30 891,000.00 15,767,268.23
Classic, The Stamford, CT - 747,631.02 2,883,500.00 20,676,406.72
Clearlake Pines II Melbourne, FL - 45,853.03 119,279.73 1,096,687.41
Clearview I Indianapolis, IN - 58,260.38 182,205.53 1,663,689.70
Clearview II Indianapolis, IN - 46,434.52 226,963.05 2,046,226.31
Clearwater Cleveland, OH - 27,288.50 128,303.10 1,157,979.62
Cloisters on the Green Lexington, KY - 2,461,210.20 187,074.00 4,207,931.20
Club at Tanasbourne Hillsboro, OR - 1,235,718.27 3,521,300.00 17,493,652.66
Club at the Green Beaverton, OR - 697,289.35 2,030,950.00 13,314,036.58
Coach Lantern Scarborough, ME - 225,678.05 452,900.00 4,631,401.05
Coachlight Village Agawam, MA - 2,685.20 501,725.60 3,360,387.29
Coachman Trails Plymouth, MN - 351,378.45 1,227,000.00 9,869,759.26
Coconut Palm Club Coconut Creek, GA - 429,165.30 3,001,700.00 18,108,093.63
Colinas Pointe Denver, CO - 374,699.66 1,587,400.00 14,660,601.66
Collier Ridge Atlanta, GA - 1,223,125.32 5,100,000.00 21,648,947.35
Colonial Village Plainville,CT - 5,122.06 693,575.43 4,646,742.22
Colony Place Fort Myers, FL - 291,861.31 1,500,000.00 21,212,135.52
Colony Woods Birmingham, AL - 200,607.63 1,657,300.00 21,988,293.28
Concord Square Cincinnati, OH - 33,581.82 121,508.51 1,104,204.19
Concord Square (IN) Kokomo, IN - 21,263.26 123,246.64 1,107,225.46
Concord Square I (OH) Mansfield, OH - 57,113.00 164,124.19 1,503,425.98
Conway Court Roslindale, MA - 2,028.98 101,451.21 680,971.70
Conway Station Orlando, FL - 212,815.27 1,936,000.00 11,065,673.42
Copper Canyon Denver, CO - 41,515.65 1,443,000.00 16,292,629.33
Copper Creek Phoenix, AZ - 433,569.62 1,017,400.00 9,581,637.22
Copper Terrace Orlando, FL - 665,317.20 1,200,000.00 18,553,185.42
Copperfield San Antonio, TX - 613,684.11 791,200.00 7,734,855.23
Country Brook Chandler, AZ - 498,599.30 1,505,219.00 30,041,134.07
Country Club Place (FL) Pembroke Pines, FL - 403,252.99 912,000.00 10,419,796.19
Country Club Village Seattle, WA - 584,688.24 1,150,500.00 10,936,866.83
Country Club Woods Mobile, AL (V) - 184,240.84 230,090.89 5,875,053.96
Country Gables Beaverton, OR - 703,177.87 2,780,500.00 14,922,627.11
Country Place Birmingham, AL (V) - 70,910.48 75,562.14 1,927,014.59
Country Ridge Farmington Hills, MI - 790,270.75 1,621,950.00 15,387,234.97
Countryside I Daytona Beach, FL - 101,061.69 136,664.58 1,305,225.54
Countryside II Daytona Beach, FL - 44,078.54 234,633.36 2,111,454.12
Countryside III (REIT) Daytona Beach, FL - - 80,000.00 719,868.20
Countryside Manor Atlanta, GA - 89,683.22 298,186.45 2,717,030.82
Coventry at Cityview Fort Worth, TX - 207,277.66 2,160,000.00 23,280,124.87
Creekside (San Mateo) San Mateo, CA - 309,988.72 9,606,600.00 21,503,220.26
Creekside Homes at Legacy Plano. TX - 155,322.54 4,560,000.00 32,431,070.52
Creekside Village Mountlake Terrace, WA - 1,697,502.59 2,807,600.00 26,968,096.27
Creekwood Charlotte, NC - 517,512.15 1,861,700.00 17,258,080.71
Crescent at Cherry Creek Denver, CO - 315,869.26 2,594,000.00 15,465,339.02
Cross Creek Charlotte, NC - 384,218.08 3,151,600.00 20,680,142.89
Crosswinds St. Petersburg, FL - 607,583.12 1,561,200.00 6,364,404.64
Crown Court Phoenix, AZ - 1,174,835.12 3,156,600.00 29,589,434.23
Crystal Creek Phoenix, AZ - 895,180.95 953,500.00 9,476,885.21
Crystal Village Attleboro, MA - 475,113.47 1,369,000.00 5,464,141.62







Life Used to
Description Compute
- -------------------------------------------------------------------------------------------------------------------- Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- ----------------------------------------------------------------------------------------------------------------------------------

Cedargate II (KY) Louisville, KY 1,412,329.40 (60,133.51) 1986 30 Years
Cedargate II (OH) Columbus, OH 920,534.30 (41,739.18) 1983 30 Years
Cedars, The Charlotte, NC 20,845,559.42 (2,025,583.48) 1983 30 Years
Cedarwood (OH) Parkersburg, OH 251,739.77 (13,681.77) 1982 30 Years
Cedarwood I (Bel) Parkersburg, OH 824,250.04 (36,427.36) 1980 30 Years
Cedarwood I (FL) Ocala, FL 1,208,188.02 (53,164.09) 1978 30 Years
Cedarwood I (IN) Elkhart, IN 2,540,405.18 (106,297.46) 1983/84 30 Years
Cedarwood I (KY) Lexington, KY 1,086,608.59 (48,848.84) 1984 30 Years
Cedarwood II (FL) Ocala, FL 983,396.92 (41,422.62) 1980 30 Years
Cedarwood II (KY) Lexington, KY 1,069,004.12 (47,778.10) 1986 30 Years
Cedarwood III (KY) Lexington, KY 1,037,331.71 (46,371.02) 1986 30 Years
Celebration Westchase Houston, TX 10,030,633.20 (2,588,077.85) 1979 30 Years
Centre Club Ontario, CA 30,945,002.68 (139,558.36) 1994 30 Years
Centre Lake III Miami, FL 6,797,380.48 (283,679.67) 1986 30 Years
Champion Oaks Houston, TX 10,118,243.35 (2,314,712.03) 1984 30 Years
Champions Club Glen Allen, VA 13,746,749.58 (1,052,971.85) 1988 30 Years
Chandler Court Chandler, AZ 15,021,795.02 (2,707,321.97) 1987 30 Years
Chantecleer Lakes Naperville, IL 23,579,038.02 (2,090,438.54) 1986 30 Years
Chaparral Largo, FL 9,890,654.07 (7,192,085.17) 1976 30 Years
Chardonnay Park Redmond, WA 8,281,348.70 (864,442.79) 1982-1989 30 Years
Charing Cross Toledo, OH 1,524,952.90 (64,446.09) 1978 30 Years
Charter Club Everett, WA 10,397,056.47 (2,402,919.69) 1991 30 Years
Chartwell Court Houston, TX 14,236,203.68 (1,453,688.10) 1995 30 Years
Chatelaine Park Duluth, GA 26,503,616.73 (1,956,214.20) 1995 30 Years
Chatham Wood High Point, NC 9,219,960.88 (734,035.81) 1986 30 Years
Chelsea Court Cleveland, OH 1,453,592.36 (61,944.63) 1981 30 Years
Chelsea Square Redmond, WA 12,809,426.59 (850,997.35) 1991 30 Years
Cherry Creek I,II,&III (TN) Hermitage, TN 48,813,195.32 (2,919,972.84) 1986/96 30 Years
Cherry Glen I Indianapolis, IN 3,462,032.63 (153,650.48) 1986/87 30 Years
Cherry Hill Seattle, WA 7,142,853.11 (859,856.97) 1991 30 Years
Cherry Tree Baltimore, MD 3,575,460.85 (145,952.21) 1986 30 Years
Chestnut Glen Abington, MA 9,078,653.03 (47,444.00) 1983 30 Years
Chestnut Hills Tacoma, WA 7,873,974.12 (996,760.58) 1991 30 Years
Chicksaw Crossing Orlando, FL 14,629,221.72 (1,068,352.32) 1986 30 Years
Chimneys Charlotte, NC 9,572,776.84 (1,154,779.40) 1974 30 Years
Cierra Crest Denver, CO 40,031,101.40 (3,865,506.34) 1996 30 Years
Cimarron Ridge Denver, CO 16,995,031.38 (2,293,299.96) 1984 30 Years
Claire Point Jacksonville, FL 17,093,043.05 (1,246,253.73) 1986 30 Years
Clarion Decatur, GA 15,271,714.66 (1,625,075.60) 1990 30 Years
Clarys Crossing Columbia, MD 16,658,268.23 (1,261,692.70) 1984 30 Years
Classic, The Stamford, CT 23,559,906.72 (2,368,910.33) 1990 30 Years
Clearlake Pines II Melbourne, FL 1,215,967.14 (52,223.29) 1985 30 Years
Clearview I Indianapolis, IN 1,845,895.23 (80,266.55) 1986 30 Years
Clearview II Indianapolis, IN 2,273,189.36 (96,736.05) 1987 30 Years
Clearwater Cleveland, OH 1,286,282.72 (54,125.55) 1986 30 Years
Cloisters on the Green Lexington, KY 4,395,005.20 (3,244,511.96) 1974 30 Years
Club at Tanasbourne Hillsboro, OR 21,014,952.66 (2,490,557.45) 1990 30 Years
Club at the Green Beaverton, OR 15,344,986.58 (1,953,730.80) 1991 30 Years
Coach Lantern Scarborough, ME 5,084,301.05 (503,155.70) 1971/1981 30 Years
Coachlight Village Agawam, MA 3,862,112.89 (21,098.00) 1967 30 Years
Coachman Trails Plymouth, MN 11,096,759.26 (903,829.70) 1987 30 Years
Coconut Palm Club Coconut Creek, GA 21,109,793.63 (1,751,918.14) 1992 30 Years
Colinas Pointe Denver, CO 16,248,001.66 (1,977,966.70) 1986 30 Years
Collier Ridge Atlanta, GA 26,748,947.35 (1,286,771.44) (X) 30 Years
Colonial Village Plainville,CT 5,340,317.65 (28,676.00) 1968 30 Years
Colony Place Fort Myers, FL 22,712,135.52 (1,718,530.44) 1991 30 Years
Colony Woods Birmingham, AL 23,645,593.28 (1,989,688.91) 1991/1994 30 Years
Concord Square Cincinnati, OH 1,225,712.70 (51,529.76) 1982 30 Years
Concord Square (IN) Kokomo, IN 1,230,472.10 (53,399.92) 1983 30 Years
Concord Square I (OH) Mansfield, OH 1,667,550.17 (71,982.28) 1981/83 30 Years
Conway Court Roslindale, MA 782,422.91 (4,550.00) 1920 30 Years
Conway Station Orlando, FL 13,001,673.42 (932,673.54) 1987 30 Years
Copper Canyon Denver, CO 17,735,629.33 (1,045,624.60) 1999 30 Years
Copper Creek Phoenix, AZ 10,599,037.22 (1,292,939.16) 1984 30 Years
Copper Terrace Orlando, FL 19,753,185.42 (1,532,987.44) 1989 30 Years
Copperfield San Antonio, TX 8,526,055.23 (1,226,910.82) 1984 30 Years
Country Brook Chandler, AZ 31,546,353.07 (3,294,941.96) 1986-1996 30 Years
Country Club Place (FL) Pembroke Pines, FL 11,331,796.19 (890,970.26) 1987 30 Years
Country Club Village Seattle, WA 12,087,366.83 (1,464,111.23) 1991 30 Years
Country Club Woods Mobile, AL (V) 6,105,144.85 (245,096.00) 1975 30 Years
Country Gables Beaverton, OR 17,703,127.11 (2,200,929.08) 1991 30 Years
Country Place Birmingham, AL (V) 2,002,576.73 (79,914.00) 1978 30 Years
Country Ridge Farmington Hills, MI 17,009,184.97 (2,742,554.88) 1986 30 Years
Countryside I Daytona Beach, FL 1,441,890.12 (63,328.89) 1982 30 Years
Countryside II Daytona Beach, FL 2,346,087.48 (100,767.81) 1982 30 Years
Countryside III (REIT) Daytona Beach, FL 799,868.20 - 1983 30 Years
Countryside Manor Atlanta, GA 3,015,217.27 (128,658.03) 1985 30 Years
Coventry at Cityview Fort Worth, TX 25,440,124.87 (1,863,314.73) 1996 30 Years
Creekside (San Mateo) San Mateo, CA 31,109,820.26 (1,901,038.32) 1985 30 Years
Creekside Homes at Legacy Plano. TX 36,991,070.52 (2,545,602.28) 1998 30 Years
Creekside Village Mountlake Terrace, WA 29,775,696.27 (6,267,859.26) 1987 30 Years
Creekwood Charlotte, NC 19,119,780.71 (2,139,767.45) 1987-1990 30 Years
Crescent at Cherry Creek Denver, CO 18,059,339.02 (1,782,287.53) 1994 30 Years
Cross Creek Charlotte, NC 23,831,742.89 (1,973,501.78) 1989 30 Years
Crosswinds St. Petersburg, FL 7,925,604.64 (969,179.26) 1986 30 Years
Crown Court Phoenix, AZ 32,746,034.23 (4,014,305.64) 1987 30 Years
Crystal Creek Phoenix, AZ 10,430,385.21 (2,184,854.42) 1985 30 Years
Crystal Village Attleboro, MA 6,833,141.62 (619,103.30) 1974 30 Years


S-3





Initial Cost to
Description Company
- ------------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- ------------------------------------------------------------------------------------------------------------------------------

Cypress Panama City, FL 1,402,092.29 171,882.34 1,514,635.71
Cypress Point Las Vegas, NV - 959,690.00 8,636,550.62
Daniel Court Cincinnati, OH 2,309,761.74 334,100.71 2,943,516.33
Dartmouth Place I Akron, OH - 151,770.96 1,337,421.54
Dartmouth Place II Akron, OH - 130,101.56 1,146,336.54
Dartmouth Woods Denver, CO (S) 1,609,800.00 10,832,754.24
Dean Estates Taunton, MA - 498,079.65 3,333,302.26
Dean Estates II Cranston, RI 1,225,289.00 308,456.89 2,064,288.38
Deerbrook Jacksonville, FL - 1,008,000.00 8,845,716.24
Deerwood (Corona) Corona, CA - 4,742,200.00 20,272,892.01
Deerwood (FL) Orlando, FL 862,543.84 114,948.15 1,012,818.51
Deerwood (SD) San Diego, CA - 2,082,095.00 18,740,815.37
Deerwood Meadows Greensboro, NC - 986,743.00 7,204,361.73
Defoor Village Atlanta, GA - 2,966,400.00 10,570,210.33
Desert Park Las Vegas, NV - 1,085,400.00 9,768,418.53
Desert Sands Phoenix, AZ - 1,481,050.00 13,386,812.73
Dogwood Glen I Indianpolis, IN 1,733,788.55 240,854.78 2,122,193.09
Dogwood Glen II Indianpolis, IN 1,342,655.98 202,396.77 1,783,336.09
Dos Caminos Phoenix, AZ - 1,727,900.00 15,567,778.26
Dover Place I Cleveland, OH - 244,293.77 2,152,494.39
Dover Place II Cleveland, OH 1,605,285.60 230,895.36 2,034,241.71
Dover Place III Cleveland, OH 760,658.42 119,835.15 1,055,878.24
Dover Place IV Cleveland, OH 1,847,313.29 261,911.97 2,307,729.91
Driftwood Jacksonville, FL 346,205.63 126,357.35 1,113,430.46
Duraleigh Woods Raleigh, NC - 1,629,000.00 19,917,749.59
Eagle Canyon Chino Hills, CA - 1,808,900.00 16,274,360.96
East Pointe Charlotte, NC 9,151,939.10 1,365,900.00 12,295,246.21
Edgewood Woodinville, WA 5,631,077.37 1,070,100.00 9,632,980.07
Elmtree Park I Indianpolis, IN 1,468,159.57 157,687.17 1,389,620.78
Elmtree Park II Indianpolis, IN 922,884.14 114,114.14 1,005,454.90
Elmwood (GA) Atlanta, GA - 183,756.45 1,619,094.62
Elmwood I (FL) W. Palm Beach, FL 316,201.53 163,388.66 1,439,632.14
Elmwood II (FL) W. Palm Beach, FL 1,321,339.77 179,743.41 1,582,960.29
Emerald Bay Winter Park, FL - 2,161,600.00 13,550,795.65
Emerald Place Bermuda Dunes, CA - 956,500.00 8,609,599.40
Emerson Place Combined Boston, MA - 14,855,000.00 57,566,635.65
Enclave, The Tempe, AZ (N) 1,500,192.00 19,281,398.59
English Hills Charlotte, NC - 1,260,000.00 12,554,291.22
Esprit Del Sol Solana Beach, CA - 5,111,200.00 11,910,438.14
Essex Place Overland Park, KS - 1,835,400.00 16,513,585.66
Essex Place (FL) Tampa, FL - 1,188,000.00 7,106,384.37
Estate at Quarry Lake Austin, TX 12,358,660.27 1,963,000.00 18,972,536.69
Ethans Glen III Kansas City, MO 2,364,258.00 246,500.00 2,223,049.34
Ethans Ridge I Kansas City, MO 16,216,607.00 1,948,300.00 17,573,969.73
Ethans Ridge II Kansas City, MO 10,981,324.00 1,468,134.66 13,183,141.26
Fairfield Combined Stamford, CT - 6,510,200.00 39,508,185.06
Fairland Gardens Silver Spring, MD - 6,000,000.00 19,993,773.44
Falls Tampa, FL - 1,440,000.00 8,445,777.54
Farmington Gates Germantown, TN - 973,797.81 8,786,179.80
Farnham Park Houston, TX 11,241,123.26 1,512,600.00 14,233,759.62
Fernbrook Townhomes Plymouth, MN 5,157,224.67 580,100.00 6,683,692.61
Fielder Crossing Arlington, TX 3,335,991.59 718,100.00 3,933,387.18
Firdale Village Seattle, WA - 2,279,400.00 20,496,048.82
Fireside Park Rockville, MD 8,602,299.91 4,248,000.00 10,126,974.37
Forest Glen Pensacola, FL - 161,548.49 1,423,618.28
Forest Place Tampa, FL 10,556,952.65 1,708,000.00 8,612,028.53
Forest Ridge I & II Arlington, TX 16,541,000.00 2,362,700.00 21,263,294.52
Forest Valley San Antonio, TX - 590,000.00 5,310,327.86
Forest Village Macon, GA 1,138,943.58 224,021.80 1,973,876.21
Forsythia Court (KY) Louisville, KY 1,900,342.07 279,450.32 2,462,186.82
Forsythia Court (MD) Baltimore, MD 2,062,182.47 251,955.21 2,220,099.99
Forsythia Court II (MD) Baltimore, MD - 239,833.55 2,113,338.95
Fountain Creek Phoenix, AZ - 686,500.00 6,177,919.79
Fountain Place I Eden Prairie, MN 24,653,106.00 2,405,068.29 21,694,116.90
Fountain Place II Eden Prairie, MN 12,600,000.00 1,231,349.55 11,095,333.38
Fountainhead I San Antonio, TX (Q) 1,205,816.00 5,201,498.49
Fountainhead II San Antonio, TX (Q) 1,205,817.00 4,530,794.57
Fountainhead III San Antonio, TX (Q) 1,205,816.00 4,399,092.50
Fountains at Flamingo Las Vegas, NV 15,384,000.00 3,183,100.00 28,650,075.52
Four Lakes Lisle, IL 10,344,569.26 2,465,000.00 13,091,598.96
Four Lakes 5 Lisle, IL (Q) 600,000.00 18,717,932.75
Four Winds Fall River, MA 6,004,919.00 1,370,842.90 9,174,102.51
Fox Hill Apartments Enfield, CT 5,553,940.00 1,129,018.28 7,555,737.69
Fox Hill Commons Vernon, CT 2,195,541.00 478,502.81 3,202,288.02
Fox Run (WA) Federal Way, WA - 639,700.00 5,765,017.82
Foxchase Grand Prairie, TX - 781,700.00 7,621,195.71
Foxcroft Scarborough, ME - 523,400.00 4,527,408.97
Foxhaven Canton, OH 1,784,797.60 256,820.91 2,263,172.10
Foxton (MI) Detriot, MI 881,737.75 156,362.50 1,377,823.99
Foxton II (OH) Dayton, OH 1,357,189.73 165,805.54 1,460,832.47
Garden Court Detriot, MI 2,095,990.70 351,531.69 3,096,890.33
Garden Lake Riverdale, GA - 1,466,900.00 13,186,716.06
Garden Terrace I Tampa, FL 582,397.85 93,143.89 820,699.22
Garden Terrace II Tampa, FL 665,597.34 97,119.68 855,730.21
Gatehouse at Pine Lake Plantation , FL - 1,896,600.00 17,070,794.56
Gatehouse on the Green Pembroke Pines, FL - 2,228,200.00 20,056,270.22
Gates at Carlson Center Minnetonka, MN (O) 4,355,200.00 23,802,816.77
Gates of Redmond Redmond, WA 6,100,759.92 2,306,100.00 12,080,659.89




Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- -------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- -------------------------------------------------------------------------------------------------------------------

Cypress Panama City, FL - 57,139.32 171,882.34 1,571,775.03
Cypress Point Las Vegas, NV - 815,887.20 959,690.00 9,452,437.82
Daniel Court Cincinnati, OH - 273,179.36 334,100.71 3,216,695.69
Dartmouth Place I Akron, OH - 30,222.28 151,770.96 1,367,643.82
Dartmouth Place II Akron, OH - 19,138.47 130,101.56 1,165,475.01
Dartmouth Woods Denver, CO - 389,959.68 1,609,800.00 11,222,713.92
Dean Estates Taunton, MA - 4,270.12 498,079.65 3,337,572.38
Dean Estates II Cranston, RI - 1,121.90 308,456.89 2,065,410.28
Deerbrook Jacksonville, FL - 326,921.28 1,008,000.00 9,172,637.52
Deerwood (Corona) Corona, CA - 624,157.40 4,742,200.00 20,897,049.41
Deerwood (FL) Orlando, FL - 38,836.84 114,948.15 1,051,655.35
Deerwood (SD) San Diego, CA - 3,283,606.74 2,082,095.00 22,024,422.11
Deerwood Meadows Greensboro, NC - 790,236.83 986,743.00 7,994,598.56
Defoor Village Atlanta, GA - 149,747.73 2,966,400.00 10,719,958.06
Desert Park Las Vegas, NV - 784,886.68 1,085,400.00 10,553,305.21
Desert Sands Phoenix, AZ - 1,146,127.19 1,481,050.00 14,532,939.92
Dogwood Glen I Indianpolis, IN - 104,067.38 240,854.78 2,226,260.47
Dogwood Glen II Indianpolis, IN - 96,205.71 202,396.77 1,879,541.80
Dos Caminos Phoenix, AZ - 781,854.33 1,727,900.00 16,349,632.59
Dover Place I Cleveland, OH - 41,689.79 244,293.77 2,194,184.18
Dover Place II Cleveland, OH - 16,537.48 230,895.36 2,050,779.19
Dover Place III Cleveland, OH - 5,787.20 119,835.15 1,061,665.44
Dover Place IV Cleveland, OH - 16,836.97 261,911.97 2,324,566.88
Driftwood Jacksonville, FL - 38,246.25 126,357.35 1,151,676.71
Duraleigh Woods Raleigh, NC - 1,217,285.21 1,629,000.00 21,135,034.80
Eagle Canyon Chino Hills, CA - 505,178.02 1,808,900.00 16,779,538.98
East Pointe Charlotte, NC - 1,295,103.10 1,365,900.00 13,590,349.31
Edgewood Woodinville, WA - 593,669.24 1,070,100.00 10,226,649.31
Elmtree Park I Indianpolis, IN - 68,332.06 157,687.17 1,457,952.84
Elmtree Park II Indianpolis, IN - 59,442.94 114,114.14 1,064,897.84
Elmwood (GA) Atlanta, GA - 49,146.76 183,756.45 1,668,241.38
Elmwood I (FL) W. Palm Beach, FL - 24,230.57 163,388.66 1,463,862.71
Elmwood II (FL) W. Palm Beach, FL - 25,522.26 179,743.41 1,608,482.55
Emerald Bay Winter Park, FL - 1,066,348.80 2,161,600.00 14,617,144.45
Emerald Place Bermuda Dunes, CA - 716,359.33 956,500.00 9,325,958.73
Emerson Place Combined Boston, MA - 2,746,917.33 14,855,000.00 60,313,552.98
Enclave, The Tempe, AZ - 184,583.64 1,500,192.00 19,465,982.23
English Hills Charlotte, NC - 366,191.29 1,260,000.00 12,920,482.51
Esprit Del Sol Solana Beach, CA - 295,819.48 5,111,200.00 12,206,257.62
Essex Place Overland Park, KS - 2,618,384.73 1,835,400.00 19,131,970.39
Essex Place (FL) Tampa, FL - 341,803.18 1,188,000.00 7,448,187.55
Estate at Quarry Lake Austin, TX - 368,901.49 1,963,000.00 19,341,438.18
Ethans Glen III Kansas City, MO - 115,888.22 246,500.00 2,338,937.56
Ethans Ridge I Kansas City, MO - 896,325.40 1,948,300.00 18,470,295.13
Ethans Ridge II Kansas City, MO - 489,299.40 1,468,134.66 13,672,440.66
Fairfield Combined Stamford, CT - 311,032.95 6,510,200.00 39,819,218.01
Fairland Gardens Silver Spring, MD - 565,853.27 6,000,000.00 20,559,626.71
Falls Tampa, FL - 385,700.09 1,440,000.00 8,831,477.63
Farmington Gates Germantown, TN - 563,297.26 973,797.81 9,349,477.06
Farnham Park Houston, TX - 227,429.18 1,512,600.00 14,461,188.80
Fernbrook Townhomes Plymouth, MN - 190,594.74 580,100.00 6,874,287.35
Fielder Crossing Arlington, TX - 72,395.93 718,100.00 4,005,783.11
Firdale Village Seattle, WA - 632,442.04 2,279,400.00 21,128,490.86
Fireside Park Rockville, MD - 227,462.36 4,248,000.00 10,354,436.73
Forest Glen Pensacola, FL - 110,573.74 161,548.49 1,534,192.02
Forest Place Tampa, FL - 318,930.26 1,708,000.00 8,930,958.79
Forest Ridge I & II Arlington, TX - 1,509,604.07 2,362,700.00 22,772,898.59
Forest Valley San Antonio, TX - 341,101.16 590,000.00 5,651,429.02
Forest Village Macon, GA - 39,864.69 224,021.80 2,013,740.90
Forsythia Court (KY) Louisville, KY - 54,439.58 279,450.32 2,516,626.40
Forsythia Court (MD) Baltimore, MD - 116,632.09 251,955.21 2,336,732.08
Forsythia Court II (MD) Baltimore, MD - 104,610.70 239,833.55 2,217,949.65
Fountain Creek Phoenix, AZ - 729,068.97 686,500.00 6,906,988.76
Fountain Place I Eden Prairie, MN - 590,251.12 2,405,068.29 22,284,368.02
Fountain Place II Eden Prairie, MN - 232,631.03 1,231,349.55 11,327,964.41
Fountainhead I San Antonio, TX - 138,558.30 1,205,816.00 5,340,056.79
Fountainhead II San Antonio, TX - 739,020.99 1,205,817.00 5,269,815.56
Fountainhead III San Antonio, TX - 789,443.57 1,205,816.00 5,188,536.07
Fountains at Flamingo Las Vegas, NV - 1,044,927.95 3,183,100.00 29,695,003.47
Four Lakes Lisle, IL - 10,098,878.81 2,465,000.00 23,190,477.77
Four Lakes 5 Lisle, IL - 1,481,524.91 600,000.00 20,199,457.66
Four Winds Fall River, MA - 12,003.74 1,370,842.90 9,186,106.25
Fox Hill Apartments Enfield, CT - 10,912.53 1,129,018.28 7,566,650.22
Fox Hill Commons Vernon, CT - 13,355.87 478,502.81 3,215,643.89
Fox Run (WA) Federal Way, WA - 630,834.03 639,700.00 6,395,851.85
Foxchase Grand Prairie, TX - 650,585.21 781,700.00 8,271,780.92
Foxcroft Scarborough, ME - 266,502.71 523,400.00 4,793,911.68
Foxhaven Canton, OH - 104,661.54 256,820.91 2,367,833.64
Foxton (MI) Detriot, MI - 34,355.87 156,362.50 1,412,179.86
Foxton II (OH) Dayton, OH - 48,116.22 165,805.54 1,508,948.69
Garden Court Detriot, MI - 56,214.20 351,531.69 3,153,104.53
Garden Lake Riverdale, GA - 417,266.28 1,466,900.00 13,603,982.34
Garden Terrace I Tampa, FL - 59,185.04 93,143.89 879,884.26
Garden Terrace II Tampa, FL - 46,324.10 97,119.68 902,054.31
Gatehouse at Pine Lake Plantation , FL - 670,893.05 1,896,600.00 17,741,687.61
Gatehouse on the Green Pembroke Pines, FL - 1,002,201.45 2,228,200.00 21,058,471.67
Gates at Carlson Center Minnetonka, MN - 826,956.38 4,355,200.00 24,629,773.15
Gates of Redmond Redmond, WA - 341,183.61 2,306,100.00 12,421,843.50



Life Used to
Description Compute
- ------------------------------------------------------------------------------------------------------------------ Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- ---------------------------------------------------------------------------------------------------------------------------------

Cypress Panama City, FL 1,743,657.37 (77,379.90) 1985 30 Years
Cypress Point Las Vegas, NV 10,412,127.82 (2,445,343.38) 1989 30 Years
Daniel Court Cincinnati, OH 3,550,796.40 (157,900.83) 1985 30 Years
Dartmouth Place I Akron, OH 1,519,414.78 (63,614.36) 1982 30 Years
Dartmouth Place II Akron, OH 1,295,576.57 (55,035.20) 1986 30 Years
Dartmouth Woods Denver, CO 12,832,513.92 (1,525,382.07) 1990 30 Years
Dean Estates Taunton, MA 3,835,652.03 (20,129.00) 1984 30 Years
Dean Estates II Cranston, RI 2,373,867.17 (12,802.00) 1970 30 Years
Deerbrook Jacksonville, FL 10,180,637.52 (789,318.21) 1983 30 Years
Deerwood (Corona) Corona, CA 25,639,249.41 (2,540,031.96) 1992 30 Years
Deerwood (FL) Orlando, FL 1,166,603.50 (51,371.41) 1982 30 Years
Deerwood (SD) San Diego, CA 24,106,517.11 (5,991,111.77) 1990 30 Years
Deerwood Meadows Greensboro, NC 8,981,341.56 (2,445,736.09) 1986 30 Years
Defoor Village Atlanta, GA 13,686,358.06 (985,629.59) 1997 30 Years
Desert Park Las Vegas, NV 11,638,705.21 (2,267,115.01) 1987 30 Years
Desert Sands Phoenix, AZ 16,013,989.92 (2,769,398.47) 1982 30 Years
Dogwood Glen I Indianpolis, IN 2,467,115.25 (106,117.01) 1986 30 Years
Dogwood Glen II Indianpolis, IN 2,081,938.57 (91,021.24) 1987 30 Years
Dos Caminos Phoenix, AZ 18,077,532.59 (2,254,573.50) 1983 30 Years
Dover Place I Cleveland, OH 2,438,477.95 (100,758.14) 1982 30 Years
Dover Place II Cleveland, OH 2,281,674.55 (92,983.92) 1983 30 Years
Dover Place III Cleveland, OH 1,181,500.59 (47,542.37) 1983 30 Years
Dover Place IV Cleveland, OH 2,586,478.85 (105,086.68) 1986 30 Years
Driftwood Jacksonville, FL 1,278,034.06 (57,100.60) 1985 30 Years
Duraleigh Woods Raleigh, NC 22,764,034.80 (1,771,142.67) 1987 30 Years
Eagle Canyon Chino Hills, CA 18,588,438.98 (2,685,715.31) 1985 30 Years
East Pointe Charlotte, NC 14,956,249.31 (3,816,269.04) 1987 30 Years
Edgewood Woodinville, WA 11,296,749.31 (2,470,232.12) 1986 30 Years
Elmtree Park I Indianpolis, IN 1,615,640.01 (70,373.56) 1986 30 Years
Elmtree Park II Indianpolis, IN 1,179,011.98 (53,686.70) 1987 30 Years
Elmwood (GA) Atlanta, GA 1,851,997.83 (77,077.48) 1984 30 Years
Elmwood I (FL) W. Palm Beach, FL 1,627,251.37 (68,518.72) 1984 30 Years
Elmwood II (FL) W. Palm Beach, FL 1,788,225.96 (74,119.20) 1984 30 Years
Emerald Bay Winter Park, FL 16,778,744.45 (1,793,867.07) 1972 30 Years
Emerald Place Bermuda Dunes, CA 10,282,458.73 (2,558,839.67) 1988 30 Years
Emerson Place Combined Boston, MA 75,168,552.98 (5,717,513.24) 1962 30 Years
Enclave, The Tempe, AZ 20,966,174.23 (2,098,287.95) 1994 30 Years
English Hills Charlotte, NC 14,180,482.51 (1,101,044.71) 1984 30 Years
Esprit Del Sol Solana Beach, CA 17,317,457.62 (1,070,870.32) 1986 30 Years
Essex Place Overland Park, KS 20,967,370.39 (5,036,719.41) 1970-84 30 Years
Essex Place (FL) Tampa, FL 8,636,187.55 (626,018.63) 1989 30 Years
Estate at Quarry Lake Austin, TX 21,304,438.18 (1,569,294.85) 1995 30 Years
Ethans Glen III Kansas City, MO 2,585,437.56 (283,801.42) 1990 30 Years
Ethans Ridge I Kansas City, MO 20,418,595.13 (2,204,175.80) 1988 30 Years
Ethans Ridge II Kansas City, MO 15,140,575.32 (1,562,549.23) 1990 30 Years
Fairfield Combined Stamford, CT 46,329,418.01 (3,833,282.26) 1996 30 Years
Fairland Gardens Silver Spring, MD 26,559,626.71 (1,386,935.40) 1981 30 Years
Falls Tampa, FL 10,271,477.63 (773,520.03) 1985 30 Years
Farmington Gates Germantown, TN 10,323,274.87 (1,130,759.11) 1976 30 Years
Farnham Park Houston, TX 15,973,788.80 (1,532,923.54) 1996 30 Years
Fernbrook Townhomes Plymouth, MN 7,454,387.35 (600,078.62) 1993 30 Years
Fielder Crossing Arlington, TX 4,723,883.11 (392,831.41) 1980 30 Years
Firdale Village Seattle, WA 23,407,890.86 (2,893,109.10) 1986 30 Years
Fireside Park Rockville, MD 14,602,436.73 (767,479.83) 1961 30 Years
Forest Glen Pensacola, FL 1,695,740.51 (75,745.56) 1986 30 Years
Forest Place Tampa, FL 10,638,958.79 (809,543.99) 1985 30 Years
Forest Ridge I & II Arlington, TX 25,135,598.59 (4,443,806.40) 1984/85 30 Years
Forest Valley San Antonio, TX 6,241,429.02 (841,053.27) 1983 30 Years
Forest Village Macon, GA 2,237,762.70 (94,219.73) 1983 30 Years
Forsythia Court (KY) Louisville, KY 2,796,076.72 (116,423.33) 1985 30 Years
Forsythia Court (MD) Baltimore, MD 2,588,687.29 (106,256.34) 1986 30 Years
Forsythia Court II (MD) Baltimore, MD 2,457,783.20 (101,302.14) 1987 30 Years
Fountain Creek Phoenix, AZ 7,593,488.76 (1,531,251.51) 1984 30 Years
Fountain Place I Eden Prairie, MN 24,689,436.31 (2,546,839.22) 1989 30 Years
Fountain Place II Eden Prairie, MN 12,559,313.96 (1,272,571.91) 1989 30 Years
Fountainhead I San Antonio, TX 6,545,872.79 (2,755,925.67) 1985/1987 30 Years
Fountainhead II San Antonio, TX 6,475,632.56 (2,562,320.07) 1985/1987 30 Years
Fountainhead III San Antonio, TX 6,394,352.07 (2,265,036.45) 1985/1987 30 Years
Fountains at Flamingo Las Vegas, NV 32,878,103.47 (6,764,316.85) 1989-91 30 Years
Four Lakes Lisle, IL 25,655,477.77 (13,438,779.09) 1968/1988* 30 Years
Four Lakes 5 Lisle, IL 20,799,457.66 (8,754,906.26) 1968/1988* 30 Years
Four Winds Fall River, MA 10,556,949.15 (55,634.00) 1987 30 Years
Fox Hill Apartments Enfield, CT 8,695,668.50 (46,643.00) 1974 30 Years
Fox Hill Commons Vernon, CT 3,694,146.70 (19,846.00) 1965 30 Years
Fox Run (WA) Federal Way, WA 7,035,551.85 (1,684,396.01) 1988 30 Years
Foxchase Grand Prairie, TX 9,053,480.92 (1,255,038.02) 1983 30 Years
Foxcroft Scarborough, ME 5,317,311.68 (525,633.52) 1977/1979 30 Years
Foxhaven Canton, OH 2,624,654.55 (112,048.05) 1986 30 Years
Foxton (MI) Detriot, MI 1,568,542.36 (65,645.50) 1983 30 Years
Foxton II (OH) Dayton, OH 1,674,754.23 (72,540.41) 1983 30 Years
Garden Court Detriot, MI 3,504,636.22 (143,026.07) 1988 30 Years
Garden Lake Riverdale, GA 15,070,882.34 (1,691,578.77) 1991 30 Years
Garden Terrace I Tampa, FL 973,028.15 (45,666.36) 1981 30 Years
Garden Terrace II Tampa, FL 999,173.99 (47,829.76) 1982 30 Years
Gatehouse at Pine Lake Plantation , FL 19,638,287.61 (2,764,174.68) 1990 30 Years
Gatehouse on the Green Pembroke Pines, FL 23,286,671.67 (3,253,645.27) 1990 30 Years
Gates at Carlson Center Minnetonka, MN 28,984,973.15 (2,545,111.72) 1989 30 Years
Gates of Redmond Redmond, WA 14,727,943.50 (1,565,488.85) 1979 30 Years




S-4





Initial Cost to
Description Company
- ------------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- ------------------------------------------------------------------------------------------------------------------------------

Gateway Villas Scottsdale, AZ - 1,431,048.00 14,926,832.51
Geary Court Yard San Francisco, CA 17,693,865.00 1,722,400.00 15,471,429.16
Gentian Oaks Columbus, GA 1,172,690.03 169,268.49 1,491,439.86
Georgian Woods Combined (REIT) Wheaton, MD 18,409,976.22 5,038,400.00 28,837,368.82
Glastonbury Center Glastonbury, CT 4,246,238.20 852,606.10 5,705,902.39
Glen Arm Manor Albany, GA 1,148,885.50 166,498.48 1,466,883.08
Glen Eagle Greenville, SC - 835,900.00 7,523,243.58
Glen Grove Wellesley, MA 6,250,120.74 1,344,601.04 8,998,483.87
Glen Meadow Franklin, MA 2,604,666.16 2,339,330.34 15,655,518.43
GlenGarry Club Bloomingdale, IL (O) 3,129,700.00 15,807,888.64
Glenlake Glendale Heights. IL 14,845,000.00 5,041,700.00 16,671,969.86
Glenview Huntsville, AL - 184,451.17 1,625,215.87
Glenwood Village Macon, GA 1,081,733.20 167,778.79 1,478,613.98
Gosnold Grove East Falmouth, MA 705,288.77 124,295.62 831,824.52
Governor's Pointe Roswell, GA (E) 3,746,600.00 24,511,111.56
Granada Highlands Malden, MA - 28,210,000.00 99,944,576.46
Grandview I & II Las Vegas, NV - 2,333,300.00 15,527,186.82
Greenbriar (AL) Montgomery, AL (V) 1,702,452.80 94,355.62 2,100,125.21
Greenbriar Glen Altlanta, GA 1,513,870.06 227,701.24 2,006,246.10
Greenfield Village Rocky Hill , CT - 911,534.03 6,100,266.22
Greengate Marietta, GA - 132,978.82 1,526,005.00
Greengate (FL) W. Palm Beach, FL 2,664,570.99 2,500,000.00 1,611,780.94
Greenglen (Day) Dayton, OH - 204,289.28 1,800,172.18
Greenglen II (Lim) Lima, OH 881,672.19 87,335.04 769,516.93
Greenglen II (Tol) Toledo, OH 801,081.70 162,263.62 1,429,719.33
Greenhaven Union City, CA 10,730,718.00 7,507,000.00 15,210,398.75
Greenhouse - Frey Road Atlanta, GA (Q) 2,467,200.00 22,187,443.25
Greenhouse - Holcomb Bridge Atlanta, GA (Q) 2,143,300.00 19,291,427.17
Greenhouse - Roswell Atlanta, GA (Q) 1,220,000.00 10,974,727.39
Greentree 1 Glen Burnie, MD 11,558,315.82 3,912,968.00 11,782,559.84
Greentree 2 Glen Burnie, MD - 2,700,000.00 8,246,736.65
Greentree 3 Glen Burnie, MD 7,117,367.80 2,380,443.00 7,268,833.03
Greentree I (GA) (REIT) Thomasville, GA 683,702.55 84,750.00 762,659.20
Greentree II (GA) (REIT) Thomasville, GA 514,719.15 81,000.00 729,283.17
Greenwood Village Tempe, AZ - 2,118,781.00 17,274,215.96
Grey Eagle Greenville, SC - 727,600.00 6,547,650.42
Greystone Atlanta, GA - 2,252,000.00 5,204,900.59
Gwinnett Crossing Duluth, GA - 2,632,000.00 32,016,495.96
Hall Place Quincy, MA - 3,150,800.00 5,121,949.51
Hammock's Place Miami, FL (F) 319,180.00 12,513,466.73
Hampshire Court Ft. Wayne, IN - 101,296.87 892,635.80
Hampshire II Cleveland, OH 848,922.47 126,231.36 1,112,035.85
Hamptons Tacoma, WA 5,762,491.36 1,119,200.00 10,075,844.29
Harbinwood Atlanta, GA 1,598,881.20 236,760.99 2,086,122.35
Harbor Pointe Milwaukee, WI 12,000,000.00 2,979,800.00 22,096,545.77
Harborview San Pedro, CA 11,893,332.34 6,402,500.00 12,629,461.89
Harbour Town Boca Raton, FL - 11,760,000.00 20,190,752.11
Harrison Park Tucson, AZ (M) 1,265,094.00 16,342,321.80
Hartwick Anderson, IN 705,677.36 123,790.52 1,090,729.42
Harvest Grove Conyers, GA - 752,000.00 18,717,899.36
Harvest Grove I Columbus, OH 1,614,975.59 170,334.08 1,500,231.87
Harvest Grove II Columbus, OH 1,058,086.12 148,791.56 1,310,817.80
Hatcherway Jacksonville, GA 734,798.97 96,885.44 853,716.34
Hathaway Long Beach, CA - 2,512,500.00 22,611,911.55
Hayfield Park Cincinnati, KY 1,562,348.68 261,456.81 2,303,394.44
Haywood Pointe Greenville, SC - 480,000.00 9,163,270.88
Hearthstone San Antonio, TX - 1,035,900.00 3,525,388.03
Heathmoore (Eva) Evansville, IN 1,135,655.87 162,374.53 1,430,746.53
Heathmoore (KY) Louisville, KY 910,990.13 156,839.84 1,381,729.91
Heathmoore (MI) Detriot, MI 1,701,537.14 227,105.01 2,001,242.63
Heathmoore I (IN) Indianapolis, IN 1,215,465.02 144,556.70 1,273,702.04
Heathmoore I (MI) Detriot, MI 1,549,624.36 232,063.87 2,044,226.60
Heathmoore II (MI) Detriot, MI - 170,432.57 1,501,696.63
Heritage Green Sturbridge, MA 4,130,890.28 835,313.22 5,590,173.12
Heritage, The Phoenix, AZ (M) 1,211,205.00 13,136,903.36
Heron Cove Coral Springs, FL - 823,000.00 8,114,761.58
Heron Pointe Boynton Beach, FL - 1,546,700.00 7,774,676.05
Heron Pointe (Atl) Jacksonville, Fl 1,595,240.01 214,332.10 1,888,814.41
Heron Run Plantation, FL - 917,800.00 9,006,476.14
Heronwood (REIT) Ft. Myers, FL 1,241,556.92 146,100.00 1,315,210.70
Hessian Hills Charlottesville, VA (V) 5,303,229.34 181,229.43 5,117,384.31
Hickory Creek Richmond, VA - 1,323,000.00 18,520,609.01
Hickory Mill Columbus, OH 1,036,380.53 161,714.41 1,424,682.19
Hickory Mill I Charleston, WV 923,656.59 129,186.80 1,138,301.52
Hickory Place Gainesville, GL 1,323,345.47 192,453.32 1,695,454.44
Hickory Ridge Greenville, SC - 288,200.00 2,591,929.81
Hidden Acres Sarasota, FL 1,631,303.43 253,138.81 2,230,578.76
Hidden Lakes Haltom City, TX - 1,872,000.00 20,242,108.80
Hidden Oaks Cary, NC - 1,178,600.00 10,614,135.38
Hidden Palms Tampa, FL (E) 2,049,600.00 6,345,884.76
Hidden Pines Orlando, FL 19,561.52 176,307.96 1,553,565.25
Hidden Valley Club Ann Arbor, MI - 915,000.00 7,342,020.00
High Meadow Ellington, CT 4,310,355.91 583,678.94 3,906,159.08
High Points St. Petersburg, FL - 222,307.63 1,958,772.47
High River Tuscaloosa, AL (V) 3,611,916.69 208,107.70 3,740,022.15
Highland Creste Seattle, WA - 935,200.00 8,415,391.11
Highland Glen Westwood, MA - 2,229,095.49 14,917,792.90
Highland Point Denver, CO 9,391,203.77 1,631,900.00 14,684,438.62



Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- ---------------------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- ---------------------------------------------------------------------------------------------------------------------------------

Gateway Villas Scottsdale, AZ - 176,642.31 1,431,048.00 15,103,474.82
Geary Court Yard San Francisco, CA - 292,167.69 1,722,400.00 15,763,596.85
Gentian Oaks Columbus, GA - 48,237.64 169,268.49 1,539,677.50
Georgian Woods Combined (REIT) Wheaton, MD - 2,341,890.09 5,038,400.00 31,179,258.91
Glastonbury Center Glastonbury, CT - 15,819.35 852,606.10 5,721,721.74
Glen Arm Manor Albany, GA - 36,511.48 166,498.48 1,503,394.56
Glen Eagle Greenville, SC - 191,453.75 835,900.00 7,714,697.33
Glen Grove Wellesley, MA - 39,012.28 1,344,601.04 9,037,496.15
Glen Meadow Franklin, MA - 403,979.83 2,339,330.34 16,059,498.26
GlenGarry Club Bloomingdale, IL - 846,195.96 3,129,700.00 16,654,084.60
Glenlake Glendale Heights. IL - 680,942.10 5,041,700.00 17,352,911.96
Glenview Huntsville, AL - 50,015.48 184,451.17 1,675,231.35
Glenwood Village Macon, GA - 29,030.90 167,778.79 1,507,644.88
Gosnold Grove East Falmouth, MA - 6,328.75 124,295.62 838,153.27
Governor's Pointe Roswell, GA - 1,346,479.18 3,746,600.00 25,857,590.74
Granada Highlands Malden, MA - 354,312.48 28,210,000.00 100,298,888.94
Grandview I & II Las Vegas, NV - 385,914.14 2,333,300.00 15,913,100.96
Greenbriar (AL) Montgomery, AL (V) - 46,564.22 94,355.62 2,146,689.43
Greenbriar Glen Altlanta, GA - 22,707.33 227,701.24 2,028,953.43
Greenfield Village Rocky Hill , CT - 13,463.33 911,534.03 6,113,729.55
Greengate Marietta, GA - 1,442,639.39 132,978.82 2,968,644.39
Greengate (FL) W. Palm Beach, FL - 19,574.99 2,500,000.00 1,631,355.93
Greenglen (Day) Dayton, OH - 54,202.98 204,289.28 1,854,375.16
Greenglen II (Lim) Lima, OH - 9,951.13 87,335.04 779,468.06
Greenglen II (Tol) Toledo, OH - 19,784.27 162,263.62 1,449,503.60
Greenhaven Union City, CA - 400,955.17 7,507,000.00 15,611,353.92
Greenhouse - Frey Road Atlanta, GA - 1,798,581.67 2,467,200.00 23,986,024.92
Greenhouse - Holcomb Bridge Atlanta, GA - 1,640,928.09 2,143,300.00 20,932,355.26
Greenhouse - Roswell Atlanta, GA - 1,174,883.12 1,220,000.00 12,149,610.51
Greentree 1 Glen Burnie, MD - 627,237.75 3,912,968.00 12,409,797.59
Greentree 2 Glen Burnie, MD - 275,234.16 2,700,000.00 8,521,970.81
Greentree 3 Glen Burnie, MD - 194,184.04 2,380,443.00 7,463,017.07
Greentree I (GA) (REIT) Thomasville, GA - - 84,750.00 762,659.20
Greentree II (GA) (REIT) Thomasville, GA - - 81,000.00 729,283.17
Greenwood Village Tempe, AZ - 620,533.11 2,118,781.00 17,894,749.07
Grey Eagle Greenville, SC - 170,308.46 727,600.00 6,717,958.88
Greystone Atlanta, GA - 1,409,728.97 2,252,000.00 6,614,629.56
Gwinnett Crossing Duluth, GA - 748,253.50 2,632,000.00 32,764,749.46
Hall Place Quincy, MA - 137,872.60 3,150,800.00 5,259,822.11
Hammock's Place Miami, FL - 769,890.89 319,180.00 13,283,357.62
Hampshire Court Ft. Wayne, IN - 23,586.45 101,296.87 916,222.25
Hampshire II Cleveland, OH - 10,853.30 126,231.36 1,122,889.15
Hamptons Tacoma, WA - 384,673.67 1,119,200.00 10,460,517.96
Harbinwood Atlanta, GA - 58,009.57 236,760.99 2,144,131.92
Harbor Pointe Milwaukee, WI - 1,360,685.19 2,979,800.00 23,457,230.96
Harborview San Pedro, CA - 410,751.24 6,402,500.00 13,040,213.13
Harbour Town Boca Raton, FL - 170,380.47 11,760,000.00 20,361,132.58
Harrison Park Tucson, AZ - 366,179.65 1,265,094.00 16,708,501.45
Hartwick Anderson, IN - 39,389.43 123,790.52 1,130,118.85
Harvest Grove Conyers, GA - 279,768.01 752,000.00 18,997,667.37
Harvest Grove I Columbus, OH - 87,894.03 170,334.08 1,588,125.90
Harvest Grove II Columbus, OH - 18,540.75 148,791.56 1,329,358.55
Hatcherway Jacksonville, GA - 35,440.21 96,885.44 889,156.55
Hathaway Long Beach, CA - 904,849.39 2,512,500.00 23,516,760.94
Hayfield Park Cincinnati, KY - 59,009.62 261,456.81 2,362,404.06
Haywood Pointe Greenville, SC - 185,107.00 480,000.00 9,348,377.88
Hearthstone San Antonio, TX - 972,536.62 1,035,900.00 4,497,924.65
Heathmoore (Eva) Evansville, IN - 17,784.72 162,374.53 1,448,531.25
Heathmoore (KY) Louisville, KY - 22,732.34 156,839.84 1,404,462.25
Heathmoore (MI) Detriot, MI - 87,840.28 227,105.01 2,089,082.91
Heathmoore I (IN) Indianapolis, IN - 57,864.54 144,556.70 1,331,566.58
Heathmoore I (MI) Detriot, MI - 81,303.88 232,063.87 2,125,530.48
Heathmoore II (MI) Detriot, MI - 60,472.13 170,432.57 1,562,168.76
Heritage Green Sturbridge, MA - 1,654.34 835,313.22 5,591,827.46
Heritage, The Phoenix, AZ - 174,099.84 1,211,205.00 13,311,003.20
Heron Cove Coral Springs, FL - 703,171.94 823,000.00 8,817,933.52
Heron Pointe Boynton Beach, FL - 604,897.24 1,546,700.00 8,379,573.29
Heron Pointe (Atl) Jacksonville, Fl - 168,724.37 214,332.10 2,057,538.78
Heron Run Plantation, FL - 872,027.93 917,800.00 9,878,504.07
Heronwood (REIT) Ft. Myers, FL - - 146,100.00 1,315,210.70
Hessian Hills Charlottesville, VA (V) - 78,493.48 181,229.43 5,195,877.79
Hickory Creek Richmond, VA - 308,376.59 1,323,000.00 18,828,985.60
Hickory Mill Columbus, OH - 64,000.05 161,714.41 1,488,682.24
Hickory Mill I Charleston, WV - 36,236.01 129,186.80 1,174,537.53
Hickory Place Gainesville, GL - 148,404.46 192,453.32 1,843,858.90
Hickory Ridge Greenville, SC - 290,589.79 288,200.00 2,882,519.60
Hidden Acres Sarasota, FL - 51,101.86 253,138.81 2,281,680.62
Hidden Lakes Haltom City, TX - 215,545.39 1,872,000.00 20,457,654.19
Hidden Oaks Cary, NC - 865,727.65 1,178,600.00 11,479,863.03
Hidden Palms Tampa, FL - 688,135.31 2,049,600.00 7,034,020.07
Hidden Pines Orlando, FL - 136,761.76 176,307.96 1,690,327.01
Hidden Valley Club Ann Arbor, MI - 1,538,719.45 915,000.00 8,880,739.45
High Meadow Ellington, CT - 5,993.24 583,678.94 3,912,152.32
High Points St. Petersburg, FL - 154,849.52 222,307.63 2,113,621.99
High River Tuscaloosa, AL (V) - 90,945.46 208,107.70 3,830,967.61
Highland Creste Seattle, WA - 547,504.79 935,200.00 8,962,895.90
Highland Glen Westwood, MA - 2,952.72 2,229,095.49 14,920,745.62
Highland Point Denver, CO - 594,229.55 1,631,900.00 15,278,668.17



Life Used to
Description Compute
- ------------------------------------------------------------------------------------------------------------- Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- -------------------------------------------------------------------------------------------------------------------------------

Gateway Villas Scottsdale, AZ 16,534,522.82 (1,636,596.33) 1995 30 Years
Geary Court Yard San Francisco, CA 17,485,996.85 (1,741,196.03) 1990 30 Years
Gentian Oaks Columbus, GA 1,708,945.99 (72,885.35) 1985 30 Years
Georgian Woods Combined (REIT) Wheaton, MD 36,217,658.91 (6,073,667.78) 1967 30 Years
Glastonbury Center Glastonbury, CT 6,574,327.84 (34,588.00) 1962 30 Years
Glen Arm Manor Albany, GA 1,669,893.04 (72,330.44) 1986 30 Years
Glen Eagle Greenville, SC 8,550,597.33 (972,926.27) 1990 30 Years
Glen Grove Wellesley, MA 10,382,097.19 (53,464.00) 1979 30 Years
Glen Meadow Franklin, MA 18,398,828.60 (94,975.00) 1971 30 Years
GlenGarry Club Bloomingdale, IL 19,783,784.60 (1,769,422.22) 1989 30 Years
Glenlake Glendale Heights. IL 22,394,611.96 (2,075,123.48) 1988 30 Years
Glenview Huntsville, AL 1,859,682.52 (82,707.23) 1986 30 Years
Glenwood Village Macon, GA 1,675,423.67 (73,877.89) 1986 30 Years
Gosnold Grove East Falmouth, MA 962,448.89 (5,538.00) 1978 30 Years
Governor's Pointe Roswell, GA 29,604,190.74 (3,149,416.06) 1982-1986 30 Years
Granada Highlands Malden, MA 128,508,888.94 (4,146,489.52) 1972 30 Years
Grandview I & II Las Vegas, NV 18,246,400.96 (1,566,126.54) 1980 30 Years
Greenbriar (AL) Montgomery, AL (V) 2,241,045.05 (89,053.00) 1979 30 Years
Greenbriar Glen Altlanta, GA 2,256,654.67 (94,105.01) 1988 30 Years
Greenfield Village Rocky Hill , CT 7,025,263.58 (38,085.00) 1965 30 Years
Greengate Marietta, GA 3,101,623.21 (1,982,144.40) 1971 30 Years
Greengate (FL) W. Palm Beach, FL 4,131,355.93 (24,484.71) 1987 30 Years
Greenglen (Day) Dayton, OH 2,058,664.44 (88,099.12) 1983 30 Years
Greenglen II (Lim) Lima, OH 866,803.10 (38,294.81) 1981 30 Years
Greenglen II (Tol) Toledo, OH 1,611,767.22 (67,727.93) 1982 30 Years
Greenhaven Union City, CA 23,118,353.92 (1,383,881.04) 1983 30 Years
Greenhouse - Frey Road Atlanta, GA 26,453,224.92 (5,990,978.33) 1985 30 Years
Greenhouse - Holcomb Bridge Atlanta, GA 23,075,655.26 (5,320,821.17) 1985 30 Years
Greenhouse - Roswell Atlanta, GA 13,369,610.51 (3,102,510.39) 1985 30 Years
Greentree 1 Glen Burnie, MD 16,322,765.59 (763,412.50) 1973 30 Years
Greentree 2 Glen Burnie, MD 11,221,970.81 (478,930.87) 1973 30 Years
Greentree 3 Glen Burnie, MD 9,843,460.07 (443,852.29) 1973 30 Years
Greentree I (GA) (REIT) Thomasville, GA 847,409.20 - 1983 30 Years
Greentree II (GA) (REIT) Thomasville, GA 810,283.17 - 1984 30 Years
Greenwood Village Tempe, AZ 20,013,530.07 (2,077,094.44) 1984 30 Years
Grey Eagle Greenville, SC 7,445,558.88 (839,162.45) 1991 30 Years
Greystone Atlanta, GA 8,866,629.56 (705,541.99) 1960 30 Years
Gwinnett Crossing Duluth, GA 35,396,749.46 (2,703,720.65) 1989/90 30 Years
Hall Place Quincy, MA 8,410,622.11 (396,389.16) 1998 30 Years
Hammock's Place Miami, FL 13,602,537.62 (3,667,511.71) 1986 30 Years
Hampshire Court Ft. Wayne, IN 1,017,519.12 (43,613.49) 1982 30 Years
Hampshire II Cleveland, OH 1,249,120.51 (53,156.81) 1981 30 Years
Hamptons Tacoma, WA 11,579,717.96 (1,464,757.29) 1991 30 Years
Harbinwood Atlanta, GA 2,380,892.91 (99,747.48) 1985 30 Years
Harbor Pointe Milwaukee, WI 26,437,030.96 (2,650,480.45) 1970/1990 30 Years
Harborview San Pedro, CA 19,442,713.13 (1,824,026.07) 1985 30 Years
Harbour Town Boca Raton, FL 32,121,132.58 (267,715.96) 1985 30 Years
Harrison Park Tucson, AZ 17,973,595.45 (1,918,452.85) 1985 30 Years
Hartwick Anderson, IN 1,253,909.37 (54,859.48) 1982 30 Years
Harvest Grove Conyers, GA 19,749,667.37 (1,577,116.58) 1986 30 Years
Harvest Grove I Columbus, OH 1,758,459.98 (76,341.39) 1986 30 Years
Harvest Grove II Columbus, OH 1,478,150.11 (62,659.19) 1987 30 Years
Hatcherway Jacksonville, GA 986,041.99 (45,675.12) 1986 30 Years
Hathaway Long Beach, CA 26,029,260.94 (4,715,481.91) 1987 30 Years
Hayfield Park Cincinnati, KY 2,623,860.87 (110,257.95) 1986 30 Years
Haywood Pointe Greenville, SC 9,828,377.88 (786,917.11) 1985 30 Years
Hearthstone San Antonio, TX 5,533,824.65 (1,377,527.34) 1982 30 Years
Heathmoore (Eva) Evansville, IN 1,610,905.78 (69,105.15) 1984 30 Years
Heathmoore (KY) Louisville, KY 1,561,302.09 (66,414.81) 1983 30 Years
Heathmoore (MI) Detriot, MI 2,316,187.92 (96,630.91) 1983 30 Years
Heathmoore I (IN) Indianapolis, IN 1,476,123.28 (64,740.23) 1983 30 Years
Heathmoore I (MI) Detriot, MI 2,357,594.35 (97,609.50) 1986 30 Years
Heathmoore II (MI) Detriot, MI 1,732,601.33 (72,325.07) 1986 30 Years
Heritage Green Sturbridge, MA 6,427,140.68 (34,695.00) 1974 30 Years
Heritage, The Phoenix, AZ 14,522,208.20 (1,468,388.76) 1995 30 Years
Heron Cove Coral Springs, FL 9,640,933.52 (2,246,336.50) 1987 30 Years
Heron Pointe Boynton Beach, FL 9,926,273.29 (1,255,135.12) 1989 30 Years
Heron Pointe (Atl) Jacksonville, Fl 2,271,870.88 (101,983.16) 1986 30 Years
Heron Run Plantation, FL 10,796,304.07 (2,535,316.23) 1987 30 Years
Heronwood (REIT) Ft. Myers, FL 1,461,310.70 - 1982 30 Years
Hessian Hills Charlottesville, VA (V) 5,377,107.22 (206,579.00) 1966 30 Years
Hickory Creek Richmond, VA 20,151,985.60 (1,559,516.92) 1984 30 Years
Hickory Mill Columbus, OH 1,650,396.65 (73,361.39) 1980 30 Years
Hickory Mill I Charleston, WV 1,303,724.33 (55,217.87) 1983 30 Years
Hickory Place Gainesville, GL 2,036,312.22 (84,032.61) 1983 30 Years
Hickory Ridge Greenville, SC 3,170,719.60 (381,063.34) 1968 30 Years
Hidden Acres Sarasota, FL 2,534,819.43 (108,737.20) 1987 30 Years
Hidden Lakes Haltom City, TX 22,329,654.19 (1,637,699.44) 1996 30 Years
Hidden Oaks Cary, NC 12,658,463.03 (1,491,631.95) 1988 30 Years
Hidden Palms Tampa, FL 9,083,620.07 (971,559.67) 1986 30 Years
Hidden Pines Orlando, FL 1,866,634.97 (78,631.21) 1981 30 Years
Hidden Valley Club Ann Arbor, MI 9,795,739.45 (5,688,379.98) 1973 30 Years
High Meadow Ellington, CT 4,495,831.26 (24,479.00) 1975 30 Years
High Points St. Petersburg, FL 2,335,929.62 (99,624.70) 1986 30 Years
High River Tuscaloosa, AL (V) 4,039,075.31 (156,273.00) 1978 30 Years
Highland Creste Seattle, WA 9,898,095.90 (1,327,187.59) 1989 30 Years
Highland Glen Westwood, MA 17,149,841.11 (87,877.00) 1979 30 Years
Highland Point Denver, CO 16,910,568.17 (2,072,607.34) 1984 30 Years




S-5





Initial Cost to
Description Company
- --------------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- --------------------------------------------------------------------------------------------------------------------------------

Highline Oaks Denver, CO 7,100,000.00 1,057,400.00 9,743,707.21
Hillcrest Villas Ft. Walton Bch., FL 967,801.45 141,603.03 1,247,677.02
Hillside Manor Albany, GA - 102,632.19 904,111.39
Hillside Trace Tampa, FL 1,041,656.14 138,888.03 1,223,754.94
Hilltop Norwich, CT 4,517,965.31 747,956.65 5,005,556.06
Holly Park Columbus, GA - 138,417.79 1,219,561.58
Holly Ridge Miami, FL - 295,595.67 2,603,985.01
Holly Sands I Ft. Walton Bch.,FL 1,349,961.75 190,942.32 1,682,524.45
Holly Sands II Ft. Walton Bch., FL 1,027,862.59 124,577.52 1,098,074.21
Horizon Place Tampa, FL 12,410,206.29 2,128,000.00 12,086,936.72
Hunt Club Charlotte, NC - 1,090,000.00 17,992,887.39
Hunter's Glen Chesterfield, MO - 915,200.00 8,230,595.04
Hunter's Green Fort Worth, TX - 524,300.00 3,653,480.73
Hunters Ridge St. Louis, MO 11,375,000.00 994,500.00 8,927,088.34
Huntington Park Everett, WA - 1,597,500.00 14,748,863.91
Independence Village Columbus, OH - 226,987.89 2,000,010.69
Indian Bend Phoenix, AZ - 1,075,700.00 9,675,133.10
Indian Lake I Atlanta, GA - 839,668.51 7,398,394.66
Indian Ridge I (REIT) Tallahassee, FL 929,581.85 135,500.00 1,218,597.92
Indian Ridge II (REIT) Tallahassee, FL 562,583.32 94,300.00 849,191.77
Indian Tree Arvada, CO - 881,225.00 4,552,814.73
Indigo Springs Kent, WA 7,567,046.99 1,270,500.00 11,446,901.75
Iris Glen Atlanta, GA 1,764,460.54 270,458.00 2,383,029.71
Ironwood at the Ranch Wesminster, CO 5,717,904.74 1,493,300.00 13,439,304.62
Isle at Arrowhead Ranch Glendale, AZ - 1,650,237.00 19,533,715.06
Ivy Place Atlanta, GA (I) - 802,950.00 7,228,256.57
Jaclyn Towers Beverly 2,161,706.00 437,071.76 2,925,018.70
James Street Crossing Kent, WA 16,379,123.00 2,081,253.61 18,748,337.37
Jefferson Way I Jacksonville, Fl 1,018,947.28 147,798.72 1,302,267.82
Junipers at Yarmouth Yarmouth, ME - 1,355,700.00 7,860,134.79
Jupiter Cove I W. Palm Beach, FL 1,614,975.59 233,932.43 2,060,899.62
Jupiter Cove II Jupiter, FL 1,576,597.66 1,220,000.00 483,833.40
Jupiter Cove III W. Palm Beach, FL 1,699,394.65 242,009.98 2,131,721.71
Kempton Downs Gresham, OR - 1,217,348.91 10,943,371.79
Ketwood Dayton, OH - 266,443.18 2,347,654.75
Keystone Austin, TX - 498,500.00 4,487,295.31
Kimmerly Glen Charlotte, NC - 1,040,000.00 12,406,969.38
Kings Colony Savannah, GA 2,055,423.31 230,149.18 2,027,865.07
Kingsport Alexandria, VA - 1,262,250.00 12,479,294.10
Kirby Place Houston, TX (E) 3,621,600.00 25,896,773.53
Knox Landing Knoxville, TN 1,524,514.35 158,588.62 1,397,353.53
La Costa Brava (ORL) Orlando, FL - 206,626.00 4,610,502.00
La Mariposa Mesa, AZ (M) 2,047,539.00 12,466,128.12
La Mirage San Diego, CA 19,797,334.18 34,895,200.00 115,374,877.38
La Reserve Oro Valley, AZ (M) 3,264,562.00 4,936,545.77
La Tour Fontaine Houston, TX 9,503,486.82 2,916,000.00 15,917,178.19
Ladera Mesa, AZ 10,259,754.19 2,978,879.00 20,640,453.27
Lake Point Charlotte, NC - 1,058,975.00 13,587,337.70
Lakes at Vinings Atlanta, GA 21,999,649.44 6,498,000.00 21,832,252.08
Lakeshore at Preston Plano, TX 12,797,633.71 3,325,800.00 15,208,347.74
Lakeshore I (GA) Chattanooga, TN 1,224,315.66 169,374.96 1,492,377.98
Lakeville Resort Petaluma, CA 20,224,701.78 2,736,500.00 24,610,650.73
Lakewood Greens Dallas, TX 8,209,109.62 2,019,600.00 9,026,906.66
Lakewood Oaks Dallas, TX - 1,631,600.00 14,686,191.51
Landera San Antonio, TX - 766,300.00 6,896,811.43
Landings (FL), The Winterhaven, FL 703,046.13 130,953.32 1,153,841.50
Landings (TN) Memphis, TN - 1,314,000.00 14,090,108.94
Landings at Port Imperial W. New York, NJ - 27,246,045.14 37,740,684.22
Larkspur I (Hil) Hillard, OH - 179,628.06 1,582,518.99
Larkspur I (Mor) Dayton, OH 444,163.12 55,416.09 488,276.16
Larkspur II Dayton, OH - 29,907.55 263,518.09
Larkspur Shores Hillard, OH - 17,107,300.00 31,399,237.02
Larkspur Woods Sacramento, CA (E) 5,802,900.00 14,576,106.49
Laurel Bay Detroit, MI - 186,003.87 1,639,365.78
Laurel Court Toledo, OH 1,101,119.78 135,735.62 1,195,978.76
Laurel Gardens Coral Springs, FL - 4,800,000.00 25,942,631.08
Laurel Glen Atlanta, GA 1,685,691.99 289,509.11 2,550,890.77
Laurel Ridge Chapel Hill, NC - 182,550.75 3,594,635.00
Legacy at Cherry Creek Denver, CO - 5,490,000.00 18,129,059.26
Legends Tucson, AZ - 2,729,788.00 17,911,434.14
Lexington Farm Alpharetta, GA 18,256,395.83 3,521,900.00 21,449,708.40
Lexington Glen Atlanta, GA - 5,760,000.00 40,190,507.44
Lexington Park Orlando, FL - 2,016,000.00 12,346,725.62
Lincoln Green I San Antonio, TX - 947,366.00 5,858,159.69
Lincoln Green II San Antonio, TX - 1,052,340.00 5,194,696.96
Lincoln Green III San Antonio, TX 3,510,000.00 536,010.00 1,822,161.35
Lincoln Heights Quincy, MA 20,837,202.51 5,928,400.00 33,595,261.97
Lindendale Columbus, OH 1,359,384.48 209,158.53 1,842,815.57
Link Terrace Savannah, GA 883,102.55 121,838.57 1,073,580.55
Little Cottonwoods Tempe, AZ (M) 3,050,133.00 26,991,689.47
Lodge (OK), The Tulsa, OK - 313,371.00 3,023,363.29
Lodge (TX), The San Antonio, TX - 1,363,636.00 8,737,564.48
Lofton Place Tampa, FL - 2,240,000.00 16,679,214.01
Longfellow Glen Sudbury, MA 5,035,380.57 1,094,273.45 7,323,214.65
Longfellow Place Boston, MA (U) - 53,164,160.00 183,940,618.58
Longwood Decatur, GA - 1,454,048.00 13,087,837.00
Longwood (KY) Lexington,KY 928,712.49 146,309.02 1,289,041.95
Loomis Manor West Hartford, CT 1,768,351.00 422,350.36 2,826,498.59



Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- ----------------------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- ----------------------------------------------------------------------------------------------------------------------------------

Highline Oaks Denver, CO - 514,574.18 1,057,400.00 10,258,281.39
Hillcrest Villas Ft. Walton Bch., FL - 53,736.05 141,603.03 1,301,413.07
Hillside Manor Albany, GA - 48,650.15 102,632.19 952,761.54
Hillside Trace Tampa, FL - 65,676.17 138,888.03 1,289,431.11
Hilltop Norwich, CT - 11,023.71 747,956.65 5,016,579.77
Holly Park Columbus, GA - 58,909.52 138,417.79 1,278,471.10
Holly Ridge Miami, FL - 25,111.98 295,595.67 2,629,096.99
Holly Sands I Ft. Walton Bch.,FL - 69,180.91 190,942.32 1,751,705.36
Holly Sands II Ft. Walton Bch., FL - 27,228.61 124,577.52 1,125,302.82
Horizon Place Tampa, FL - 377,336.24 2,128,000.00 12,464,272.96
Hunt Club Charlotte, NC - 281,730.30 1,090,000.00 18,274,617.69
Hunter's Glen Chesterfield, MO - 868,195.76 915,200.00 9,098,790.80
Hunter's Green Fort Worth, TX - 759,634.19 524,300.00 4,413,114.92
Hunters Ridge St. Louis, MO - 671,855.25 994,500.00 9,598,943.59
Huntington Park Everett, WA - 385,099.78 1,597,500.00 15,133,963.69
Independence Village Columbus, OH - 74,632.31 226,987.89 2,074,643.00
Indian Bend Phoenix, AZ - 1,486,814.80 1,075,700.00 11,161,947.90
Indian Lake I Atlanta, GA - 166,121.65 839,668.51 7,564,516.31
Indian Ridge I (REIT) Tallahassee, FL - - 135,500.00 1,218,597.92
Indian Ridge II (REIT) Tallahassee, FL - - 94,300.00 849,191.77
Indian Tree Arvada, CO - 942,385.22 881,225.00 5,495,199.95
Indigo Springs Kent, WA - 975,310.05 1,270,500.00 12,422,211.80
Iris Glen Atlanta, GA - 33,447.76 270,458.00 2,416,477.47
Ironwood at the Ranch Wesminster, CO - 326,474.71 1,493,300.00 13,765,779.33
Isle at Arrowhead Ranch Glendale, AZ - 155,367.43 1,650,237.00 19,689,082.49
Ivy Place Atlanta, GA (I) - 704,006.10 802,950.00 7,932,262.67
Jaclyn Towers Beverly - 110.38 437,071.76 2,925,129.08
James Street Crossing Kent, WA - 494,055.31 2,081,253.61 19,242,392.68
Jefferson Way I Jacksonville, Fl - 42,689.73 147,798.72 1,344,957.55
Junipers at Yarmouth Yarmouth, ME - 602,959.32 1,355,700.00 8,463,094.11
Jupiter Cove I W. Palm Beach, FL - 110,258.65 233,932.43 2,171,158.27
Jupiter Cove II Jupiter, FL - 14,755.25 1,220,000.00 498,588.65
Jupiter Cove III W. Palm Beach, FL - 67,951.74 242,009.98 2,199,673.45
Kempton Downs Gresham, OR - 1,191,661.12 1,217,348.91 12,135,032.91
Ketwood Dayton, OH - 69,260.99 266,443.18 2,416,915.74
Keystone Austin, TX - 780,971.98 498,500.00 5,268,267.29
Kimmerly Glen Charlotte, NC - 193,325.92 1,040,000.00 12,600,295.30
Kings Colony Savannah, GA - 58,568.68 230,149.18 2,086,433.75
Kingsport Alexandria, VA - 1,122,637.50 1,262,250.00 13,601,931.60
Kirby Place Houston, TX - 362,663.37 3,621,600.00 26,259,436.90
Knox Landing Knoxville, TN - 48,038.94 158,588.62 1,445,392.47
La Costa Brava (ORL) Orlando, FL - 2,977,820.86 206,626.00 7,588,322.86
La Mariposa Mesa, AZ - 504,211.41 2,047,539.00 12,970,339.53
La Mirage San Diego, CA - 1,713,420.39 34,895,200.00 117,088,297.77
La Reserve Oro Valley, AZ - 341,554.98 3,264,562.00 5,278,100.75
La Tour Fontaine Houston, TX - 143,744.36 2,916,000.00 16,060,922.55
Ladera Mesa, AZ - 196,417.54 2,978,879.00 20,836,870.81
Lake Point Charlotte, NC - 207,898.16 1,058,975.00 13,795,235.86
Lakes at Vinings Atlanta, GA - 893,198.74 6,498,000.00 22,725,450.82
Lakeshore at Preston Plano, TX - 280,640.34 3,325,800.00 15,488,988.08
Lakeshore I (GA) Chattanooga, TN - 114,427.21 169,374.96 1,606,805.19
Lakeville Resort Petaluma, CA - 1,413,691.30 2,736,500.00 26,024,342.03
Lakewood Greens Dallas, TX - 317,780.80 2,019,600.00 9,344,687.46
Lakewood Oaks Dallas, TX - 1,210,420.32 1,631,600.00 15,896,611.83
Landera San Antonio, TX - 436,717.68 766,300.00 7,333,529.11
Landings (FL), The Winterhaven, FL - 64,912.07 130,953.32 1,218,753.57
Landings (TN) Memphis, TN - 423,112.83 1,314,000.00 14,513,221.77
Landings at Port Imperial W. New York, NJ - (16,800.00) 27,246,045.14 37,723,884.22
Larkspur I (Hil) Hillard, OH - 37,098.81 179,628.06 1,619,617.80
Larkspur I (Mor) Dayton, OH - 19,420.35 55,416.09 507,696.51
Larkspur II Dayton, OH - 1,205.44 29,907.55 264,723.53
Larkspur Shores Hillard, OH - 2,381,278.24 17,107,300.00 33,780,515.26
Larkspur Woods Sacramento, CA - 454,049.91 5,802,900.00 15,030,156.40
Laurel Bay Detroit, MI - 11,700.21 186,003.87 1,651,065.99
Laurel Court Toledo, OH - 20,960.81 135,735.62 1,216,939.57
Laurel Gardens Coral Springs, FL - 580,224.69 4,800,000.00 26,522,855.77
Laurel Glen Atlanta, GA - 28,065.50 289,509.11 2,578,956.27
Laurel Ridge Chapel Hill, NC - 1,569,165.79 182,550.75 5,163,800.79
Legacy at Cherry Creek Denver, CO - 1,567.79 5,490,000.00 18,130,627.05
Legends Tucson, AZ - 288,386.15 2,729,788.00 18,199,820.29
Lexington Farm Alpharetta, GA - 237,750.59 3,521,900.00 21,687,458.99
Lexington Glen Atlanta, GA - 371,632.91 5,760,000.00 40,562,140.35
Lexington Park Orlando, FL - 618,280.16 2,016,000.00 12,965,005.78
Lincoln Green I San Antonio, TX - 446,531.44 947,366.00 6,304,691.13
Lincoln Green II San Antonio, TX - 1,100,794.99 1,052,340.00 6,295,491.95
Lincoln Green III San Antonio, TX - 416,250.35 536,010.00 2,238,411.70
Lincoln Heights Quincy, MA - 346,924.72 5,928,400.00 33,942,186.69
Lindendale Columbus, OH - 74,228.30 209,158.53 1,917,043.87
Link Terrace Savannah, GA - 67,507.51 121,838.57 1,141,088.06
Little Cottonwoods Tempe, AZ - 640,042.21 3,050,133.00 27,631,731.68
Lodge (OK), The Tulsa, OK - 1,166,891.50 313,371.00 4,190,254.79
Lodge (TX), The San Antonio, TX - 853,574.27 1,363,636.00 9,591,138.75
Lofton Place Tampa, FL - 663,874.91 2,240,000.00 17,343,088.92
Longfellow Glen Sudbury, MA - 51,737.52 1,094,273.45 7,374,952.17
Longfellow Place Boston, MA (U) - 2,622,297.28 53,164,160.00 186,562,915.86
Longwood Decatur, GA - 565,436.78 1,454,048.00 13,653,273.78
Longwood (KY) Lexington,KY - 36,431.56 146,309.02 1,325,473.51
Loomis Manor West Hartford, CT - 12,910.70 422,350.36 2,839,409.29



Life Used to
Description Compute
- ------------------------------------------------------------------------------------------------------------------ Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- ---------------------------------------------------------------------------------------------------------------------------------

Highline Oaks Denver, CO 11,315,681.39 (1,390,074.46) 1986 30 Years
Hillcrest Villas Ft. Walton Bch., FL 1,443,016.10 (63,495.35) 1985 30 Years
Hillside Manor Albany, GA 1,055,393.73 (48,986.55) 1985 30 Years
Hillside Trace Tampa, FL 1,428,319.14 (62,181.87) 1987 30 Years
Hilltop Norwich, CT 5,764,536.42 (31,142.00) 1987 30 Years
Holly Park Columbus, GA 1,416,888.89 (62,847.91) 1985 30 Years
Holly Ridge Miami, FL 2,924,692.66 (121,413.22) 1986 30 Years
Holly Sands I Ft. Walton Bch.,FL 1,942,647.68 (85,109.69) 1985 30 Years
Holly Sands II Ft. Walton Bch., FL 1,249,880.34 (54,264.31) 1986 30 Years
Horizon Place Tampa, FL 14,592,272.96 (1,078,843.31) 1985 30 Years
Hunt Club Charlotte, NC 19,364,617.69 (1,496,184.07) 1990 30 Years
Hunter's Glen Chesterfield, MO 10,013,990.80 (1,586,338.69) 1985 30 Years
Hunter's Green Fort Worth, TX 4,937,414.92 (1,487,411.46) 1981 30 Years
Hunters Ridge St. Louis, MO 10,593,443.59 (1,390,810.56) 1986-1987 30 Years
Huntington Park Everett, WA 16,731,463.69 (3,835,712.18) 1991 30 Years
Independence Village Columbus, OH 2,301,630.89 (101,703.05) 1978 30 Years
Indian Bend Phoenix, AZ 12,237,647.90 (2,985,683.85) 1973 30 Years
Indian Lake I Atlanta, GA 8,404,184.82 (349,592.89) 1987 30 Years
Indian Ridge I (REIT) Tallahassee, FL 1,354,097.92 - 1981 30 Years
Indian Ridge II (REIT) Tallahassee, FL 943,491.77 - 1982 30 Years
Indian Tree Arvada, CO 6,376,424.95 (1,793,745.53) 1983 30 Years
Indigo Springs Kent, WA 13,692,711.80 (1,932,742.46) 1991 30 Years
Iris Glen Atlanta, GA 2,686,935.47 (111,766.24) 1984 30 Years
Ironwood at the Ranch Wesminster, CO 15,259,079.33 (1,857,556.25) 1986 30 Years
Isle at Arrowhead Ranch Glendale, AZ 21,339,319.49 (2,151,387.32) 1996 30 Years
Ivy Place Atlanta, GA (I) 8,735,212.67 (1,383,947.12) 1978 30 Years
Jaclyn Towers Beverly 3,362,200.84 (19,028.00) 1976 30 Years
James Street Crossing Kent, WA 21,323,646.29 (2,184,250.64) 1989 30 Years
Jefferson Way I Jacksonville, Fl 1,492,756.27 (64,307.37) 1987 30 Years
Junipers at Yarmouth Yarmouth, ME 9,818,794.11 (1,241,647.00) 1970 30 Years
Jupiter Cove I W. Palm Beach, FL 2,405,090.70 (103,558.97) 1987 30 Years
Jupiter Cove II Jupiter, FL 1,718,588.65 (8,446.90) 1987 30 Years
Jupiter Cove III W. Palm Beach, FL 2,441,683.43 (101,597.37) 1987 30 Years
Kempton Downs Gresham, OR 13,352,381.82 (2,833,107.11) 1990 30 Years
Ketwood Dayton, OH 2,683,358.92 (113,786.99) 1979 30 Years
Keystone Austin, TX 5,766,767.29 (1,405,017.22) 1981 30 Years
Kimmerly Glen Charlotte, NC 13,640,295.30 (1,047,628.37) 1986 30 Years
Kings Colony Savannah, GA 2,316,582.93 (100,232.76) 1987 30 Years
Kingsport Alexandria, VA 14,864,181.60 (3,407,038.74) 1986 30 Years
Kirby Place Houston, TX 29,881,036.90 (3,020,200.90) 1994 30 Years
Knox Landing Knoxville, TN 1,603,981.09 (71,363.45) 1986 30 Years
La Costa Brava (ORL) Orlando, FL 7,794,948.86 (4,449,429.31) 1967 30 Years
La Mariposa Mesa, AZ 15,017,878.53 (1,517,496.62) 1986 30 Years
La Mirage San Diego, CA 151,983,497.77 (11,857,212.42) 1988/1992 30 Years
La Reserve Oro Valley, AZ 8,542,662.75 (715,875.24) 1988 30 Years
La Tour Fontaine Houston, TX 18,976,922.55 (1,256,600.34) 1994 30 Years
Ladera Mesa, AZ 23,815,749.81 (2,246,675.59) 1995 30 Years
Lake Point Charlotte, NC 14,854,210.86 (1,155,780.27) 1984 30 Years
Lakes at Vinings Atlanta, GA 29,223,450.82 (2,089,906.17) 1972/1975 30 Years
Lakeshore at Preston Plano, TX 18,814,788.08 (1,428,156.61) 1992 30 Years
Lakeshore I (GA) Chattanooga, TN 1,776,180.15 (85,508.07) 1986 30 Years
Lakeville Resort Petaluma, CA 28,760,842.03 (4,168,863.47) 1984 30 Years
Lakewood Greens Dallas, TX 11,364,287.46 (922,737.85) 1986 30 Years
Lakewood Oaks Dallas, TX 17,528,211.83 (3,924,709.97) 1987 30 Years
Landera San Antonio, TX 8,099,829.11 (1,069,779.32) 1983 30 Years
Landings (FL), The Winterhaven, FL 1,349,706.89 (60,307.84) 1984 30 Years
Landings (TN) Memphis, TN 15,827,221.77 (1,201,313.98) 1986 30 Years
Landings at Port Imperial W. New York, NJ 64,969,929.36 (80,567.50) 1999 30 Years
Larkspur I (Hil) Hillard, OH 1,799,245.86 (76,571.07) 1983 30 Years
Larkspur I (Mor) Dayton, OH 563,112.60 (25,185.78) 1982 30 Years
Larkspur II Dayton, OH 294,631.08 (12,705.42) 1984 30 Years
Larkspur Shores Hillard, OH 50,887,815.26 (3,195,143.40) 1983 30 Years
Larkspur Woods Sacramento, CA 20,833,056.40 (1,820,071.36) 1989/1993 30 Years
Laurel Bay Detroit, MI 1,837,069.86 (76,503.90) 1989 30 Years
Laurel Court Toledo, OH 1,352,675.19 (58,917.50) 1978 30 Years
Laurel Gardens Coral Springs, FL 31,322,855.77 (2,144,907.38) 1989 30 Years
Laurel Glen Atlanta, GA 2,868,465.38 (118,440.64) 1986 30 Years
Laurel Ridge Chapel Hill, NC 5,346,351.54 (3,082,037.32) 1975 30 Years
Legacy at Cherry Creek Denver, CO 23,620,627.05 (24,489.02) 1999 30 Years
Legends Tucson, AZ 20,929,608.29 (2,051,952.12) 1995 30 Years
Lexington Farm Alpharetta, GA 25,209,358.99 (1,925,926.35) 1995 30 Years
Lexington Glen Atlanta, GA 46,322,140.35 (3,205,970.64) 1990 30 Years
Lexington Park Orlando, FL 14,981,005.78 (1,089,871.48) 1988 30 Years
Lincoln Green I San Antonio, TX 7,252,057.13 (3,509,620.00) 1984/1986 30 Years
Lincoln Green II San Antonio, TX 7,347,831.95 (3,019,292.98) 1984/1986 30 Years
Lincoln Green III San Antonio, TX 2,774,421.70 (1,107,254.96) 1984/1986 30 Years
Lincoln Heights Quincy, MA 39,870,586.69 (3,653,236.14) 1991 30 Years
Lindendale Columbus, OH 2,126,202.40 (89,911.42) 1987 30 Years
Link Terrace Savannah, GA 1,262,926.63 (54,670.05) 1984 30 Years
Little Cottonwoods Tempe, AZ 30,681,864.68 (3,043,795.27) 1984 30 Years
Lodge (OK), The Tulsa, OK 4,503,625.79 (2,690,673.01) 1979 30 Years
Lodge (TX), The San Antonio, TX 10,954,774.75 (4,257,185.73) 1979(#) 30 Years
Lofton Place Tampa, FL 19,583,088.92 (1,444,658.74) 1988 30 Years
Longfellow Glen Sudbury, MA 8,469,225.62 (44,018.00) 1984 30 Years
Longfellow Place Boston, MA (U) 239,727,075.86 (9,151,582.38) 1975 30 Years
Longwood Decatur, GA 15,107,321.78 (3,460,139.35) 1992 30 Years
Longwood (KY) Lexington,KY 1,471,782.53 (63,499.57) 1985 30 Years
Loomis Manor West Hartford, CT 3,261,759.65 (16,897.00) 1948 30 Years




S-6





Initial Cost to
Description Company
- --------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- --------------------------------------------------------------------------------------------------------------------------

Madison at Cedar Springs Dallas, TX 15,849,712.86 2,470,000.00 33,194,620.41
Madison at Chase Oaks Plano, TX - 3,055,000.00 28,932,884.84
Madison at River Sound Lawrenceville, GA - 3,666,999.30 47,387,106.44
Madison at Round Grove Austin, TX 14,680,520.38 2,626,000.00 25,682,373.18
Madison at Scofield Farms Austin, TX 12,895,681.37 2,080,000.00 14,597,971.03
Madison at Stone Creek Lewisville, TX - 2,535,000.00 22,611,699.63
Madison at the Arboretum Austin, TX - 1,046,500.00 9,638,268.79
Madison at Walnut Creek Austin, TX (E) 2,737,600.00 14,623,573.62
Madison at Wells Branch Austin, TX 13,998,877.89 2,400,000.00 16,370,878.87
Madison on Melrose Richardson, TX - 1,300,000.00 15,096,550.79
Madison on the Parkway Dallas, TX - 2,444,000.00 22,505,043.24
Mallard Cove Greenville, SC - 813,350.00 7,321,951.26
Mallard Cove at Conway Orlando, FL (Y) - 600,000.00 2,555,069.00
Mallgate Louisville, KY - - 6,702,515.00
Manchester (REIT) Jacksonville, Fl 1,278,237.90 184,100.00 1,657,193.63
Marabou Mills I Indianpolis, IN 1,389,764.46 224,177.96 1,974,952.13
Marabou Mills II Indianpolis, IN - 192,186.25 1,693,220.33
Marabou Mills III Indianpolis, IN 1,165,772.80 171,556.72 1,511,601.62
Mariner Club (FL) Pembroke Pines, FL 9,408,850.36 1,824,500.00 20,771,566.44
Mariners Wharf Orange Park, FL - 1,861,200.00 16,744,951.02
Mark Landing I Miami, FL 1,295,063.38 191,985.73 1,691,253.52
Marks Englewood, CO 20,515,000.00 4,928,500.00 44,621,813.77
Marquessa Corona Hills, CA (S) 6,888,500.00 21,604,583.64
Marsh Landing I Brunswick, GA - 133,192.75 1,173,573.30
Marshlanding II Brunswick, GA 940,149.20 111,187.09 979,679.39
Martha Lake Seattle, WA - 821,200.00 7,405,070.49
Martins Landing Roswell, GA 12,602,037.85 4,802,000.00 12,899,971.68
McAlpine Ridge Charlotte, NC - 1,284,000.00 11,557,251.77
McDowell Place Naperville, IL 15,207,124.60 2,580,400.00 23,209,628.88
Meadowland Athens, GA - 152,394.70 1,342,663.37
Meadowood (Cin) Cincinnati, OH - 330,734.47 2,913,731.09
Meadowood (Cra) Indianpolis, IN 1,081,801.59 132,470.53 1,167,168.72
Meadowood (Cuy) Akron, OH 1,264,231.16 201,406.59 1,774,784.23
Meadowood (FL) Huntington, KY 852,695.05 96,349.54 848,944.48
Meadowood (Fra) Franklin, IN 1,005,652.22 129,251.57 1,138,733.20
Meadowood (Log) Southbend, IN - 93,338.20 822,411.29
Meadowood (New) Evansville, IN 967,712.84 131,546.01 1,159,063.71
Meadowood (Nic) Lexington,KY 1,385,484.94 173,222.98 1,526,283.21
Meadowood (Tem) Toledo, MI 1,328,912.37 173,674.59 1,530,262.41
Meadowood (Wel) Youngstown, OH - 58,570.28 516,067.98
Meadowood Apts. (Man) Mansfield, OH 923,260.31 118,504.27 1,044,001.75
Meadowood I (GA) Atlanta, GA - 205,467.55 1,810,393.05
Meadowood I (MI) Jackson, MI 932,640.49 146,207.88 1,288,500.74
Meadowood I (OH) Columbus, OH - 146,912.36 1,294,457.97
Meadowood II (FL) Orlando, FL 808,736.45 160,366.67 1,413,005.15
Meadowood II (GA) Atlanta, GA - 176,968.08 1,559,544.46
Meadowood II (OH) Columbus, OH 478,622.01 57,801.92 509,198.89
Meadows I (OH), The Columbus, OH 771,553.02 150,800.30 1,328,616.01
Meadows II (OH), The Columbus, OH 1,147,493.65 186,636.48 1,644,520.78
Meadows in the Park Birmingham, AL - 1,000,900.00 8,533,099.29
Meadows on the Lake Birmingham, AL - 1,000,900.00 8,529,725.68
Meldon Place Toledo, OH 2,367,407.37 288,433.76 2,541,700.52
Merrifield Hagerstown, MD 2,013,509.66 268,711.88 2,367,644.55
Merrill Creek Tacoma, WA - 814,200.00 7,330,605.66
Merrimac Woods Costa Mesa, CA - 675,700.00 6,081,676.67
Merritt at Satellite Place Duluth, GA - 3,400,000.00 30,114,674.42
Miguel Place St. Petersburg, FL 1,455,448.72 199,349.05 1,756,482.38
Mill Pond Millersville, MD 7,781,206.72 2,880,000.00 8,939,239.49
Mill Run Savannah, GA 1,498,834.03 198,211.59 1,746,560.13
Mill Village Randolph, MA 12,560,000.00 6,185,300.00 13,191,505.89
Millburn Akron, OH 1,170,605.77 192,062.04 1,692,275.85
Millburn Court I Centerville, OH - 260,000.00 1,246,756.52
Millburn Court II Dayton, OH 898,564.77 122,870.44 1,082,697.52
Mirador Phoenix, AZ - 2,597,518.00 23,402,199.90
Mission Bay Orlando, FL - 2,432,000.00 21,623,560.46
Misty Woods Cary, NC - 720,790.00 18,063,934.26
Montecito Valencia, CA - 8,400,000.00 24,703,895.24
Montgomery Court I (MI) Lansing, MI 1,196,728.25 156,297.73 1,377,153.31
Montgomery Court I (OH) Columbus, OH 1,266,433.01 163,755.09 1,442,642.83
Montgomery Court II (OH) Columbus, OH - 149,733.82 1,319,417.16
Montierra Scottsdale, AZ - 3,455,000.00 17,266,786.53
Montrose Square Columbus, OH 1,647,061.41 193,266.04 1,703,260.43
Morgan Trace Atlanta, GA 1,412,964.81 239,102.45 2,105,728.19
Morningside Scottsdale, AZ (M) 670,470.00 12,607,976.02
Morningside (FL) Titusville, FL - 197,889.52 1,743,622.33
Mosswood I Orlando, FL 771,553.02 163,293.72 1,438,795.64
Mosswood II Orlando, FL 1,525,866.13 275,329.91 2,426,157.56
Mountain Park Ranch Phoenix, AZ (N) 1,662,332.00 18,260,275.87
Mountain Run Albuquerque, NM - 2,304,000.00 20,734,818.06
Mountain Terrace Stevenson Ranch, CA - 3,966,500.00 35,814,994.74
Nehoiden Glen Needham, MA 2,640,162.40 634,537.73 4,246,521.72
Newberry I Lansing, MI 1,124,794.01 183,508.91 1,616,913.48
Newberry II Lansing, MI 1,199,408.95 142,292.43 1,253,951.34
Newport Heights Seattle, WA - 391,200.00 3,522,780.07
Noonan Glen Winchester, MA 608,724.49 151,343.51 1,012,837.31
North Creek (Everett) Evertt, WA 8,065,227.02 3,967,500.00 12,411,014.56
North Creek Heights Seattle, WA - 753,800.00 6,786,777.96
North Hill Atlanta, GA 15,853,672.28 2,525,300.00 18,550,989.31

Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- ----------------------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- ----------------------------------------------------------------------------------------------------------------------------------
Madison at Cedar Springs Dallas, TX - 142,592.13 2,470,000.00 33,337,212.54
Madison at Chase Oaks Plano, TX - 330,639.67 3,055,000.00 29,263,524.51
Madison at River Sound Lawrenceville, GA - 162,012.38 3,666,999.30 47,549,118.82
Madison at Round Grove Austin, TX - 288,159.80 2,626,000.00 25,970,532.98
Madison at Scofield Farms Austin, TX - 18,533.33 2,080,000.00 14,616,504.36
Madison at Stone Creek Lewisville, TX - 296,852.62 2,535,000.00 22,908,552.25
Madison at the Arboretum Austin, TX - 263,488.57 1,046,500.00 9,901,757.36
Madison at Walnut Creek Austin, TX - 389,353.44 2,737,600.00 15,012,927.06
Madison at Wells Branch Austin, TX - 17,121.32 2,400,000.00 16,388,000.19
Madison on Melrose Richardson, TX - 123,185.60 1,300,000.00 15,219,736.39
Madison on the Parkway Dallas, TX - 229,216.30 2,444,000.00 22,734,259.54
Mallard Cove Greenville, SC - 841,307.04 813,350.00 8,163,258.30
Mallard Cove at Conway Orlando, FL (Y) - 5,105,784.24 600,000.00 7,660,853.24
Mallgate Louisville, KY - 4,723,736.63 - 11,426,251.63
Manchester (REIT) Jacksonville, Fl - - 184,100.00 1,657,193.63
Marabou Mills I Indianpolis, IN - 114,211.32 224,177.96 2,089,163.45
Marabou Mills II Indianpolis, IN - 81,415.42 192,186.25 1,774,635.75
Marabou Mills III Indianpolis, IN - 62,488.76 171,556.72 1,574,090.38
Mariner Club (FL) Pembroke Pines, FL - 300,847.77 1,824,500.00 21,072,414.21
Mariners Wharf Orange Park, FL - 292,747.33 1,861,200.00 17,037,698.35
Mark Landing I Miami, FL - 39,642.30 191,985.73 1,730,895.82
Marks Englewood, CO - 1,264,993.86 4,928,500.00 45,886,807.63
Marquessa Corona Hills, CA - 694,904.83 6,888,500.00 22,299,488.47
Marsh Landing I Brunswick, GA - 60,054.23 133,192.75 1,233,627.53
Marshlanding II Brunswick, GA - 59,758.15 111,187.09 1,039,437.54
Martha Lake Seattle, WA - 689,474.84 821,200.00 8,094,545.33
Martins Landing Roswell, GA - 389,778.94 4,802,000.00 13,289,750.62
McAlpine Ridge Charlotte, NC - 952,201.11 1,284,000.00 12,509,452.88
McDowell Place Naperville, IL - 1,088,997.60 2,580,400.00 24,298,626.48
Meadowland Athens, GA - 22,888.96 152,394.70 1,365,552.33
Meadowood (Cin) Cincinnati, OH - 64,714.95 330,734.47 2,978,446.04
Meadowood (Cra) Indianpolis, IN - 44,519.27 132,470.53 1,211,687.99
Meadowood (Cuy) Akron, OH - 20,746.19 201,406.59 1,795,530.42
Meadowood (FL) Huntington, KY - 33,755.51 96,349.54 882,699.99
Meadowood (Fra) Franklin, IN - 45,368.67 129,251.57 1,184,101.87
Meadowood (Log) Southbend, IN - 21,959.38 93,338.20 844,370.67
Meadowood (New) Evansville, IN - 34,015.95 131,546.01 1,193,079.66
Meadowood (Nic) Lexington,KY - 53,237.19 173,222.98 1,579,520.40
Meadowood (Tem) Toledo, MI - 12,135.51 173,674.59 1,542,397.92
Meadowood (Wel) Youngstown, OH - 36,058.94 58,570.28 552,126.92
Meadowood Apts. (Man) Mansfield, OH - 42,311.73 118,504.27 1,086,313.48
Meadowood I (GA) Atlanta, GA - 35,435.02 205,467.55 1,845,828.07
Meadowood I (MI) Jackson, MI - 37,625.27 146,207.88 1,326,126.01
Meadowood I (OH) Columbus, OH - 143,719.46 146,912.36 1,438,177.43
Meadowood II (FL) Orlando, FL - 21,090.91 160,366.67 1,434,096.06
Meadowood II (GA) Atlanta, GA - 31,765.69 176,968.08 1,591,310.15
Meadowood II (OH) Columbus, OH - 58,879.28 57,801.92 568,078.17
Meadows I (OH), The Columbus, OH - 47,886.61 150,800.30 1,376,502.62
Meadows II (OH), The Columbus, OH - 49,581.33 186,636.48 1,694,102.11
Meadows in the Park Birmingham, AL - 381,567.66 1,000,900.00 8,914,666.95
Meadows on the Lake Birmingham, AL - 268,998.99 1,000,900.00 8,798,724.67
Meldon Place Toledo, OH - 206,641.46 288,433.76 2,748,341.98
Merrifield Hagerstown, MD - 20,336.58 268,711.88 2,387,981.13
Merrill Creek Tacoma, WA - 132,885.74 814,200.00 7,463,491.40
Merrimac Woods Costa Mesa, CA - 566,076.54 675,700.00 6,647,753.21
Merritt at Satellite Place Duluth, GA - 39,633.11 3,400,000.00 30,154,307.53
Miguel Place St. Petersburg, FL - 45,489.08 199,349.05 1,801,971.46
Mill Pond Millersville, MD - 415,563.09 2,880,000.00 9,354,802.58
Mill Run Savannah, GA - 25,427.62 198,211.59 1,771,987.75
Mill Village Randolph, MA - 659,067.62 6,185,300.00 13,850,573.51
Millburn Akron, OH - 17,929.20 192,062.04 1,710,205.05
Millburn Court I Centerville, OH - (90.30) 260,000.00 1,246,666.22
Millburn Court II Dayton, OH - 135,504.60 122,870.44 1,218,202.12
Mirador Phoenix, AZ - 267,158.65 2,597,518.00 23,669,358.55
Mission Bay Orlando, FL - 302,839.92 2,432,000.00 21,926,400.38
Misty Woods Cary, NC - 1,421,867.44 720,790.00 19,485,801.70
Montecito Valencia, CA - - 8,400,000.00 24,703,895.24
Montgomery Court I (MI) Lansing, MI - 32,282.64 156,297.73 1,409,435.95
Montgomery Court I (OH) Columbus, OH - 111,240.57 163,755.09 1,553,883.40
Montgomery Court II (OH) Columbus, OH - 38,962.78 149,733.82 1,358,379.94
Montierra Scottsdale, AZ - 69,093.86 3,455,000.00 17,335,880.39
Montrose Square Columbus, OH - 112,894.15 193,266.04 1,816,154.58
Morgan Trace Atlanta, GA - 66,376.28 239,102.45 2,172,104.47
Morningside Scottsdale, AZ - 211,318.40 670,470.00 12,819,294.42
Morningside (FL) Titusville, FL - 186,314.74 197,889.52 1,929,937.07
Mosswood I Orlando, FL - 41,310.00 163,293.72 1,480,105.64
Mosswood II Orlando, FL - 49,457.94 275,329.91 2,475,615.50
Mountain Park Ranch Phoenix, AZ - 440,821.35 1,662,332.00 18,701,097.22
Mountain Run Albuquerque, NM - 932,400.28 2,304,000.00 21,667,218.34
Mountain Terrace Stevenson Ranch, CA - 603,640.20 3,966,500.00 36,418,634.94
Nehoiden Glen Needham, MA - 15,438.95 634,537.73 4,261,960.67
Newberry I Lansing, MI - 91,682.79 183,508.91 1,708,596.27
Newberry II Lansing, MI - 77,190.99 142,292.43 1,331,142.33
Newport Heights Seattle, WA - 452,936.04 391,200.00 3,975,716.11
Noonan Glen Winchester, MA - 21.04 151,343.51 1,012,858.35
North Creek (Everett) Evertt, WA - 322,848.25 3,967,500.00 12,733,862.81
North Creek Heights Seattle, WA - 210,966.99 753,800.00 6,997,744.95
North Hill Atlanta, GA - 3,663,299.94 2,525,300.00 22,214,289.25



Life Used to
Description Compute
- ------------------------------------------------------------------------------------------------------------------- Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- ----------------------------------------------------------------------------------------------------------------------------------
Madison at Cedar Springs Dallas, TX 35,807,212.54 (2,601,153.25) 1995 30 Years
Madison at Chase Oaks Plano, TX 32,318,524.51 (2,344,187.59) 1995 30 Years
Madison at River Sound Lawrenceville, GA 51,216,118.12 (3,735,167.43) 1996 30 Years
Madison at Round Grove Austin, TX 28,596,532.98 (2,091,049.85) 1995 30 Years
Madison at Scofield Farms Austin, TX 16,696,504.36 (115,307.63) 1996 30 Years
Madison at Stone Creek Lewisville, TX 25,443,552.25 (1,855,962.09) 1995 30 Years
Madison at the Arboretum Austin, TX 10,948,257.36 (818,887.40) 1995 30 Years
Madison at Walnut Creek Austin, TX 17,750,527.06 (1,823,021.93) 1994 30 Years
Madison at Wells Branch Austin, TX 18,788,000.19 (129,836.36) 1995 30 Years
Madison on Melrose Richardson, TX 16,519,736.39 (1,198,657.61) 1995 30 Years
Madison on the Parkway Dallas, TX 25,178,259.54 (1,825,778.87) 1995 30 Years
Mallard Cove Greenville, SC 8,976,608.30 (1,593,802.51) 1983 30 Years
Mallard Cove at Conway Orlando, FL (Y) 8,260,853.24 (5,264,830.00) 1974 30 Years
Mallgate Louisville, KY 11,426,251.63 (8,110,487.53) 1969 30 Years
Manchester (REIT) Jacksonville, Fl 1,841,293.63 - 1985 30 Years
Marabou Mills I Indianpolis, IN 2,313,341.41 (99,990.49) 1986 30 Years
Marabou Mills II Indianpolis, IN 1,966,822.00 (83,713.80) 1987 30 Years
Marabou Mills III Indianpolis, IN 1,745,647.10 (73,371.71) 1987 30 Years
Mariner Club (FL) Pembroke Pines, FL 22,896,914.21 (1,702,096.03) 1988 30 Years
Mariners Wharf Orange Park, FL 18,898,898.35 (2,041,405.67) 1989 30 Years
Mark Landing I Miami, FL 1,922,881.55 (80,732.51) 1987 30 Years
Marks Englewood, CO 50,815,307.63 (6,048,756.60) 1987 30 Years
Marquessa Corona Hills, CA 29,187,988.47 (2,578,105.54) 1992 30 Years
Marsh Landing I Brunswick, GA 1,366,820.28 (58,877.51) 1984 30 Years
Marshlanding II Brunswick, GA 1,150,624.63 (50,172.51) 1986 30 Years
Martha Lake Seattle, WA 8,915,745.33 (1,053,162.13) 1991 30 Years
Martins Landing Roswell, GA 18,091,750.62 (1,279,329.97) 1972 30 Years
McAlpine Ridge Charlotte, NC 13,793,452.88 (3,072,907.68) 1989-90 30 Years
McDowell Place Naperville, IL 26,879,026.48 (3,856,272.99) 1988 30 Years
Meadowland Athens, GA 1,517,947.03 (64,730.56) 1984 30 Years
Meadowood (Cin) Cincinnati, OH 3,309,180.51 (138,885.00) 1985 30 Years
Meadowood (Cra) Indianpolis, IN 1,344,158.52 (60,350.40) 1983 30 Years
Meadowood (Cuy) Akron, OH 1,996,937.01 (82,309.31) 1985 30 Years
Meadowood (FL) Huntington, KY 979,049.53 (44,049.06) 1983 30 Years
Meadowood (Fra) Franklin, IN 1,313,353.44 (58,273.30) 1983 30 Years
Meadowood (Log) Southbend, IN 937,708.87 (41,508.73) 1984 30 Years
Meadowood (New) Evansville, IN 1,324,625.67 (59,357.72) 1984 30 Years
Meadowood (Nic) Lexington,KY 1,752,743.38 (76,286.08) 1983 30 Years
Meadowood (Tem) Toledo, MI 1,716,072.51 (71,177.46) 1984 30 Years
Meadowood (Wel) Youngstown, OH 610,697.20 (27,780.79) 1986 30 Years
Meadowood Apts. (Man) Mansfield, OH 1,204,817.75 (51,401.45) 1983 30 Years
Meadowood I (GA) Atlanta, GA 2,051,295.62 (84,791.95) 1982 30 Years
Meadowood I (MI) Jackson, MI 1,472,333.89 (60,179.91) 1983 30 Years
Meadowood I (OH) Columbus, OH 1,585,089.79 (69,312.59) 1984 30 Years
Meadowood II (FL) Orlando, FL 1,594,462.73 (66,457.35) 1980 30 Years
Meadowood II (GA) Atlanta, GA 1,768,278.23 (73,506.87) 1984 30 Years
Meadowood II (OH) Columbus, OH 625,880.09 (27,063.00) 1985 30 Years
Meadows I (OH), The Columbus, OH 1,527,302.92 (67,089.39) 1985 30 Years
Meadows II (OH), The Columbus, OH 1,880,738.59 (80,219.47) 1987 30 Years
Meadows in the Park Birmingham, AL 9,915,566.95 (1,087,953.69) 1986 30 Years
Meadows on the Lake Birmingham, AL 9,799,624.67 (1,032,920.41) 1987 30 Years
Meldon Place Toledo, OH 3,036,775.74 (140,126.29) 1978 30 Years
Merrifield Hagerstown, MD 2,656,693.01 (110,823.97) 1988 30 Years
Merrill Creek Tacoma, WA 8,277,691.40 (1,004,509.23) 1994 30 Years
Merrimac Woods Costa Mesa, CA 7,323,453.21 (1,136,455.44) 1970 30 Years
Merritt at Satellite Place Duluth, GA 33,554,307.53 (1,331,535.88) 1999 30 Years
Miguel Place St. Petersburg, FL 2,001,320.51 (87,577.08) 1987 30 Years
Mill Pond Millersville, MD 12,234,802.58 (721,776.20) 1984 30 Years
Mill Run Savannah, GA 1,970,199.34 (84,375.31) 1986 30 Years
Mill Village Randolph, MA 20,035,873.51 (1,626,188.83) 1971/1977 30 Years
Millburn Akron, OH 1,902,267.09 (77,938.54) 1984 30 Years
Millburn Court I Centerville, OH 1,506,666.22 (8,015.52) 1979 30 Years
Millburn Court II Dayton, OH 1,341,072.56 (57,237.83) 1981 30 Years
Mirador Phoenix, AZ 26,266,876.55 (2,586,000.23) 1995 30 Years
Mission Bay Orlando, FL 24,358,400.38 (1,765,571.45) 1991 30 Years
Misty Woods Cary, NC 20,206,591.70 (1,728,571.66) 1984 30 Years
Montecito Valencia, CA 33,103,895.24 (23,841.04) 1999 30 Years
Montgomery Court I (MI) Lansing, MI 1,565,733.68 (67,894.37) 1984 30 Years
Montgomery Court I (OH) Columbus, OH 1,717,638.49 (76,513.70) 1985 30 Years
Montgomery Court II (OH) Columbus, OH 1,508,113.76 (63,541.96) 1986 30 Years
Montierra Scottsdale, AZ 20,790,880.39 (1,083,393.36) 1999 30 Years
Montrose Square Columbus, OH 2,009,420.62 (93,480.78) 1987 30 Years
Morgan Trace Atlanta, GA 2,411,206.92 (100,253.96) 1986 30 Years
Morningside Scottsdale, AZ 13,489,764.42 (1,416,875.47) 1989 30 Years
Morningside (FL) Titusville, FL 2,127,826.59 (106,083.46) 1984 30 Years
Mosswood I Orlando, FL 1,643,399.36 (70,568.60) 1981 30 Years
Mosswood II Orlando, FL 2,750,945.41 (115,763.87) 1982 30 Years
Mountain Park Ranch Phoenix, AZ 20,363,429.22 (2,107,351.49) 1994 30 Years
Mountain Run Albuquerque, NM 23,971,218.34 (3,070,576.20) 1985 30 Years
Mountain Terrace Stevenson Ranch, CA 40,385,134.94 (5,368,999.46) 1992 30 Years
Nehoiden Glen Needham, MA 4,896,498.40 (25,286.00) 1978 30 Years
Newberry I Lansing, MI 1,892,105.18 (81,061.16) 1985 30 Years
Newberry II Lansing, MI 1,473,434.76 (62,980.28) 1986 30 Years
Newport Heights Seattle, WA 4,366,916.11 (1,012,211.48) 1985 30 Years
Noonan Glen Winchester, MA 1,164,201.86 (6,127.00) 1983 30 Years
North Creek (Everett) Evertt, WA 16,701,362.81 (1,153,335.71) 1986 30 Years
North Creek Heights Seattle, WA 7,751,544.95 (935,701.12) 1990 30 Years
North Hill Atlanta, GA 24,739,589.25 (3,578,303.15) 1984 30 Years


S-7


Initial Cost to
Description Company
- --------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- --------------------------------------------------------------------------------------------------------------------------
Northampton 1 Largo, MD 20,182,059.56 1,843,200.00 17,321,158.75
Northampton 2 Largo, MD - 1,513,500.00 14,454,212.27
Northgate Village San Antonio, TX - 660,100.00 5,974,145.35
Northglen Valencia, CA 15,372,390.93 9,360,000.00 20,773,302.26
Northlake (FL) Jacksonville, FL - 1,168,400.00 10,514,526.43
Northridge Pleasant Hill, CA - 5,527,800.00 14,691,704.52
Northridge (GA) Atlanta, GA - 238,810.55 2,104,181.16
Northrup Court I Pittsburgh, PA 1,359,772.30 189,245.89 1,667,462.56
Northrup Court II Pittsburgh, PA 870,255.75 157,190.30 1,385,017.88
Northwoods Village Cary, NC (E) 1,369,700.00 11,460,336.89
Norton Glen Norton, MA 4,987,385.64 1,012,555.59 6,776,333.59
Nova Glen I Daytona Beach, FL - 142,085.70 1,251,929.83
Nova Glen II Daytona Beach, FL - 175,167.84 1,543,419.55
Novawood I Daytona Beach, FL 155,000.00 122,311.47 1,077,897.38
Novawood II Daytona Beach, FL 708,758.37 144,401.43 1,272,483.95
Oak Gardens Miami, FL - 329,967.88 2,907,287.62
Oak Mill 2 Germantown, MD 9,507,486.00 854,132.73 8,231,036.03
Oak Park North Agoura Hills, CA (L) 1,706,900.00 15,362,665.94
Oak Park South Agoura Hills, CA (L) 1,683,800.00 15,154,607.90
Oak Ridge Orlando, FL 1,203,929.47 173,616.92 1,529,936.27
Oak Shade Daytona Beach, FL - 229,403.00 2,021,290.39
Oakland Hills Margate, FL 4,934,802.46 3,040,000.00 4,930,603.61
Oakley Woods Atlanta, GA 1,115,841.85 165,448.86 1,457,484.78
Oaks (NC) Charlotte, NC - 2,196,744.00 23,601,539.52
Oakwood Manor Miami, FL - 173,246.93 1,525,972.93
Oakwood Village (FL) St. Petersburg, FL - 145,546.87 1,282,426.57
Oakwood Village (GA) Augusta, GA - 161,174.07 1,420,119.23
Ocean Walk Key West, FL 21,079,921.00 2,838,748.50 25,545,008.72
Old Archer Court Gainesville, FL 978,052.06 170,323.43 1,500,735.06
Old Mill Glen Maynard, MA 2,089,470.51 396,755.99 2,655,213.19
Olde Redmond Place Redmond, WA 8,904,777.87 4,807,100.00 14,126,038.08
Olentangy Commons (OH) Columbus, OH - 3,032,335.88 22,821,060.74
Olivewood (MI) Detriot, MI 3,257,916.99 519,166.75 4,574,904.84
Olivewood I Indianapolis, IN - 184,701.38 1,627,420.44
Olivewood II Indianapolis, IN 1,277,133.42 186,234.55 1,640,570.51
One Eton Square Tulsa, OK - 1,570,100.00 14,130,936.96
Orange Grove Village Tucson, AZ (M) 1,813,154.00 14,893,346.51
Orchard Ridge Seattle, WA - 485,600.00 4,372,032.68
Overlook San Antonio, TX - 1,100,200.00 9,901,516.56
Overlook Manor Frederick, MD - 1,299,100.00 3,930,002.85
Overlook Manor II Frederick, MD 5,740,000.00 2,186,300.00 6,262,597.06
Overlook Manor III Frederick, MD - 1,026,300.00 3,027,389.58
Paces Station Atlanta, GA - 4,801,500.00 32,548,052.56
Palatka Oaks I Gainesville, FL 185,067.98 49,535.37 436,420.62
Palatka Oaks II Gainesville, FL 203,574.76 42,766.52 376,720.61
Palm Place Sarasota. FL - 248,314.81 2,188,339.09
Palms at South Shore League City, TX - 1,200,000.00 16,522,432.71
Panther Ridge Seattle, WA - 1,055,800.00 9,506,116.69
Paradise Pointe Dania, FL - 1,913,414.15 17,417,955.82
Parc Royale Houston, TX 8,674,944.47 2,223,000.00 11,936,832.68
Park Knoll Atlanta, GA - 2,908,800.00 26,175,911.24
Park Meadow Gilbert, AZ (M) 835,217.00 15,120,768.64
Park Place (MN) Plymouth, MN 8,659,378.86 1,219,900.00 10,962,352.20
Park Place (TX) Houston, TX 9,874,111.75 1,603,000.00 11,961,283.91
Park Place II Plymouth, MN 8,699,665.05 1,216,100.00 10,953,464.51
Park Place West (CT) West Hartford, CT - 466,243.49 3,120,244.92
Park West (CA) Los Angeles, CA - 3,033,500.00 27,302,382.65
Park West (TX) Austin, TX - 648,705.00 4,738,541.73
Park West End (VA) Richmond, VA 7,168,169.21 1,562,500.00 11,871,449.21
Parkcrest Southfield, MI 7,000,638.90 1,265,000.00 10,404,806.99
Parkfield Denver, CO - 8,330,000.00 25,784,688.04
Parkridge Place Las Colinas, TX - 6,432,900.00 17,094,962.48
Parkside Union City, CA - 6,246,700.00 11,827,452.91
Parkview Terrace Redlands, CA - 4,969,200.00 35,653,777.06
Parkville (Col) Columbus, OH 1,733,617.51 150,432.98 1,325,756.49
Parkville (IN) Muncie, IN 737,073.11 103,434.26 911,493.58
Parkville (Par) Dayton, OH - 127,863.02 1,126,637.55
Parkville (WV) Parkersburg, WV - 105,459.86 929,406.33
Parkway North (REIT) Ft. Meyers, FL 1,128,510.95 145,350.00 1,308,114.98
Parkwood (CT) East Haven, CT 2,841,649.00 531,364.67 3,556,055.88
Parkwood East Fort Collins, CO - 1,644,000.00 14,790,697.98
Patchen Oaks Lexington, KY - 1,345,300.00 8,129,209.54
Pelican Pointe I Jacksonville, FL 1,275,480.81 213,514.94 1,881,395.34
Pelican Pointe II Jacksonville, FL 970,732.66 184,852.21 1,628,503.44
Pembroke Lake Virginia Beach, VA (V) 8,961,466.42 511,947.00 9,041,120.50
Phillips Park Wellesley, MA 4,080,419.94 816,921.82 5,467,092.18
Pine Barrens Jacksonville, FL 1,462,036.82 268,302.86 2,364,040.59
Pine Harbour Orlando, FL - 1,664,300.00 14,970,914.84
Pine Knoll Atlanta, GA 1,203,890.79 138,052.24 1,216,390.69
Pine Lake Tampa, FL 645,990.21 79,876.79 703,801.58
Pine Meadow Greensboro, NC 4,608,042.38 720,650.00 6,483,337.55
Pine Meadows I (FL) Ft. Meyers, FL - 152,019.39 1,339,596.48
Pine Terrace I Panama City, FL 2,137,154.04 288,991.84 2,546,426.41
Pine Tree Club Wildwood, MO - 1,125,000.00 7,017,082.20
Pinellas Pines St. Petersburg, FL 1,538,791.38 174,999.26 1,541,934.20
Pines of Cloverlane Pittsfield Township, MI - 1,907,800.00 16,757,519.36
Pines of Springdale West Palm Beach, FL - 473,867.00 4,416,174.32
Pinney Brook Ellington, CT - 198,450.84 1,328,094.09

Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- ----------------------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- ----------------------------------------------------------------------------------------------------------------------------------
Northampton 1 Largo, MD - 2,451,071.74 1,843,200.00 19,772,230.49
Northampton 2 Largo, MD - 621,542.15 1,513,500.00 15,075,754.42
Northgate Village San Antonio, TX - 819,566.15 660,100.00 6,793,711.50
Northglen Valencia, CA - - 9,360,000.00 20,773,302.26
Northlake (FL) Jacksonville, FL - 308,191.68 1,168,400.00 10,822,718.11
Northridge Pleasant Hill, CA - 752,771.36 5,527,800.00 15,444,475.88
Northridge (GA) Atlanta, GA - 58,208.56 238,810.55 2,162,389.72
Northrup Court I Pittsburgh, PA - 60,679.30 189,245.89 1,728,141.86
Northrup Court II Pittsburgh, PA - 59,308.63 157,190.30 1,444,326.51
Northwoods Village Cary, NC - 910,474.32 1,369,700.00 12,370,811.21
Norton Glen Norton, MA - 11,922.72 1,012,555.59 6,788,256.31
Nova Glen I Daytona Beach, FL - 78,487.14 142,085.70 1,330,416.97
Nova Glen II Daytona Beach, FL - 60,806.94 175,167.84 1,604,226.49
Novawood I Daytona Beach, FL - 43,462.92 122,311.47 1,121,360.30
Novawood II Daytona Beach, FL - 46,284.22 144,401.43 1,318,768.17
Oak Gardens Miami, FL - 34,767.60 329,967.88 2,942,055.22
Oak Mill 2 Germantown, MD - 1,296,531.57 854,132.73 9,527,567.60
Oak Park North Agoura Hills, CA - 288,555.90 1,706,900.00 15,651,221.84
Oak Park South Agoura Hills, CA - 363,657.94 1,683,800.00 15,518,265.84
Oak Ridge Orlando, FL - 40,992.55 173,616.92 1,570,928.82
Oak Shade Daytona Beach, FL - 42,070.94 229,403.00 2,063,361.33
Oakland Hills Margate, FL - 43,752.43 3,040,000.00 4,974,356.04
Oakley Woods Atlanta, GA - 80,457.93 165,448.86 1,537,942.71
Oaks (NC) Charlotte, NC - 155,597.69 2,196,744.00 23,757,137.21
Oakwood Manor Miami, FL - 26,185.86 173,246.93 1,552,158.79
Oakwood Village (FL) St. Petersburg, FL - 177,390.47 145,546.87 1,459,817.04
Oakwood Village (GA) Augusta, GA - 23,566.64 161,174.07 1,443,685.87
Ocean Walk Key West, FL - 452,357.47 2,838,748.50 25,997,366.19
Old Archer Court Gainesville, FL - 199,770.38 170,323.43 1,700,505.44
Old Mill Glen Maynard, MA - 7,287.00 396,755.99 2,662,500.19
Olde Redmond Place Redmond, WA - 210,029.86 4,807,100.00 14,336,067.94
Olentangy Commons (OH) Columbus, OH - 7,977,433.79 3,032,335.88 30,798,494.53
Olivewood (MI) Detriot, MI - 138,505.46 519,166.75 4,713,410.30
Olivewood I Indianapolis, IN - 45,908.65 184,701.38 1,673,329.09
Olivewood II Indianapolis, IN - 43,720.07 186,234.55 1,684,290.58
One Eton Square Tulsa, OK - 1,057,948.68 1,570,100.00 15,188,885.64
Orange Grove Village Tucson, AZ - 448,985.18 1,813,154.00 15,342,331.69
Orchard Ridge Seattle, WA - 281,929.61 485,600.00 4,653,962.29
Overlook San Antonio, TX - 822,438.90 1,100,200.00 10,723,955.46
Overlook Manor Frederick, MD - 317,369.85 1,299,100.00 4,247,372.70
Overlook Manor II Frederick, MD - 87,578.98 2,186,300.00 6,350,176.04
Overlook Manor III Frederick, MD - 50,625.33 1,026,300.00 3,078,014.91
Paces Station Atlanta, GA - 2,659,683.27 4,801,500.00 35,207,735.83
Palatka Oaks I Gainesville, FL - 31,398.05 49,535.37 467,818.67
Palatka Oaks II Gainesville, FL - 16,994.96 42,766.52 393,715.57
Palm Place Sarasota. FL - 258,604.20 248,314.81 2,446,943.29
Palms at South Shore League City, TX - 531,584.52 1,200,000.00 17,054,017.23
Panther Ridge Seattle, WA - 666,711.38 1,055,800.00 10,172,828.07
Paradise Pointe Dania, FL - 1,903,465.59 1,913,414.15 19,321,421.41
Parc Royale Houston, TX - 137,456.10 2,223,000.00 12,074,288.78
Park Knoll Atlanta, GA - 2,152,210.66 2,908,800.00 28,328,121.90
Park Meadow Gilbert, AZ - 391,349.72 835,217.00 15,512,118.36
Park Place (MN) Plymouth, MN - 730,360.81 1,219,900.00 11,692,713.01
Park Place (TX) Houston, TX - 217,784.50 1,603,000.00 12,179,068.41
Park Place II Plymouth, MN - 558,088.89 1,216,100.00 11,511,553.40
Park Place West (CT) West Hartford, CT - 4,719.07 466,243.49 3,124,963.99
Park West (CA) Los Angeles, CA - 1,048,861.74 3,033,500.00 28,351,244.39
Park West (TX) Austin, TX - 585,503.75 648,705.00 5,324,045.48
Park West End (VA) Richmond, VA - 462,488.97 1,562,500.00 12,333,938.18
Parkcrest Southfield, MI - 522,611.28 1,265,000.00 10,927,418.27
Parkfield Denver, CO - - 8,330,000.00 25,784,688.04
Parkridge Place Las Colinas, TX - 772,122.64 6,432,900.00 17,867,085.12
Parkside Union City, CA - 1,000,913.36 6,246,700.00 12,828,366.27
Parkview Terrace Redlands, CA - 847,918.64 4,969,200.00 36,501,695.70
Parkville (Col) Columbus, OH - 120,345.95 150,432.98 1,446,102.44
Parkville (IN) Muncie, IN - 51,557.08 103,434.26 963,050.66
Parkville (Par) Dayton, OH - 26,378.90 127,863.02 1,153,016.45
Parkville (WV) Parkersburg, WV - 14,198.14 105,459.86 943,604.47
Parkway North (REIT) Ft. Meyers, FL - - 145,350.00 1,308,114.98
Parkwood (CT) East Haven, CT - 11,571.64 531,364.67 3,567,627.52
Parkwood East Fort Collins, CO - 281,320.74 1,644,000.00 15,072,018.72
Patchen Oaks Lexington, KY - 407,249.84 1,345,300.00 8,536,459.38
Pelican Pointe I Jacksonville, FL - 108,966.95 213,514.94 1,990,362.29
Pelican Pointe II Jacksonville, FL - 38,112.01 184,852.21 1,666,615.45
Pembroke Lake Virginia Beach, VA (V) - 159,743.03 511,947.00 9,200,863.53
Phillips Park Wellesley, MA - 9,211.33 816,921.82 5,476,303.51
Pine Barrens Jacksonville, FL - 108,750.37 268,302.86 2,472,790.96
Pine Harbour Orlando, FL - 1,211,147.54 1,664,300.00 16,182,062.38
Pine Knoll Atlanta, GA - 26,320.89 138,052.24 1,242,711.58
Pine Lake Tampa, FL - 15,684.40 79,876.79 719,485.98
Pine Meadow Greensboro, NC - 900,286.24 720,650.00 7,383,623.79
Pine Meadows I (FL) Ft. Meyers, FL - 217,128.02 152,019.39 1,556,724.50
Pine Terrace I Panama City, FL - 169,603.74 288,991.84 2,716,030.15
Pine Tree Club Wildwood, MO - 173,489.69 1,125,000.00 7,190,571.89
Pinellas Pines St. Petersburg, FL - 37,619.35 174,999.26 1,579,553.55
Pines of Cloverlane Pittsfield Township, MI - 4,316,146.61 1,907,800.00 21,073,665.97
Pines of Springdale West Palm Beach, FL - 656,251.02 473,867.00 5,072,425.34
Pinney Brook Ellington, CT - - 198,450.84 1,328,094.09




Life Used to
Description Compute
- ------------------------------------------------------------------------------------------------------------------- Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- ----------------------------------------------------------------------------------------------------------------------------------
Northampton 1 Largo, MD 21,615,430.49 (5,462,335.82) 1977 30 Years
Northampton 2 Largo, MD 16,589,254.42 (3,536,637.90) 1988 30 Years
Northgate Village San Antonio, TX 7,453,811.50 (2,139,680.82) 1984 30 Years
Northglen Valencia, CA 30,133,302.26 (20,312.86) 1988 30 Years
Northlake (FL) Jacksonville, FL 11,991,118.11 (1,338,566.85) 1989 30 Years
Northridge Pleasant Hill, CA 20,972,275.88 (1,547,056.61) 1974 30 Years
Northridge (GA) Atlanta, GA 2,401,200.27 (100,797.97) 1985 30 Years
Northrup Court I Pittsburgh, PA 1,917,387.75 (80,142.86) 1985 30 Years
Northrup Court II Pittsburgh, PA 1,601,516.81 (67,743.33) 1985 30 Years
Northwoods Village Cary, NC 13,740,511.21 (1,589,866.55) 1986 30 Years
Norton Glen Norton, MA 7,800,811.90 (41,813.00) 1983 30 Years
Nova Glen I Daytona Beach, FL 1,472,502.67 (65,427.22) 1984 30 Years
Nova Glen II Daytona Beach, FL 1,779,394.33 (78,150.48) 1986 30 Years
Novawood I Daytona Beach, FL 1,243,671.77 (53,965.55) 1980 30 Years
Novawood II Daytona Beach, FL 1,463,169.60 (62,139.92) 1980 30 Years
Oak Gardens Miami, FL 3,272,023.10 (136,496.16) 1988 30 Years
Oak Mill 2 Germantown, MD 10,381,700.33 (2,044,495.72) 1985 30 Years
Oak Park North Agoura Hills, CA 17,358,121.84 (2,804,451.35) 1990 30 Years
Oak Park South Agoura Hills, CA 17,202,065.84 (3,003,585.79) 1989 30 Years
Oak Ridge Orlando, FL 1,744,545.74 (74,859.72) 1985 30 Years
Oak Shade Daytona Beach, FL 2,292,764.33 (96,973.79) 1985 30 Years
Oakland Hills Margate, FL 8,014,356.04 (70,444.37) 1987 30 Years
Oakley Woods Atlanta, GA 1,703,391.57 (77,212.28) 1984 30 Years
Oaks (NC) Charlotte, NC 25,953,881.21 (1,889,639.95) 1996 30 Years
Oakwood Manor Miami, FL 1,725,405.72 (73,586.93) 1986 30 Years
Oakwood Village (FL) St. Petersburg, FL 1,605,363.91 (71,725.99) 1986 30 Years
Oakwood Village (GA) Augusta, GA 1,604,859.94 (69,416.70) 1985 30 Years
Ocean Walk Key West, FL 28,836,114.69 (2,870,083.56) 1990 30 Years
Old Archer Court Gainesville, FL 1,870,828.87 (79,334.99) 1977 30 Years
Old Mill Glen Maynard, MA 3,059,256.18 (16,140.00) 1983 30 Years
Olde Redmond Place Redmond, WA 19,143,167.94 (1,306,616.12) 1986 30 Years
Olentangy Commons (OH) Columbus, OH 33,830,830.41 (20,577,645.30) 1972 30 Years
Olivewood (MI) Detriot, MI 5,232,577.05 (221,374.09) 1986 30 Years
Olivewood I Indianapolis, IN 1,858,030.47 (79,349.71) 1985 30 Years
Olivewood II Indianapolis, IN 1,870,525.13 (79,387.00) 1986 30 Years
One Eton Square Tulsa, OK 16,758,985.64 (2,246,198.74) 1985 30 Years
Orange Grove Village Tucson, AZ 17,155,485.69 (1,818,185.32) 1986/1995 30 Years
Orchard Ridge Seattle, WA 5,139,562.29 (1,192,332.20) 1988 30 Years
Overlook San Antonio, TX 11,824,155.46 (1,645,043.14) 1985 30 Years
Overlook Manor Frederick, MD 5,546,472.70 (399,306.91) 1980/1985 30 Years
Overlook Manor II Frederick, MD 8,536,476.04 (609,160.05) 1980/1985 30 Years
Overlook Manor III Frederick, MD 4,104,314.91 (285,257.28) 1980/1985 30 Years
Paces Station Atlanta, GA 40,009,235.83 (4,590,304.17) 1984-1988/19 30 Years
Palatka Oaks I Gainesville, FL 517,354.04 (26,504.09) 1977 30 Years
Palatka Oaks II Gainesville, FL 436,482.09 (20,577.37) 1980 30 Years
Palm Place Sarasota. FL 2,695,258.10 (113,027.33) 1984 30 Years
Palms at South Shore League City, TX 18,254,017.23 (1,399,107.02) 1990 30 Years
Panther Ridge Seattle, WA 11,228,628.07 (1,504,280.62) 1980 30 Years
Paradise Pointe Dania, FL 21,234,835.56 (5,233,239.56) 1987-90 30 Years
Parc Royale Houston, TX 14,297,288.78 (963,260.53) 1994 30 Years
Park Knoll Atlanta, GA 31,236,921.90 (7,597,089.78) 1983 30 Years
Park Meadow Gilbert, AZ 16,347,335.36 (1,726,310.84) 1986 30 Years
Park Place (MN) Plymouth, MN 12,912,613.01 (2,105,059.28) 1986 30 Years
Park Place (TX) Houston, TX 13,782,068.41 (1,341,662.41) 1996 30 Years
Park Place II Plymouth, MN 12,727,653.40 (2,039,993.97) 1986 30 Years
Park Place West (CT) West Hartford, CT 3,591,207.48 (19,085.00) 1961 30 Years
Park West (CA) Los Angeles, CA 31,384,744.39 (5,731,193.48) 1987/90 30 Years
Park West (TX) Austin, TX 5,972,750.48 (1,558,339.19) 1985 30 Years
Park West End (VA) Richmond, VA 13,896,438.18 (1,378,047.54) 1985 30 Years
Parkcrest Southfield, MI 12,192,418.27 (1,043,237.98) 1987 30 Years
Parkfield Denver, CO 34,114,688.04 (22,907.42) 2000 30 Years
Parkridge Place Las Colinas, TX 24,299,985.12 (2,259,919.10) 1985 30 Years
Parkside Union City, CA 19,075,066.27 (1,256,739.88) 1979 30 Years
Parkview Terrace Redlands, CA 41,470,895.70 (3,992,152.92) 1986 30 Years
Parkville (Col) Columbus, OH 1,596,535.42 (78,361.48) 1978 30 Years
Parkville (IN) Muncie, IN 1,066,484.92 (48,845.30) 1982 30 Years
Parkville (Par) Dayton, OH 1,280,879.47 (54,133.64) 1982 30 Years
Parkville (WV) Parkersburg, WV 1,049,064.33 (45,483.06) 1982 30 Years
Parkway North (REIT) Ft. Meyers, FL 1,453,464.98 - 1984 30 Years
Parkwood (CT) East Haven, CT 4,098,992.19 (22,589.00) 1975 30 Years
Parkwood East Fort Collins, CO 16,716,018.72 (2,023,962.33) 1986 30 Years
Patchen Oaks Lexington, KY 9,881,759.38 (856,707.37) 1990 30 Years
Pelican Pointe I Jacksonville, FL 2,203,877.23 (93,018.09) 1987 30 Years
Pelican Pointe II Jacksonville, FL 1,851,467.66 (78,750.75) 1987 30 Years
Pembroke Lake Virginia Beach, VA (V) 9,712,810.53 (360,993.00) 1975 30 Years
Phillips Park Wellesley, MA 6,293,225.33 (31,734.00) 1988 30 Years
Pine Barrens Jacksonville, FL 2,741,093.82 (119,365.38) 1986 30 Years
Pine Harbour Orlando, FL 17,846,362.38 (4,356,599.37) 1991 30 Years
Pine Knoll Atlanta, GA 1,380,763.82 (58,491.39) 1985 30 Years
Pine Lake Tampa, FL 799,362.77 (34,449.81) 1982 30 Years
Pine Meadow Greensboro, NC 8,104,273.79 (1,515,117.28) 1974 30 Years
Pine Meadows I (FL) Ft. Meyers, FL 1,708,743.89 (78,093.35) 1985 30 Years
Pine Terrace I Panama City, FL 3,005,021.99 (139,653.99) 1983 30 Years
Pine Tree Club Wildwood, MO 8,315,571.89 (460,121.31) 1986 30 Years
Pinellas Pines St. Petersburg, FL 1,754,552.81 (71,928.31) 1983 30 Years
Pines of Cloverlane Pittsfield Township, MI 22,981,465.97 (5,019,912.24) 1975-79 30 Years
Pines of Springdale West Palm Beach, FL 5,546,292.34 (1,330,539.99) 1985/87 30 Years
Pinney Brook Ellington, CT 1,526,544.93 (8,323.00) 1968 30 Years


S-8


Initial Cost to
Description Company
- --------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- --------------------------------------------------------------------------------------------------------------------------
Plantation (TX) Houston, TX - 2,322,900.00 7,718,422.14
Plantation Ridge Marietta, GA - 4,088,900.00 19,202,065.41
Pleasant Ridge Arlington, TX 1,622,246.55 445,100.00 1,996,549.84
Plum Tree Corner, WI (O) 1,996,700.00 20,247,195.39
Plumwood (Che) Anderson, IN 433,118.00 84,922.60 748,260.67
Plumwood (For) Ft. Wayne, IN - 131,350.81 1,157,243.81
Plumwood I Columbus, OH 1,689,278.42 289,814.33 2,553,597.34
Plumwood II Columbus, OH - 107,583.06 947,924.01
Point (NC) Charlotte, NC 12,765,000.00 1,700,000.00 25,417,266.78
Pointe at South Mountain Phoenix, AZ 10,911,167.00 2,228,800.00 20,059,310.98
Pointe East Redmond, WA - 602,600.00 5,425,762.95
Polos Fort Myers, FL - 1,640,000.00 18,444,965.76
Polos East Orlando, FL - 1,386,000.00 19,058,620.04
Port Royale Broward, FL (R) - 1,754,200.00 15,789,873.13
Port Royale II Broward, FL (R) - 1,022,200.00 9,203,165.98
Port Royale III Broward, FL (R) 10,000,000.00 7,454,900.00 14,725,801.67
Portland Center Combined Portland, OR 21,695,322.95 6,032,900.00 43,554,398.53
Portofino Chino Hills, CA - 3,572,400.00 14,660,993.76
Portofino (Val) Valencia, CA 14,972,951.01 8,640,000.00 21,484,324.48
Portside Towers Combined Jersey City, NJ 56,921,877.42 22,455,700.00 96,842,912.99
Prairie Creek I Richardson, TX - 4,067,291.52 38,986,022.29
Preakness Antioch, TN (E) 1,561,900.00 7,668,520.58
Preserve at Squaw Peak Phoenix, AZ (M) 517,788.00 8,533,991.83
Preston at Willowbend Plano, TX - 872,500.00 8,107,915.24
Preston Bend Dallas, TX 8,719,000.00 1,085,200.00 10,024,504.66
Princeton Court Evansville, IN 893,648.05 116,696.04 1,028,219.32
Princeton Square Jacksonville, FL - 864,000.00 11,910,477.70
Promenade (FL) St. Petersburg, FL - 2,124,193.40 25,804,036.95
Promenade at Wyndham Lakes Coral Springs, FL - 6,640,000.00 26,743,759.79
Promenade Terrace Corona Hills, CA 15,374,456.21 2,282,800.00 20,546,289.38
Promontory Pointe I & II Phoenix, AZ (M) 2,355,509.00 30,421,839.60
Prospect Towers Hackensack, NJ 23,615,473.11 8,426,600.00 34,079,588.72
Pueblo Villas Albuquerque, NM - 855,600.00 7,694,320.11
Quail Call Albany, GA 706,537.54 104,723.44 922,727.65
Quail Cove Salt Lake City, UT - 2,271,800.00 20,444,380.86
Ramblewood I (Val) Valdosta, GA 958,938.30 132,083.69 1,163,801.21
Ramblewood II (Aug) Augusta, GA - 169,269.38 1,490,782.67
Ramblewood II (Val) Valdosta, GA 474,813.99 61,672.12 543,398.57
Ranchside St. Petersburg, FL - 144,692.45 1,274,898.15
Ranchstone Houston, TX - 770,000.00 15,371,430.67
Ravens Crest Plainsboro, NJ - 4,670,850.00 42,080,642.31
Ravenwood Greenville, SC 1,514,022.43 197,283.52 1,738,282.85
Ravinia Greenfield, WI (O) 1,240,100.00 12,055,713.24
Red Deer I Dayton, OH - 204,316.78 1,800,253.53
Red Deer II Dayton, OH - 193,851.63 1,708,044.09
Redan Village I Atlanta, GA - 274,294.48 2,416,963.33
Redan Village II Atlanta, GA - 240,605.46 2,119,855.32
Redlands Lawn and Tennis Redlands, CA - 4,822,320.00 26,359,328.48
Regatta (Vacant Land) San Antonio, TX - 60,474,079.26 22,760.32
Regency Charlotte, NC - 890,000.00 11,783,919.89
Regency Palms Huntington Beach, CA - 1,857,400.00 16,713,253.54
Regency Woods Des Moines, IA 6,345,345.00 753,480.21 7,031,077.91
Reserve at Ashley Lake Boynton Beach, FL 24,150,000.00 3,520,400.00 23,332,493.58
Reserve Square Combined Cleveland, OH - 2,618,851.89 23,582,868.99
Retreat, The Phoenix, AZ 18,247,535.24 3,475,114.00 27,265,251.81
Ribbon Mill Manchester, CT 4,508,078.74 787,929.00 5,273,063.28
Richmond Townhomes Houston, TX 9,078,101.52 940,000.00 13,906,905.00
Ridgegate Seattle, WA - 805,800.00 7,323,524.49
Ridgetop Tacoma, WA - 811,500.00 7,299,489.64
Ridgetree Dallas, TX - 2,115,200.00 19,030,979.07
Ridgeway Commons Memphis, TN - 583,239.59 5,396,306.17
Ridgewood (Lou) Louisville, KY - 163,685.89 1,442,301.06
Ridgewood (MI) Detriot, MI 1,193,809.23 176,968.96 1,559,588.43
Ridgewood (Rus) Nashville, KY 754,558.53 69,156.10 609,340.64
Ridgewood I (Bed) Bedford, IN 840,810.11 107,119.92 943,843.19
Ridgewood I (Elk) Elkhart, IN 1,150,900.21 159,371.17 1,404,233.72
Ridgewood I (GA) Atlanta, GA 1,386,909.04 230,574.17 2,031,609.72
Ridgewood I (Lex) Lexington, KY - 203,719.66 1,794,792.23
Ridgewood I (OH) Columbus, OH 1,182,070.67 174,065.87 1,534,135.00
Ridgewood II (Bed) Bedford, IN 872,263.76 99,558.74 877,220.98
Ridgewood II (Elk) Elkhart, IN - 215,334.70 1,897,333.39
Ridgewood II (GA) Atlanta, GA 991,910.86 164,999.02 1,453,626.21
Ridgewood II (OH) Columbus, OH 1,142,668.28 162,913.98 1,435,647.68
Ridgewood Village San Diego, CA (S) 5,761,500.00 14,032,510.64
Ridgewood Village II San Diego, CA - 6,048,000.00 19,971,537.18
Rincon Houston, TX - 4,401,900.00 16,734,745.75
River Bend Tampa, FL - 602,945.00 2,936,653.60
River Glen I Columbus, OH - 171,271.91 1,508,892.15
River Glen II Columbus, OH 1,145,526.63 158,683.55 1,398,175.02
River Hill Grand Prairie, TX - 2,004,000.00 19,272,943.71
River Oak Louisville, KY - 1,256,600.00 11,334,609.78
River Park Fort Worth, TX 7,551,663.74 2,245,400.00 8,811,726.50
River's Bend (CT) Windsor, CT 12,389,455.00 3,325,516.73 22,255,381.16
Rivers Edge Waterbury, CT - 781,900.00 6,561,167.21
Rivers End I Jacksonville, FL 1,387,410.81 171,744.81 1,507,064.67
Rivers End II Jacksonville, FL 1,107,899.39 190,687.68 1,680,171.28
Riverside Park Tulsa, OK (E) 1,441,400.00 12,371,637.06
Riverview Estates Toledo, OH 1,008,729.27 141,209.98 1,244,213.79

Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- ----------------------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- ----------------------------------------------------------------------------------------------------------------------------------
Plantation (TX) Houston, TX - 514,387.74 2,322,900.00 8,232,809.88
Plantation Ridge Marietta, GA - 1,323,174.37 4,088,900.00 20,525,239.78
Pleasant Ridge Arlington, TX - 63,827.62 445,100.00 2,060,377.46
Plum Tree Corner, WI - 526,808.32 1,996,700.00 20,774,003.71
Plumwood (Che) Anderson, IN - 19,819.36 84,922.60 768,080.03
Plumwood (For) Ft. Wayne, IN - 90,835.55 131,350.81 1,248,079.36
Plumwood I Columbus, OH - 117,995.59 289,814.33 2,671,592.93
Plumwood II Columbus, OH - 13,366.13 107,583.06 961,290.14
Point (NC) Charlotte, NC - 107,724.00 1,700,000.00 25,524,990.78
Pointe at South Mountain Phoenix, AZ - 797,995.91 2,228,800.00 20,857,306.89
Pointe East Redmond, WA - 281,169.47 602,600.00 5,706,932.42
Polos Fort Myers, FL - 519,367.04 1,640,000.00 18,964,332.80
Polos East Orlando, FL - 416,052.20 1,386,000.00 19,474,672.24
Port Royale Broward, FL (R) - 992,702.04 1,754,200.00 16,782,575.17
Port Royale II Broward, FL (R) - 623,706.04 1,022,200.00 9,826,872.02
Port Royale III Broward, FL (R) - 727,536.28 7,454,900.00 15,453,337.95
Portland Center Combined Portland, OR - 2,455,845.42 6,032,900.00 46,010,243.95
Portofino Chino Hills, CA - 264,980.51 3,572,400.00 14,925,974.27
Portofino (Val) Valencia, CA - - 8,640,000.00 21,484,324.48
Portside Towers Combined Jersey City, NJ - 804,757.88 22,455,700.00 97,647,670.87
Prairie Creek I Richardson, TX - 143,290.84 4,067,291.52 39,129,313.13
Preakness Antioch, TN - 1,208,971.59 1,561,900.00 8,877,492.17
Preserve at Squaw Peak Phoenix, AZ - 177,987.34 517,788.00 8,711,979.17
Preston at Willowbend Plano, TX - 1,940,768.15 872,500.00 10,048,683.39
Preston Bend Dallas, TX - 253,165.22 1,085,200.00 10,277,669.88
Princeton Court Evansville, IN - 93,851.55 116,696.04 1,122,070.87
Princeton Square Jacksonville, FL - 210,720.20 864,000.00 12,121,197.90
Promenade (FL) St. Petersburg, FL - 529,129.37 2,124,193.40 26,333,166.32
Promenade at Wyndham Lakes Coral Springs, FL - 48,965.17 6,640,000.00 26,792,724.96
Promenade Terrace Corona Hills, CA - 618,407.32 2,282,800.00 21,164,696.70
Promontory Pointe I & II Phoenix, AZ - 666,848.01 2,355,509.00 31,088,687.61
Prospect Towers Hackensack, NJ - 470,152.12 8,426,600.00 34,549,740.84
Pueblo Villas Albuquerque, NM - 1,431,115.99 855,600.00 9,125,436.10
Quail Call Albany, GA - 54,409.61 104,723.44 977,137.26
Quail Cove Salt Lake City, UT - 670,178.50 2,271,800.00 21,114,559.36
Ramblewood I (Val) Valdosta, GA - 27,647.18 132,083.69 1,191,448.39
Ramblewood II (Aug) Augusta, GA - 76,250.49 169,269.38 1,567,033.16
Ramblewood II (Val) Valdosta, GA - 10,556.07 61,672.12 553,954.64
Ranchside St. Petersburg, FL - 39,709.41 144,692.45 1,314,607.56
Ranchstone Houston, TX - 141,059.55 770,000.00 15,512,490.22
Ravens Crest Plainsboro, NJ - 2,969,740.69 4,670,850.00 45,050,383.00
Ravenwood Greenville, SC - 15,819.47 197,283.52 1,754,102.32
Ravinia Greenfield, WI - 330,433.07 1,240,100.00 12,386,146.31
Red Deer I Dayton, OH - 35,529.36 204,316.78 1,835,782.89
Red Deer II Dayton, OH - 35,300.87 193,851.63 1,743,344.96
Redan Village I Atlanta, GA - 52,213.38 274,294.48 2,469,176.71
Redan Village II Atlanta, GA - 11,410.98 240,605.46 2,131,266.30
Redlands Lawn and Tennis Redlands, CA - 681,163.05 4,822,320.00 27,040,491.53
Regatta (Vacant Land) San Antonio, TX - - 60,474,079.26 22,760.32
Regency Charlotte, NC - 183,681.23 890,000.00 11,967,601.12
Regency Palms Huntington Beach, CA - 955,684.14 1,857,400.00 17,668,937.68
Regency Woods Des Moines, IA - 287,471.88 753,480.21 7,318,549.79
Reserve at Ashley Lake Boynton Beach, FL - 571,031.88 3,520,400.00 23,903,525.46
Reserve Square Combined Cleveland, OH - 13,740,390.41 2,618,851.89 37,323,259.40
Retreat, The Phoenix, AZ - 82,607.41 3,475,114.00 27,347,859.22
Ribbon Mill Manchester, CT - 7,127.52 787,929.00 5,280,190.80
Richmond Townhomes Houston, TX - 268,354.48 940,000.00 14,175,259.48
Ridgegate Seattle, WA - 271,814.24 805,800.00 7,595,338.73
Ridgetop Tacoma, WA - 240,687.23 811,500.00 7,540,176.87
Ridgetree Dallas, TX - 1,645,691.04 2,115,200.00 20,676,670.11
Ridgeway Commons Memphis, TN - 294,763.62 583,239.59 5,691,069.79
Ridgewood (Lou) Louisville, KY - 8,184.85 163,685.89 1,450,485.91
Ridgewood (MI) Detriot, MI - 32,178.50 176,968.96 1,591,766.93
Ridgewood (Rus) Nashville, KY - 43,817.83 69,156.10 653,158.47
Ridgewood I (Bed) Bedford, IN - 52,662.20 107,119.92 996,505.39
Ridgewood I (Elk) Elkhart, IN - 56,184.58 159,371.17 1,460,418.30
Ridgewood I (GA) Atlanta, GA - 66,366.75 230,574.17 2,097,976.47
Ridgewood I (Lex) Lexington, KY - 25,013.81 203,719.66 1,819,806.04
Ridgewood I (OH) Columbus, OH - 74,770.85 174,065.87 1,608,905.85
Ridgewood II (Bed) Bedford, IN - 42,841.01 99,558.74 920,061.99
Ridgewood II (Elk) Elkhart, IN - 106,847.12 215,334.70 2,004,180.51
Ridgewood II (GA) Atlanta, GA - 13,010.69 164,999.02 1,466,636.90
Ridgewood II (OH) Columbus, OH - 57,803.60 162,913.98 1,493,451.28
Ridgewood Village San Diego, CA - 42,894.84 5,761,500.00 14,075,405.48
Ridgewood Village II San Diego, CA - - 6,048,000.00 19,971,537.18
Rincon Houston, TX - 258,070.33 4,401,900.00 16,992,816.08
River Bend Tampa, FL - 1,865,862.47 602,945.00 4,802,516.07
River Glen I Columbus, OH - 21,405.47 171,271.91 1,530,297.62
River Glen II Columbus, OH - 20,189.00 158,683.55 1,418,364.02
River Hill Grand Prairie, TX - 306,203.37 2,004,000.00 19,579,147.08
River Oak Louisville, KY - 547,734.41 1,256,600.00 11,882,344.19
River Park Fort Worth, TX - 1,569,399.56 2,245,400.00 10,381,126.06
River's Bend (CT) Windsor, CT - 20,306.67 3,325,516.73 22,275,687.83
Rivers Edge Waterbury, CT - 106,359.50 781,900.00 6,667,526.71
Rivers End I Jacksonville, FL - 43,800.75 171,744.81 1,550,865.42
Rivers End II Jacksonville, FL - 45,715.12 190,687.68 1,725,886.40
Riverside Park Tulsa, OK - 380,573.35 1,441,400.00 12,752,210.41
Riverview Estates Toledo, OH - 52,680.29 141,209.98 1,296,894.08




Life Used to
Description Compute
- ------------------------------------------------------------------------------------------------------------------- Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- ----------------------------------------------------------------------------------------------------------------------------------
Plantation (TX) Houston, TX 10,555,709.88 (1,008,442.32) 1969 30 Years
Plantation Ridge Marietta, GA 24,614,139.78 (2,150,450.61) 1975 30 Years
Pleasant Ridge Arlington, TX 2,505,477.46 (203,503.74) 1982 30 Years
Plum Tree Corner, WI 22,770,703.71 (2,174,362.42) 1989 30 Years
Plumwood (Che) Anderson, IN 853,002.63 (37,151.14) 1980 30 Years
Plumwood (For) Ft. Wayne, IN 1,379,430.17 (60,572.73) 1981 30 Years
Plumwood I Columbus, OH 2,961,407.26 (127,032.21) 1978 30 Years
Plumwood II Columbus, OH 1,068,873.20 (44,158.26) 1983 30 Years
Point (NC) Charlotte, NC 27,224,990.78 (2,021,478.48) 1996 30 Years
Pointe at South Mountain Phoenix, AZ 23,086,106.89 (2,882,569.64) 1988 30 Years
Pointe East Redmond, WA 6,309,532.42 (1,315,913.38) 1988 30 Years
Polos Fort Myers, FL 20,604,332.80 (1,590,594.66) 1991 30 Years
Polos East Orlando, FL 20,860,672.24 (1,568,740.59) 1991 30 Years
Port Royale Broward, FL (R) 18,536,775.17 (3,894,622.80) 1988 30 Years
Port Royale II Broward, FL (R) 10,849,072.02 (1,925,333.51) 1988 30 Years
Port Royale III Broward, FL (R) 22,908,237.95 (2,181,334.90) 1988 30 Years
Portland Center Combined Portland, OR 52,043,143.95 (3,542,647.65) 1965 30 Years
Portofino Chino Hills, CA 18,498,374.27 (1,637,661.91) 1989 30 Years
Portofino (Val) Valencia, CA 30,124,324.48 (20,888.56) 1989 30 Years
Portside Towers Combined Jersey City, NJ 120,103,370.87 (8,586,801.03) 1992/1997 30 Years
Prairie Creek I Richardson, TX 43,196,604.65 (2,515,689.05) 1998/99 30 Years
Preakness Antioch, TN 10,439,392.17 (1,244,588.52) 1986 30 Years
Preserve at Squaw Peak Phoenix, AZ 9,229,767.17 (984,844.75) 1990 30 Years
Preston at Willowbend Plano, TX 10,921,183.39 (2,758,189.22) 1985 30 Years
Preston Bend Dallas, TX 11,362,869.88 (1,399,628.11) 1986 30 Years
Princeton Court Evansville, IN 1,238,766.91 (55,302.24) 1985 30 Years
Princeton Square Jacksonville, FL 12,985,197.90 (1,023,384.30) 1984 30 Years
Promenade (FL) St. Petersburg, FL 28,457,359.72 (2,080,141.61) 1994 30 Years
Promenade at Wyndham Lakes Coral Springs, FL 33,432,724.96 (399,364.12) 1998 30 Years
Promenade Terrace Corona Hills, CA 23,447,496.70 (3,512,419.35) 1990 30 Years
Promontory Pointe I & II Phoenix, AZ 33,444,196.61 (3,421,810.04) 1984/1996 30 Years
Prospect Towers Hackensack, NJ 42,976,340.84 (2,925,499.55) 1995 30 Years
Pueblo Villas Albuquerque, NM 9,981,036.10 (1,702,381.39) 1975 30 Years
Quail Call Albany, GA 1,081,860.70 (49,967.62) 1984 30 Years
Quail Cove Salt Lake City, UT 23,386,359.36 (2,940,373.63) 1987 30 Years
Ramblewood I (Val) Valdosta, GA 1,323,532.08 (57,229.75) 1983 30 Years
Ramblewood II (Aug) Augusta, GA 1,736,302.54 (80,760.38) 1986 30 Years
Ramblewood II (Val) Valdosta, GA 615,626.76 (26,961.71) 1983 30 Years
Ranchside St. Petersburg, FL 1,459,300.01 (63,983.06) 1985 30 Years
Ranchstone Houston, TX 16,282,490.22 (1,235,084.05) 1996 30 Years
Ravens Crest Plainsboro, NJ 49,721,233.00 (10,952,204.72) 1984 30 Years
Ravenwood Greenville, SC 1,951,385.84 (82,321.32) 1987 30 Years
Ravinia Greenfield, WI 13,626,246.31 (1,300,444.91) 1991 30 Years
Red Deer I Dayton, OH 2,040,099.67 (84,997.50) 1986 30 Years
Red Deer II Dayton, OH 1,937,196.59 (80,591.15) 1987 30 Years
Redan Village I Atlanta, GA 2,743,471.19 (113,607.38) 1984 30 Years
Redan Village II Atlanta, GA 2,371,871.76 (97,405.12) 1986 30 Years
Redlands Lawn and Tennis Redlands, CA 31,862,811.53 (3,076,574.60) 1986 30 Years
Regatta (Vacant Land) San Antonio, TX 60,496,839.58 - (T) 30 Years
Regency Charlotte, NC 12,857,601.12 (969,981.11) 1986 30 Years
Regency Palms Huntington Beach, CA 19,526,337.68 (3,315,564.23) 1969 30 Years
Regency Woods Des Moines, IA 8,072,030.00 (886,347.07) 1986 30 Years
Reserve at Ashley Lake Boynton Beach, FL 27,423,925.46 (2,765,328.73) 1990 30 Years
Reserve Square Combined Cleveland, OH 39,942,111.29 (10,697,325.30) 1973 30 Years
Retreat, The Phoenix, AZ 30,822,973.22 (1,490,289.07) 1999 30 Years
Ribbon Mill Manchester, CT 6,068,119.80 (32,184.00) 1908 30 Years
Richmond Townhomes Houston, TX 15,115,259.48 (1,129,062.53) 1995 30 Years
Ridgegate Seattle, WA 8,401,138.73 (1,038,187.31) 1990 30 Years
Ridgetop Tacoma, WA 8,351,676.87 (1,061,465.79) 1988 30 Years
Ridgetree Dallas, TX 22,791,870.11 (4,007,861.24) 1983 30 Years
Ridgeway Commons Memphis, TN 6,274,309.38 (682,427.06) 1970 30 Years
Ridgewood (Lou) Louisville, KY 1,614,171.80 (66,989.54) 1984 30 Years
Ridgewood (MI) Detriot, MI 1,768,735.89 (74,770.65) 1983 30 Years
Ridgewood (Rus) Nashville, KY 722,314.57 (35,844.29) 1984 30 Years
Ridgewood I (Bed) Bedford, IN 1,103,625.31 (48,490.10) 1984 30 Years
Ridgewood I (Elk) Elkhart, IN 1,619,789.47 (71,372.04) 1984 30 Years
Ridgewood I (GA) Atlanta, GA 2,328,550.64 (96,665.41) 1984 30 Years
Ridgewood I (Lex) Lexington, KY 2,023,525.70 (83,982.60) 1984 30 Years
Ridgewood I (OH) Columbus, OH 1,782,971.72 (76,697.53) 1984 30 Years
Ridgewood II (Bed) Bedford, IN 1,019,620.73 (45,180.00) 1986 30 Years
Ridgewood II (Elk) Elkhart, IN 2,219,515.21 (97,604.80) 1986 30 Years
Ridgewood II (GA) Atlanta, GA 1,631,635.92 (67,012.64) 1986 30 Years
Ridgewood II (OH) Columbus, OH 1,656,365.26 (70,680.01) 1985 30 Years
Ridgewood Village San Diego, CA 19,836,905.48 (1,526,872.43) 1997 30 Years
Ridgewood Village II San Diego, CA 26,019,537.18 (42,872.10) 1997 30 Years
Rincon Houston, TX 21,394,716.08 (2,275,417.15) 1996 30 Years
River Bend Tampa, FL 5,405,461.07 (3,985,060.40) 1971 30 Years
River Glen I Columbus, OH 1,701,569.53 (71,054.00) 1987 30 Years
River Glen II Columbus, OH 1,577,047.57 (65,365.10) 1987 30 Years
River Hill Grand Prairie, TX 21,583,147.08 (1,595,855.55) 1996 30 Years
River Oak Louisville, KY 13,138,944.19 (1,468,257.69) 1989 30 Years
River Park Fort Worth, TX 12,626,526.06 (1,067,221.51) 1984 30 Years
River's Bend (CT) Windsor, CT 25,601,204.56 (133,863.00) 1973 30 Years
Rivers Edge Waterbury, CT 7,449,426.71 (632,610.71) 1974 30 Years
Rivers End I Jacksonville, FL 1,722,610.23 (76,469.92) 1986 30 Years
Rivers End II Jacksonville, FL 1,916,574.08 (82,529.35) 1986 30 Years
Riverside Park Tulsa, OK 14,193,610.41 (1,567,509.58) 1994 30 Years
Riverview Estates Toledo, OH 1,438,104.06 (64,139.49) 1987 30 Years




S-9






Initial Cost to
Description Company
- ------------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- ------------------------------------------------------------------------------------------------------------------------------

Roanoke Detroit, MI 40,500.00 369,911.16 3,259,270.40
Rock Creek Corrboro, NC - 895,700.00 8,062,542.86
Rockingham Glen West Roxbury, MA 4,476,934.75 1,124,216.91 7,523,605.48
Rolido Parque Houston, TX 7,024,806.06 2,955,900.00 7,931,879.77
Rolling Green (Amherst) Amherst, MA 4,239,783.26 1,340,701.85 8,972,389.30
Rolling Green (Fall River) Fall River, MA 8,464,821.29 2,481,821.11 16,609,110.53
Rolling Green (Milford) Milford, MA 8,362,845.92 2,012,350.35 13,467,267.70
Rosecliff Quincy, MA - 5,460,000.00 15,722,598.35
Rosehill Pointe Lenexa, KS 12,468,210.80 2,093,300.00 18,863,514.87
Rosewood (FL) (REIT) Tampa, FL 943,846.55 141,000.00 1,269,094.77
Rosewood (KY) Louisville, KY 1,580,289.56 253,452.90 2,233,196.22
Rosewood (OH) Columbus, OH - 212,378.37 1,871,185.91
Rosewood Commons I Indianapolis, IN 1,838,946.40 228,644.39 2,014,652.29
Rosewood Commons II Indianapolis, IN - 220,463.03 1,942,519.54
Royal Oak Eagan, MN 13,139,491.00 1,602,903.51 14,423,662.47
Royal Oaks (FL) Jacksonville, FL - 1,988,000.00 13,645,117.44
Royale Cranston, RI 2,018,441.00 512,785.47 3,431,718.15
Sabal Palm at Boot Ranch Palm Harbor, FL 16,397,073.60 3,888,000.00 28,923,691.69
Sabal Palm at Carrollwood Place Tampa, FL - 3,888,000.00 26,911,542.48
Sabal Palm at Lake Buena Vista Orlando, Fl 21,170,000.00 2,800,000.00 23,687,892.95
Sabal Palm at Metrowest Orlando, Fl - 4,110,000.00 38,394,864.86
Sabal Palm at Metrowest II Orlando, Fl - 4,560,000.00 33,907,282.83
Sabal Pointe Coral Springs, FL (J) - 1,951,600.00 17,570,507.92
Saddle Ridge Loudoun County, VA - 1,364,800.00 12,283,616.32
Sailboat Bay Raleigh, NC - 960,000.00 8,797,579.84
Sandalwood Toledo, OH 1,091,201.35 151,926.23 1,338,635.64
Sandpiper II Fort Pierce, FL - 155,495.65 1,369,987.12
Sanford Court Orlando, Fl 1,736,620.44 238,814.10 2,104,212.44
Scarborough Square Rockville, MD 5,070,127.14 1,815,000.00 7,606,664.56
Scottsdale Courtyards Scottsdale, AZ (M) 2,979,269.00 25,073,537.79
Scottsdale Meadows Scottsdale, AZ - 1,512,000.00 11,407,698.76
Security Manor Westfield, MA 1,443,634.00 355,456.23 2,378,822.45
Sedona Springs Austin, TX 15,975,000.00 2,574,000.00 23,477,042.72
Seeley Lake Tacoma, WA - 2,760,400.00 24,845,286.28
Settler's Point Salt Lake City, UT - 1,715,100.00 15,437,046.26
Seventh & James Seattle, WA - 663,800.00 5,974,802.99
Shadow Bay I Jacksonville, FL - 123,318.51 1,086,720.43
Shadow Bay II Jacksonville, FL 978,923.95 139,708.74 1,231,134.03
Shadow Brook Phoenix, AZ (M) 3,065,496.00 18,367,686.39
Shadow Lake Doraville, GA - 1,140,000.00 13,117,276.66
Shadow Ridge Tallahassee, FL - 150,326.51 1,324,061.38
Shadow Trace Atlanta, GA - 244,320.39 2,152,728.92
Shadowood I Sarasota, FL 1,407,153.20 157,660.55 1,389,061.24
Shadowood II Sarasota, FL 1,203,550.16 152,030.92 1,339,469.12
Sheffield Court Arlington, VA - 3,349,350.00 31,960,799.88
Sherbrook (IN) Indianapolis, IN 1,650,456.08 171,920.49 1,514,706.88
Sherbrook (OH) Columbus, OH 1,083,565.19 163,493.35 1,440,035.77
Sherbrook (PA) Pittsburgh, WV - 279,665.03 2,464,403.71
Shoal Run Birmingham, AL - 1,380,000.00 12,218,577.43
Siena Terrace Lake Forest, CA - 8,900,000.00 24,083,023.60
Sierra Canyon Canyon Cnty, CA - 3,484,200.00 12,523,276.06
Silver Creek Phoenix, AZ (M) 712,102.00 6,707,495.59
Silver Forest Ocala, FL 848,684.63 126,535.69 1,114,917.31
Silver Shadow Las Vegas, NV - 953,440.00 8,799,510.80
Silver Springs (FL) Jacksonville, FL - 1,831,100.00 16,474,734.54
Silverwood Mission, KS (Q) 1,230,000.00 11,070,904.41
Sky Pines I Orlando, Fl 2,275,647.25 349,028.75 3,075,448.67
Sky Ridge Atlanta, GA - 437,373.49 3,853,792.10
Skycrest Valencia, CA 18,603,530.58 10,560,000.00 25,569,448.53
Skylark Union City, CA - 1,781,600.00 16,713,915.87
Skyview Rancho Santa Margarita, CA - 3,380,000.00 21,953,151.07
Slate Run (Hop) Hopkinsville, KY 892,408.30 91,303.73 804,535.36
Slate Run (Ind) Indianapolis, IN 2,005,646.75 295,593.01 2,604,496.55
Slate Run (Leb) Indianapolis, IN 1,218,318.03 154,060.96 1,357,444.95
Slate Run (Mia) Dayton, OH 848,308.30 136,064.79 1,198,879.10
Slate Run I (Lou) Louisville, KY - 179,765.59 1,583,930.73
Slate Run II (Lou) Louisville, KY 1,154,639.24 167,722.89 1,477,722.46
Smoketree Polo Club Indio, CA 8,750,000.00 867,200.00 6,971,076.37
Sommerset Place Raleigh, NC - 360,000.00 7,800,205.70
Songbird San Antonio, TX 6,405,557.03 1,082,500.00 9,733,790.98
Sonoran Phoenix, AZ (M) 2,361,922.00 31,841,723.63
Sonterra at Foothill Ranch Orange Cnty, CA 15,726,617.49 7,503,400.00 24,048,506.71
South Creek Mesa, AZ 15,271,593.23 2,671,300.00 24,042,041.82
South Pointe St. Louis, MO 7,110,250.00 961,100.00 8,635,756.61
Southwood Palo Alto, CA - 6,936,600.00 14,324,068.88
Spicewood Indianapolis, IN 1,002,597.47 128,354.56 1,131,043.53
Spicewood Springs Jacksonville, FL - 1,536,000.00 21,138,008.81
Spinnaker Cove Hermitage, TN 14,205,000.00 1,461,731.24 12,770,420.93
Spring Gate Panama City, FL - 132,951.42 1,171,446.91
Spring Hill Commons Acton, MA - 1,107,435.54 7,411,299.39
Spring Lake Manor Birmingham, AL (V) 3,739,521.58 199,991.58 4,641,397.31
Spring Oak Richmond, VA - 3,803,700.00 9,281,003.62
Springbrook Anderson, SC 1,686,138.82 168,958.84 1,488,611.47
Springs Colony Orlando, FL (Q) 640,400.00 5,860,156.88
Springtree (REIT) W. Palm Beach, FL 1,219,684.03 183,100.00 1,648,300.69
Springwood (Col) Columbus, OH 1,068,089.71 189,947.71 1,672,888.81
Springwood (IN) Ft. Wayne, IN 758,778.59 119,198.99 1,050,337.97
Springwood II (Aus) Youngstown, OH - 78,057.03 687,767.52



Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- -----------------------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- -----------------------------------------------------------------------------------------------------------------------------------

Roanoke Detroit, MI - 61,702.74 369,911.16 3,320,973.14
Rock Creek Corrboro, NC - 477,999.82 895,700.00 8,540,542.68
Rockingham Glen West Roxbury, MA - 18,114.60 1,124,216.91 7,541,720.08
Rolido Parque Houston, TX - 905,729.83 2,955,900.00 8,837,609.60
Rolling Green (Amherst) Amherst, MA - 27,221.35 1,340,701.85 8,999,610.65
Rolling Green (Fall River) Fall River, MA - 103,499.64 2,481,821.11 16,712,610.17
Rolling Green (Milford) Milford, MA - 63,632.94 2,012,350.35 13,530,900.64
Rosecliff Quincy, MA - 9,609.51 5,460,000.00 15,732,207.86
Rosehill Pointe Lenexa, KS - 2,084,240.62 2,093,300.00 20,947,755.49
Rosewood (FL) (REIT) Tampa, FL - - 141,000.00 1,269,094.77
Rosewood (KY) Louisville, KY - 52,118.65 253,452.90 2,285,314.87
Rosewood (OH) Columbus, OH - 86,610.58 212,378.37 1,957,796.49
Rosewood Commons I Indianapolis, IN - 130,165.17 228,644.39 2,144,817.46
Rosewood Commons II Indianapolis, IN - 101,855.11 220,463.03 2,044,374.65
Royal Oak Eagan, MN - 514,234.10 1,602,903.51 14,937,896.57
Royal Oaks (FL) Jacksonville, FL - 287,709.68 1,988,000.00 13,932,827.12
Royale Cranston, RI - 4,126.80 512,785.47 3,435,844.95
Sabal Palm at Boot Ranch Palm Harbor, FL - 303,702.12 3,888,000.00 29,227,393.81
Sabal Palm at Carrollwood Place Tampa, FL - 243,935.16 3,888,000.00 27,155,477.64
Sabal Palm at Lake Buena Vista Orlando, Fl - 350,477.71 2,800,000.00 24,038,370.66
Sabal Palm at Metrowest Orlando, Fl - 425,344.80 4,110,000.00 38,820,209.66
Sabal Palm at Metrowest II Orlando, Fl - 179,345.36 4,560,000.00 34,086,628.19
Sabal Pointe Coral Springs, FL (J) - 464,096.60 1,951,600.00 18,034,604.52
Saddle Ridge Loudoun County, VA - 539,133.86 1,364,800.00 12,822,750.18
Sailboat Bay Raleigh, NC - 232,016.04 960,000.00 9,029,595.88
Sandalwood Toledo, OH - 16,341.85 151,926.23 1,354,977.49
Sandpiper II Fort Pierce, FL - 101,277.38 155,495.65 1,471,264.50
Sanford Court Orlando, Fl - 167,791.77 238,814.10 2,272,004.21
Scarborough Square Rockville, MD - 263,858.71 1,815,000.00 7,870,523.27
Scottsdale Courtyards Scottsdale, AZ - 379,322.62 2,979,269.00 25,452,860.41
Scottsdale Meadows Scottsdale, AZ - 329,052.34 1,512,000.00 11,736,751.10
Security Manor Westfield, MA - 1,731.18 355,456.23 2,380,553.63
Sedona Springs Austin, TX - 376,509.84 2,574,000.00 23,853,552.56
Seeley Lake Tacoma, WA - 681,345.72 2,760,400.00 25,526,632.00
Settler's Point Salt Lake City, UT - 688,887.89 1,715,100.00 16,125,934.15
Seventh & James Seattle, WA - 1,344,924.79 663,800.00 7,319,727.78
Shadow Bay I Jacksonville, FL - 35,331.39 123,318.51 1,122,051.82
Shadow Bay II Jacksonville, FL - 36,089.37 139,708.74 1,267,223.40
Shadow Brook Phoenix, AZ - 554,771.49 3,065,496.00 18,922,457.88
Shadow Lake Doraville, GA - 147,569.77 1,140,000.00 13,264,846.43
Shadow Ridge Tallahassee, FL - 80,320.57 150,326.51 1,404,381.95
Shadow Trace Atlanta, GA - 128,833.74 244,320.39 2,281,562.66
Shadowood I Sarasota, FL - 45,116.91 157,660.55 1,434,178.15
Shadowood II Sarasota, FL - 25,507.46 152,030.92 1,364,976.58
Sheffield Court Arlington, VA - 762,145.60 3,349,350.00 32,722,945.48
Sherbrook (IN) Indianapolis, IN - 53,383.26 171,920.49 1,568,090.14
Sherbrook (OH) Columbus, OH - 60,099.45 163,493.35 1,500,135.22
Sherbrook (PA) Pittsburgh, WV - 52,747.46 279,665.03 2,517,151.17
Shoal Run Birmingham, AL - 102,879.18 1,380,000.00 12,321,456.61
Siena Terrace Lake Forest, CA - 406,032.28 8,900,000.00 24,489,055.88
Sierra Canyon Canyon Cnty, CA - 781,788.01 3,484,200.00 13,305,064.07
Silver Creek Phoenix, AZ - 226,730.76 712,102.00 6,934,226.35
Silver Forest Ocala, FL - 21,169.18 126,535.69 1,136,086.49
Silver Shadow Las Vegas, NV - 293,388.88 953,440.00 9,092,899.68
Silver Springs (FL) Jacksonville, FL - 2,105,353.65 1,831,100.00 18,580,088.19
Silverwood Mission, KS - 1,143,431.40 1,230,000.00 12,214,335.81
Sky Pines I Orlando, Fl - 104,274.25 349,028.75 3,179,722.92
Sky Ridge Atlanta, GA - 55,088.80 437,373.49 3,908,880.90
Skycrest Valencia, CA - - 10,560,000.00 25,569,448.53
Skylark Union City, CA - 357,668.43 1,781,600.00 17,071,584.30
Skyview Rancho Santa Margarita, CA - 70,776.40 3,380,000.00 22,023,927.47
Slate Run (Hop) Hopkinsville, KY - 64,006.21 91,303.73 868,541.57
Slate Run (Ind) Indianapolis, IN - 83,001.62 295,593.01 2,687,498.17
Slate Run (Leb) Indianapolis, IN - 81,716.31 154,060.96 1,439,161.26
Slate Run (Mia) Dayton, OH - 17,789.41 136,064.79 1,216,668.51
Slate Run I (Lou) Louisville, KY - 36,150.97 179,765.59 1,620,081.70
Slate Run II (Lou) Louisville, KY - 20,448.65 167,722.89 1,498,171.11
Smoketree Polo Club Indio, CA - 635,230.27 867,200.00 7,606,306.64
Sommerset Place Raleigh, NC - 132,333.74 360,000.00 7,932,539.44
Songbird San Antonio, TX - 1,090,608.08 1,082,500.00 10,824,399.06
Sonoran Phoenix, AZ - 483,978.73 2,361,922.00 32,325,702.36
Sonterra at Foothill Ranch Orange Cnty, CA - 90,882.04 7,503,400.00 24,139,388.75
South Creek Mesa, AZ - 1,319,504.65 2,671,300.00 25,361,546.47
South Pointe St. Louis, MO - 636,361.61 961,100.00 9,272,118.22
Southwood Palo Alto, CA - 653,997.34 6,936,600.00 14,978,066.22
Spicewood Indianapolis, IN - 17,914.57 128,354.56 1,148,958.10
Spicewood Springs Jacksonville, FL - 2,346,680.54 1,536,000.00 23,484,689.35
Spinnaker Cove Hermitage, TN - 629,136.88 1,461,731.24 13,399,557.81
Spring Gate Panama City, FL - 155,982.35 132,951.42 1,327,429.26
Spring Hill Commons Acton, MA - 4,888.09 1,107,435.54 7,416,187.48
Spring Lake Manor Birmingham, AL (V) - 187,530.44 199,991.58 4,828,927.75
Spring Oak Richmond, VA - - 3,803,700.00 9,281,003.62
Springbrook Anderson, SC - 41,012.71 168,958.84 1,529,624.18
Springs Colony Orlando, FL - 1,032,692.62 640,400.00 6,892,849.50
Springtree (REIT) W. Palm Beach, FL - - 183,100.00 1,648,300.69
Springwood (Col) Columbus, OH - 54,680.67 189,947.71 1,727,569.48
Springwood (IN) Ft. Wayne, IN - 31,880.77 119,198.99 1,082,218.74
Springwood II (Aus) Youngstown, OH - 10,344.23 78,057.03 698,111.75



Life Used to
Description Compute
- -------------------------------------------------------------------------------------------------------------- Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- ----------------------------------------------------------------------------------------------------------------------------------

Roanoke Detroit, MI 3,690,884.30 (151,060.20) 1985 30 Years
Rock Creek Corrboro, NC 9,436,242.68 (1,358,449.33) 1986 30 Years
Rockingham Glen West Roxbury, MA 8,665,936.99 (45,770.00) 1974 30 Years
Rolido Parque Houston, TX 11,793,509.60 (1,122,120.68) 1978 30 Years
Rolling Green (Amherst) Amherst, MA 10,340,312.50 (55,513.00) 1970 30 Years
Rolling Green (Fall River) Fall River, MA 19,194,431.28 (103,495.00) 1971 30 Years
Rolling Green (Milford) Milford, MA 15,543,250.99 (83,263.00) 1970 30 Years
Rosecliff Quincy, MA 21,192,207.86 (803,325.57) 1990 30 Years
Rosehill Pointe Lenexa, KS 23,041,055.49 (4,256,777.18) 1984 30 Years
Rosewood (FL) (REIT) Tampa, FL 1,410,094.77 - 1982 30 Years
Rosewood (KY) Louisville, KY 2,538,767.77 (106,655.55) 1984 30 Years
Rosewood (OH) Columbus, OH 2,170,174.86 (93,451.82) 1985 30 Years
Rosewood Commons I Indianapolis, IN 2,373,461.85 (105,504.64) 1986 30 Years
Rosewood Commons II Indianapolis, IN 2,264,837.68 (99,247.18) 1987 30 Years
Royal Oak Eagan, MN 16,540,800.08 (1,709,267.50) 1989 30 Years
Royal Oaks (FL) Jacksonville, FL 15,920,827.12 (1,159,145.31) 1991 30 Years
Royale Cranston, RI 3,948,630.42 (21,176.00) 1976 30 Years
Sabal Palm at Boot Ranch Palm Harbor, FL 33,115,393.81 (2,343,890.01) 1996 30 Years
Sabal Palm at Carrollwood Place Tampa, FL 31,043,477.64 (2,190,042.04) 1995 30 Years
Sabal Palm at Lake Buena Vista Orlando, Fl 26,838,370.66 (1,966,468.08) 1988 30 Years
Sabal Palm at Metrowest Orlando, Fl 42,930,209.66 (3,044,752.74) 1998 30 Years
Sabal Palm at Metrowest II Orlando, Fl 38,646,628.19 (2,701,044.37) 1997 30 Years
Sabal Pointe Coral Springs, FL (J) 19,986,204.52 (3,253,360.23) 1995 30 Years
Saddle Ridge Loudoun County, VA 14,187,550.18 (2,470,631.14) 1989 30 Years
Sailboat Bay Raleigh, NC 9,989,595.88 (761,285.51) 1986 30 Years
Sandalwood Toledo, OH 1,506,903.72 (62,909.12) 1984 30 Years
Sandpiper II Fort Pierce, FL 1,626,760.15 (73,155.02) 1982 30 Years
Sanford Court Orlando, Fl 2,510,818.31 (107,152.55) 1976 30 Years
Scarborough Square Rockville, MD 9,685,523.27 (589,891.13) 1967 30 Years
Scottsdale Courtyards Scottsdale, AZ 28,432,129.41 (2,792,846.25) 1993 30 Years
Scottsdale Meadows Scottsdale, AZ 13,248,751.10 (1,308,010.72) 1984 30 Years
Security Manor Westfield, MA 2,736,009.86 (14,966.00) 1971 30 Years
Sedona Springs Austin, TX 26,427,552.56 (1,918,511.43) 1995 30 Years
Seeley Lake Tacoma, WA 28,287,032.00 (3,430,166.01) 1990 30 Years
Settler's Point Salt Lake City, UT 17,841,034.15 (2,230,334.64) 1986 30 Years
Seventh & James Seattle, WA 7,983,527.78 (859,006.69) 1992 30 Years
Shadow Bay I Jacksonville, FL 1,245,370.33 (54,730.23) 1984 30 Years
Shadow Bay II Jacksonville, FL 1,406,932.14 (61,403.53) 1985 30 Years
Shadow Brook Phoenix, AZ 21,987,953.88 (2,093,792.53) 1984 30 Years
Shadow Lake Doraville, GA 14,404,846.43 (1,078,479.45) 1989 30 Years
Shadow Ridge Tallahassee, FL 1,554,708.46 (65,714.55) 1983 30 Years
Shadow Trace Atlanta, GA 2,525,883.05 (106,713.86) 1984 30 Years
Shadowood I Sarasota, FL 1,591,838.70 (69,376.78) 1982 30 Years
Shadowood II Sarasota, FL 1,517,007.50 (65,690.78) 1983 30 Years
Sheffield Court Arlington, VA 36,072,295.48 (7,052,528.49) 1986 30 Years
Sherbrook (IN) Indianapolis, IN 1,740,010.63 (77,003.59) 1986 30 Years
Sherbrook (OH) Columbus, OH 1,663,628.57 (72,141.63) 1985 30 Years
Sherbrook (PA) Pittsburgh, WV 2,796,816.20 (114,156.47) 1986 30 Years
Shoal Run Birmingham, AL 13,701,456.61 (1,022,047.58) 1986 30 Years
Siena Terrace Lake Forest, CA 33,389,055.88 (1,644,269.55) 1988 30 Years
Sierra Canyon Canyon Cnty, CA 16,789,264.07 (1,449,141.08) 1987 30 Years
Silver Creek Phoenix, AZ 7,646,328.35 (814,715.37) 1986 30 Years
Silver Forest Ocala, FL 1,262,622.18 (53,801.65) 1985 30 Years
Silver Shadow Las Vegas, NV 10,046,339.68 (2,295,067.84) 1992 30 Years
Silver Springs (FL) Jacksonville, FL 20,411,188.19 (2,273,612.96) 1985 30 Years
Silverwood Mission, KS 13,444,335.81 (3,068,534.53) 1986 30 Years
Sky Pines I Orlando, Fl 3,528,751.67 (155,132.60) 1986 30 Years
Sky Ridge Atlanta, GA 4,346,254.39 (179,899.40) 1987 30 Years
Skycrest Valencia, CA 36,129,448.53 (24,892.02) 1999 30 Years
Skylark Union City, CA 18,853,184.30 (1,446,932.80) 1986 30 Years
Skyview Rancho Santa Margarita, CA 25,403,927.47 (1,249,317.33) 1999 30 Years
Slate Run (Hop) Hopkinsville, KY 959,845.30 (45,558.25) 1984 30 Years
Slate Run (Ind) Indianapolis, IN 2,983,091.18 (127,569.43) 1984 30 Years
Slate Run (Leb) Indianapolis, IN 1,593,222.22 (72,643.46) 1984 30 Years
Slate Run (Mia) Dayton, OH 1,352,733.30 (56,757.15) 1985 30 Years
Slate Run I (Lou) Louisville, KY 1,799,847.29 (76,648.17) 1984 30 Years
Slate Run II (Lou) Louisville, KY 1,665,894.00 (70,200.84) 1985 30 Years
Smoketree Polo Club Indio, CA 8,473,506.64 (727,017.25) 1987-89 30 Years
Sommerset Place Raleigh, NC 8,292,539.44 (654,744.25) 1983 30 Years
Songbird San Antonio, TX 11,906,899.06 (1,915,253.54) 1981 30 Years
Sonoran Phoenix, AZ 34,687,624.36 (3,576,733.29) 1995 30 Years
Sonterra at Foothill Ranch Orange Cnty, CA 31,642,788.75 (2,359,543.80) 1997 30 Years
South Creek Mesa, AZ 28,032,846.47 (4,437,156.36) 1986-89 30 Years
South Pointe St. Louis, MO 10,233,218.22 (1,346,508.67) 1986 30 Years
Southwood Palo Alto, CA 21,914,666.22 (1,422,343.54) 1985 30 Years
Spicewood Indianapolis, IN 1,277,312.66 (53,399.96) 1986 30 Years
Spicewood Springs Jacksonville, FL 25,020,689.35 (2,031,337.93) 1986 30 Years
Spinnaker Cove Hermitage, TN 14,861,289.05 (1,954,002.66) 1986 30 Years
Spring Gate Panama City, FL 1,460,380.68 (65,568.75) 1983 30 Years
Spring Hill Commons Acton, MA 8,523,623.02 (44,591.00) 1973 30 Years
Spring Lake Manor Birmingham, AL (V) 5,028,919.33 (209,649.00) 1972 30 Years
Spring Oak Richmond, VA 13,084,703.62 - (P) 30 Years
Springbrook Anderson, SC 1,698,583.02 (77,224.23) 1986 30 Years
Springs Colony Orlando, FL 7,533,249.50 (1,937,387.63) 1986 30 Years
Springtree (REIT) W. Palm Beach, FL 1,831,400.69 - 1982 30 Years
Springwood (Col) Columbus, OH 1,917,517.19 (81,577.43) 1983 30 Years
Springwood (IN) Ft. Wayne, IN 1,201,417.73 (51,189.18) 1981 30 Years
Springwood II (Aus) Youngstown, OH 776,168.78 (33,881.36) 1982 30 Years




S-10





Initial Cost to
Description Company
- ------------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- ------------------------------------------------------------------------------------------------------------------------------

Steeplechase Charlotte, NC - 1,111,500.00 10,180,749.95
Sterling Point Denver, CO - 935,500.00 8,419,199.52
Stewart Way I Savannah, GA 2,168,339.23 290,772.56 2,562,373.14
Stillwater Savannah, GA 926,760.14 151,197.79 1,332,417.32
Stone Crossing Montgomery, AL (V) 2,048,859.28 103,186.01 2,793,116.64
Stonehenge (Day) Dayton, OH 1,158,287.75 202,293.85 1,782,140.24
Stonehenge (Ind) Indianapolis, IN 1,185,441.61 146,810.32 1,293,558.94
Stonehenge (Jas) Jasper, IN 429,896.29 78,334.74 690,214.46
Stonehenge (KY) Nashville, KY 785,924.42 111,631.60 983,596.05
Stonehenge (Mas) Canton, OH 613,524.26 145,386.28 1,281,011.57
Stonehenge (MI) Jackson, MI 1,058,006.75 146,553.91 1,291,449.64
Stonehenge I (Ric) Dayton, OH 1,110,067.33 156,342.98 1,377,552.00
Stoney Creek Tacoma, WA - 1,215,200.00 10,938,133.89
Stratford Lane I Columbus, OH - 206,636.95 1,815,706.58
Stratford Square Winter Park, FL (V) 3,759,144.20 391,300.00 3,279,516.54
Strawberry Place Tampa, FL 730,190.69 78,444.76 691,183.84
Sturbridge Meadows Sturbridge, MA 2,336,786.19 702,446.99 4,700,991.38
Suffolk Grove I Columbus, OH - 214,106.74 1,886,414.73
Suffolk Grove II Columbus, OH 1,031,836.26 167,682.97 1,477,568.67
Sugartree I Daytona Beach, FL 968,739.69 164,984.83 1,453,696.13
Summer Chase Denver, CO 11,128,304.59 1,709,200.00 15,375,007.91
Summer Creek Plymouth, MN 2,266,378.75 579,600.00 3,815,800.17
Summer Ridge Riverside, CA - 602,400.00 5,422,807.38
Summerhill Glen Maynard, MA 2,089,990.08 415,812.01 2,782,741.89
Summerset Village Chatsworth, CA - 2,891,345.68 23,670,889.45
Summerwood Hayward, CA - 4,866,600.00 6,942,421.24
Summit & Birch Hill Farmington, CT 7,286,123.00 1,757,437.88 11,761,315.05
Summit at Lake Union Seattle, WA - 1,424,700.00 12,852,461.39
Summit Center (FL) W. Palm Beach, FL 2,248,588.84 670,000.00 1,733,311.89
Summit Chase Coral Springs, FL - 1,122,100.00 4,431,710.99
Sun Creek Glendale, AZ (M) 896,929.00 7,066,939.86
Sunny Oak Village Overland Park, KS 14,320,979.74 2,247,750.00 20,230,536.38
Sunnyside Albany, GA 1,314,002.89 166,887.10 1,470,612.23
Sunrise Springs Las Vegas, NV - 975,300.00 8,775,662.32
Sunset Way I Miami, FL 1,592,898.51 258,567.91 2,278,539.10
Sunset Way II Miami, FL 2,603,116.81 274,903.14 2,422,546.26
Suntree Village Oro Valley, AZ (M) 1,571,745.00 13,095,941.30
Surrey Downs Bellevue, WA - 3,057,100.00 7,848,618.09
Sutton Place Dallas, TX - 1,358,400.00 12,227,724.86
Sutton Place (FL) Lakeland, FL 842,515.89 120,887.43 1,065,150.01
Sweetwater Glen Lawrenceville, GA - 500,000.00 10,469,749.09
Sycamore Creek Scottsdale, AZ (E) 3,152,000.00 19,083,727.11
Tabor Ridge Cleveland, OH - 235,940.28 2,079,290.00
Tamarlane Portland, ME - 690,900.00 5,153,632.57
Tanasbourne Terrace Hillsboro, OR 11,725,433.49 1,876,700.00 16,891,204.54
Tanglewood (RI) West Warwick, RI 6,603,939.83 1,141,415.46 7,638,703.44
Tanglewood (VA) Manassas, VA 24,855,586.50 2,108,295.00 19,674,832.78
Terrace Trace Tampa, FL 1,614,975.59 193,916.40 1,708,614.78
Three Chopt West Richmond, VA (V) 8,564,992.73 432,956.59 8,403,105.57
Thymewood II Miami, FL - 219,660.95 1,936,463.36
Timber Hollow Chapel Hill, NC - 800,000.00 11,219,536.59
Timbercreek Toledo, OH 1,521,248.29 203,419.77 1,792,349.87
Timberwalk Jacksonville, FL - 1,988,000.00 13,204,218.78
Timberwood Aurora, CO - 1,518,600.00 14,587,786.32
Timberwood (OH) Macon, GA - 144,299.39 1,271,304.85
Toscana Irvine, CA - 39,410,000.00 50,815,891.88
Town & Country Birmingham, AL (V) 2,341,799.87 147,122.73 3,027,820.17
Town Center (TX) Kingwood, TX - 1,291,300.00 11,530,216.18
Town Center II (TX) Kingwood, TX - 1,375,000.00 14,169,655.96
Townhomes of Meadowbrook Auburn Hills, MI 9,968,231.90 1,382,600.00 12,365,207.39
Townhouse Park Richmond, VA (V) 7,578,479.45 384,176.00 9,820,606.65
Trails (CO), The Aurora, CO 9,499,772.59 1,217,900.00 8,877,204.73
Trails at Briar Forest Houston, TX 13,890,174.49 2,380,000.00 24,911,560.72
Trails at Dominion Park Houston, TX 24,580,029.74 2,531,800.00 35,699,589.07
Trails of Valley Ranch Irving, TX - 2,809,400.00 7,923,063.57
Trailway Pond I Burnsville, MN 4,909,210.00 479,284.26 4,312,143.56
Trailway Pond II Burnsville, MN 11,354,755.00 1,107,287.54 9,961,408.87
Trinity Lakes Cordova, TN (E) 1,982,000.00 14,941,745.65
Turf Club Littleton, CO 9,520,000.00 2,107,300.00 15,478,040.20
Turkscap I Tampa, FL - 125,766.44 1,108,139.39
Turkscap III Tampa, FL 760,154.63 135,850.08 1,196,987.24
Twin Gates Birmingham, AL (V) 4,886,391.95 273,144.27 4,962,351.14
Tyrone Gardens Randolph, MA - 4,953,000.00 5,799,572.09
University Square I Tampa, FL 901,694.30 197,456.54 1,739,807.29
Valencia Plantation Orlando, FL - 873,000.00 12,819,377.37
Valley Creek I Woodbury, MN 12,815,000.00 1,626,715.30 14,634,831.43
Valley Creek II Woodbury, MN 10,100,000.00 1,232,659.25 11,097,830.18
Valleybrook Atlanta, GA 1,501,622.94 254,490.09 2,242,463.08
Valleyfield (KY) Lexington, KY 1,815,123.57 252,328.74 2,223,757.07
Valleyfield (PA) Pittsburg, PA - 274,316.67 2,417,028.77
Valleyfield I Atlanta, GA 1,604,035.12 252,413.03 2,224,133.89
Valleyfield II Atlanta, GA - 258,320.37 2,276,083.97
Van Deene Manor West Springfield, MA 3,071,031.00 744,491.11 4,982,363.58
Via Ventura Phoenix, AZ (E) 1,486,600.00 13,382,005.92
Villa Encanto Phoenix, AZ 11,963,000.00 2,884,447.00 22,197,362.84
Villa Solana Laguna Hills, CA - 1,665,100.00 14,985,677.51
Village at Bear Creek Denver, CO 20,310,122.57 4,519,700.00 40,676,389.86
Village at Lakewood Phoenix, AZ (N) 3,166,411.00 13,859,089.81



Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- -----------------------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- -----------------------------------------------------------------------------------------------------------------------------------

Steeplechase Charlotte, NC - 397,512.93 1,111,500.00 10,578,262.88
Sterling Point Denver, CO - 341,172.93 935,500.00 8,760,372.45
Stewart Way I Savannah, GA - 127,622.67 290,772.56 2,689,995.81
Stillwater Savannah, GA - 37,107.27 151,197.79 1,369,524.59
Stone Crossing Montgomery, AL (V) - 106,513.69 103,186.01 2,899,630.33
Stonehenge (Day) Dayton, OH - 56,854.68 202,293.85 1,838,994.92
Stonehenge (Ind) Indianapolis, IN - 101,408.52 146,810.32 1,394,967.46
Stonehenge (Jas) Jasper, IN - 14,235.60 78,334.74 704,450.06
Stonehenge (KY) Nashville, KY - 37,865.92 111,631.60 1,021,461.97
Stonehenge (Mas) Canton, OH - 52,276.14 145,386.28 1,333,287.71
Stonehenge (MI) Jackson, MI - 35,539.34 146,553.91 1,326,988.98
Stonehenge I (Ric) Dayton, OH - 59,062.50 156,342.98 1,436,614.50
Stoney Creek Tacoma, WA - 311,725.95 1,215,200.00 11,249,859.84
Stratford Lane I Columbus, OH - 22,059.73 206,636.95 1,837,766.31
Stratford Square Winter Park, FL (V) - 95,488.64 391,300.00 3,375,005.18
Strawberry Place Tampa, FL - 40,497.13 78,444.76 731,680.97
Sturbridge Meadows Sturbridge, MA - 5,350.21 702,446.99 4,706,341.59
Suffolk Grove I Columbus, OH - 32,149.77 214,106.74 1,918,564.50
Suffolk Grove II Columbus, OH - 23,206.06 167,682.97 1,500,774.73
Sugartree I Daytona Beach, FL - 34,295.54 164,984.83 1,487,991.67
Summer Chase Denver, CO - 1,391,162.25 1,709,200.00 16,766,170.16
Summer Creek Plymouth, MN - 176,510.85 579,600.00 3,992,311.02
Summer Ridge Riverside, CA - 253,505.72 602,400.00 5,676,313.10
Summerhill Glen Maynard, MA - 30,744.41 415,812.01 2,813,486.30
Summerset Village Chatsworth, CA - 471,003.64 2,891,345.68 24,141,893.09
Summerwood Hayward, CA - 394,700.80 4,866,600.00 7,337,122.04
Summit & Birch Hill Farmington, CT - 28,591.24 1,757,437.88 11,789,906.29
Summit at Lake Union Seattle, WA - 880,889.75 1,424,700.00 13,733,351.14
Summit Center (FL) W. Palm Beach, FL - 10,509.77 670,000.00 1,743,821.66
Summit Chase Coral Springs, FL - 432,724.63 1,122,100.00 4,864,435.62
Sun Creek Glendale, AZ - 197,305.05 896,929.00 7,264,244.91
Sunny Oak Village Overland Park, KS - 2,394,726.30 2,247,750.00 22,625,262.68
Sunnyside Albany, GA - 41,164.67 166,887.10 1,511,776.90
Sunrise Springs Las Vegas, NV - 444,145.10 975,300.00 9,219,807.42
Sunset Way I Miami, FL - 49,857.82 258,567.91 2,328,396.92
Sunset Way II Miami, FL - 47,432.80 274,903.14 2,469,979.06
Suntree Village Oro Valley, AZ - 707,461.71 1,571,745.00 13,803,403.01
Surrey Downs Bellevue, WA - 185,203.61 3,057,100.00 8,033,821.70
Sutton Place Dallas, TX - 3,023,138.40 1,358,400.00 15,250,863.26
Sutton Place (FL) Lakeland, FL - 87,747.98 120,887.43 1,152,897.99
Sweetwater Glen Lawrenceville, GA - 240,428.81 500,000.00 10,710,177.90
Sycamore Creek Scottsdale, AZ - 562,215.77 3,152,000.00 19,645,942.88
Tabor Ridge Cleveland, OH - 114,222.66 235,940.28 2,193,512.66
Tamarlane Portland, ME - 202,992.81 690,900.00 5,356,625.38
Tanasbourne Terrace Hillsboro, OR - 1,615,598.73 1,876,700.00 18,506,803.27
Tanglewood (RI) West Warwick, RI - 1,257,031.08 1,141,415.46 8,895,734.52
Tanglewood (VA) Manassas, VA - 1,369,752.31 2,108,295.00 21,044,585.09
Terrace Trace Tampa, FL - 35,313.60 193,916.40 1,743,928.38
Three Chopt West Richmond, VA (V) - 109,632.94 432,956.59 8,512,738.51
Thymewood II Miami, FL - 16,305.41 219,660.95 1,952,768.77
Timber Hollow Chapel Hill, NC - 322,240.62 800,000.00 11,541,777.21
Timbercreek Toledo, OH - 24,137.04 203,419.77 1,816,486.91
Timberwalk Jacksonville, FL - 283,013.74 1,988,000.00 13,487,232.52
Timberwood Aurora, CO - 571,157.64 1,518,600.00 15,158,943.96
Timberwood (OH) Macon, GA - 39,214.72 144,299.39 1,310,519.57
Toscana Irvine, CA - - 39,410,000.00 50,815,891.88
Town & Country Birmingham, AL (V) - 108,481.89 147,122.73 3,136,302.06
Town Center (TX) Kingwood, TX - 240,198.91 1,291,300.00 11,770,415.09
Town Center II (TX) Kingwood, TX - 52,199.81 1,375,000.00 14,221,855.77
Townhomes of Meadowbrook Auburn Hills, MI - 1,140,104.32 1,382,600.00 13,505,311.71
Townhouse Park Richmond, VA (V) - 384,345.69 384,176.00 10,204,952.34
Trails (CO), The Aurora, CO - 1,866,642.29 1,217,900.00 10,743,847.02
Trails at Briar Forest Houston, TX - 391,492.41 2,380,000.00 25,303,053.13
Trails at Dominion Park Houston, TX - 1,361,303.07 2,531,800.00 37,060,892.14
Trails of Valley Ranch Irving, TX - 488,240.54 2,809,400.00 8,411,304.11
Trailway Pond I Burnsville, MN - 262,390.57 479,284.26 4,574,534.13
Trailway Pond II Burnsville, MN - 302,243.77 1,107,287.54 10,263,652.64
Trinity Lakes Cordova, TN - 519,734.49 1,982,000.00 15,461,480.14
Turf Club Littleton, CO - 1,167,368.35 2,107,300.00 16,645,408.55
Turkscap I Tampa, FL - 117,753.37 125,766.44 1,225,892.76
Turkscap III Tampa, FL - 31,052.48 135,850.08 1,228,039.72
Twin Gates Birmingham, AL (V) - 88,514.71 273,144.27 5,050,865.85
Tyrone Gardens Randolph, MA - 261,180.20 4,953,000.00 6,060,752.29
University Square I Tampa, FL - 21,940.74 197,456.54 1,761,748.03
Valencia Plantation Orlando, FL - 86,629.08 873,000.00 12,906,006.45
Valley Creek I Woodbury, MN - 730,271.90 1,626,715.30 15,365,103.33
Valley Creek II Woodbury, MN - 233,382.99 1,232,659.25 11,331,213.17
Valleybrook Atlanta, GA - 28,004.49 254,490.09 2,270,467.57
Valleyfield (KY) Lexington, KY - 76,721.40 252,328.74 2,300,478.47
Valleyfield (PA) Pittsburg, PA - 77,715.97 274,316.67 2,494,744.74
Valleyfield I Atlanta, GA - 37,341.67 252,413.03 2,261,475.56
Valleyfield II Atlanta, GA - 18,081.66 258,320.37 2,294,165.63
Van Deene Manor West Springfield, MA - 8,194.77 744,491.11 4,990,558.35
Via Ventura Phoenix, AZ - 5,145,492.71 1,486,600.00 18,527,498.63
Villa Encanto Phoenix, AZ - 1,195,221.71 2,884,447.00 23,392,584.55
Villa Solana Laguna Hills, CA - 1,484,675.07 1,665,100.00 16,470,352.58
Village at Bear Creek Denver, CO - 589,617.59 4,519,700.00 41,266,007.45
Village at Lakewood Phoenix, AZ - 529,477.33 3,166,411.00 14,388,567.14



Life Used to
Description Compute
- -------------------------------------------------------------------------------------------------------------- Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- ----------------------------------------------------------------------------------------------------------------------------------

Steeplechase Charlotte, NC 11,689,762.88 (892,434.44) 1986 30 Years
Sterling Point Denver, CO 9,695,872.45 (1,172,643.57) 1979 30 Years
Stewart Way I Savannah, GA 2,980,768.37 (133,443.35) 1986 30 Years
Stillwater Savannah, GA 1,520,722.38 (65,023.03) 1983 30 Years
Stone Crossing Montgomery, AL (V) 3,002,816.34 (126,384.00) 1973 30 Years
Stonehenge (Day) Dayton, OH 2,041,288.77 (85,554.37) 1985 30 Years
Stonehenge (Ind) Indianapolis, IN 1,541,777.78 (73,337.53) 1984 30 Years
Stonehenge (Jas) Jasper, IN 782,784.80 (34,350.08) 1985 30 Years
Stonehenge (KY) Nashville, KY 1,133,093.57 (50,254.86) 1983 30 Years
Stonehenge (Mas) Canton, OH 1,478,673.99 (64,508.58) 1984 30 Years
Stonehenge (MI) Jackson, MI 1,473,542.89 (60,115.57) 1984 30 Years
Stonehenge I (Ric) Dayton, OH 1,592,957.48 (67,693.70) 1984 30 Years
Stoney Creek Tacoma, WA 12,465,059.84 (1,517,766.32) 1990 30 Years
Stratford Lane I Columbus, OH 2,044,403.26 (85,305.47) 1984 30 Years
Stratford Square Winter Park, FL (V) 3,766,305.18 (149,774.00) 1972 30 Years
Strawberry Place Tampa, FL 810,125.73 (38,960.11) 1982 30 Years
Sturbridge Meadows Sturbridge, MA 5,408,788.58 (29,006.00) 1985 30 Years
Suffolk Grove I Columbus, OH 2,132,671.24 (88,886.73) 1985 30 Years
Suffolk Grove II Columbus, OH 1,668,457.70 (69,015.90) 1987 30 Years
Sugartree I Daytona Beach, FL 1,652,976.50 (71,127.49) 1984 30 Years
Summer Chase Denver, CO 18,475,370.16 (3,088,305.82) 1983 30 Years
Summer Creek Plymouth, MN 4,571,911.02 (385,019.74) 1985 30 Years
Summer Ridge Riverside, CA 6,278,713.10 (985,924.44) 1985 30 Years
Summerhill Glen Maynard, MA 3,229,298.31 (18,793.00) 1980 30 Years
Summerset Village Chatsworth, CA 27,033,238.77 (3,734,851.18) 1985 30 Years
Summerwood Hayward, CA 12,203,722.04 (699,839.02) 1982 30 Years
Summit & Birch Hill Farmington, CT 13,547,344.17 (70,480.00) 1967 30 Years
Summit at Lake Union Seattle, WA 15,158,051.14 (1,789,424.05) 1995 - 1997 30 Years
Summit Center (FL) W. Palm Beach, FL 2,413,821.66 (24,943.10) 1987 30 Years
Summit Chase Coral Springs, FL 5,986,535.62 (795,098.64) 1985 30 Years
Sun Creek Glendale, AZ 8,161,173.91 (851,199.43) 1985 30 Years
Sunny Oak Village Overland Park, KS 24,873,012.68 (4,587,378.46) 1984 30 Years
Sunnyside Albany, GA 1,678,664.00 (72,114.80) 1984 30 Years
Sunrise Springs Las Vegas, NV 10,195,107.42 (2,216,861.71) 1989 30 Years
Sunset Way I Miami, FL 2,586,964.83 (111,928.37) 1987 30 Years
Sunset Way II Miami, FL 2,744,882.20 (116,148.19) 1988 30 Years
Suntree Village Oro Valley, AZ 15,375,148.01 (1,694,289.05) 1986 30 Years
Surrey Downs Bellevue, WA 11,090,921.70 (736,489.67) 1986 30 Years
Sutton Place Dallas, TX 16,609,263.26 (4,715,811.08) 1985 30 Years
Sutton Place (FL) Lakeland, FL 1,273,785.42 (56,540.61) 1984 30 Years
Sweetwater Glen Lawrenceville, GA 11,210,177.90 (884,390.83) 1986 30 Years
Sycamore Creek Scottsdale, AZ 22,797,942.88 (2,374,902.25) 1984 30 Years
Tabor Ridge Cleveland, OH 2,429,452.94 (103,280.33) 1986 30 Years
Tamarlane Portland, ME 6,047,525.38 (720,866.73) 1986 30 Years
Tanasbourne Terrace Hillsboro, OR 20,383,503.27 (4,621,782.56) 1986-89 30 Years
Tanglewood (RI) West Warwick, RI 10,037,149.98 (47,326.00) 1973 30 Years
Tanglewood (VA) Manassas, VA 23,152,880.09 (5,024,988.41) 1987 30 Years
Terrace Trace Tampa, FL 1,937,844.78 (83,184.82) 1985 30 Years
Three Chopt West Richmond, VA (V) 8,945,695.10 (334,500.00) 1962 30 Years
Thymewood II Miami, FL 2,172,429.72 (89,912.30) 1986 30 Years
Timber Hollow Chapel Hill, NC 12,341,777.21 (950,443.09) 1986 30 Years
Timbercreek Toledo, OH 2,019,906.68 (84,715.35) 1987 30 Years
Timberwalk Jacksonville, FL 15,475,232.52 (1,132,238.79) 1987 30 Years
Timberwood Aurora, CO 16,677,543.96 (1,508,360.42) 1983 30 Years
Timberwood (OH) Macon, GA 1,454,818.96 (62,488.09) 1985 30 Years
Toscana Irvine, CA 90,225,891.88 (54,607.96) 1991/1993 30 Years
Town & Country Birmingham, AL (V) 3,283,424.79 (132,561.00) 1973 30 Years
Town Center (TX) Kingwood, TX 13,061,715.09 (1,684,967.97) 1994 30 Years
Town Center II (TX) Kingwood, TX 15,596,855.77 (531,989.45) 1994 30 Years
Townhomes of Meadowbrook Auburn Hills, MI 14,887,911.71 (1,313,852.34) 1988 30 Years
Townhouse Park Richmond, VA (V) 10,589,128.34 (427,419.00) 1966 30 Years
Trails (CO), The Aurora, CO 11,961,747.02 (3,333,488.11) 1986 30 Years
Trails at Briar Forest Houston, TX 27,683,053.13 (2,091,203.34) 1990 30 Years
Trails at Dominion Park Houston, TX 39,592,692.14 (5,360,575.68) 1992 30 Years
Trails of Valley Ranch Irving, TX 11,220,704.11 (925,205.60) 1986 30 Years
Trailway Pond I Burnsville, MN 5,053,818.39 (537,718.65) 1988 30 Years
Trailway Pond II Burnsville, MN 11,370,940.18 (1,173,053.00) 1988 30 Years
Trinity Lakes Cordova, TN 17,443,480.14 (1,930,595.10) 1985 30 Years
Turf Club Littleton, CO 18,752,708.55 (1,672,928.63) 1986 30 Years
Turkscap I Tampa, FL 1,351,659.20 (57,295.34) 1977 30 Years
Turkscap III Tampa, FL 1,363,889.80 (58,312.87) 1982 30 Years
Twin Gates Birmingham, AL (V) 5,324,010.12 (214,506.00) 1967 30 Years
Tyrone Gardens Randolph, MA 11,013,752.29 (588,686.80) 1961/1965 30 Years
University Square I Tampa, FL 1,959,204.57 (82,873.68) 1979 30 Years
Valencia Plantation Orlando, FL 13,779,006.45 (1,030,804.15) 1990 30 Years
Valley Creek I Woodbury, MN 16,991,818.63 (1,774,728.82) 1989 30 Years
Valley Creek II Woodbury, MN 12,563,872.42 (1,280,157.80) 1990 30 Years
Valleybrook Atlanta, GA 2,524,957.66 (104,707.31) 1986 30 Years
Valleyfield (KY) Lexington, KY 2,552,807.21 (107,890.16) 1985 30 Years
Valleyfield (PA) Pittsburg, PA 2,769,061.41 (114,875.68) 1985 30 Years
Valleyfield I Atlanta, GA 2,513,888.59 (103,398.95) 1984 30 Years
Valleyfield II Atlanta, GA 2,552,486.00 (104,145.66) 1985 30 Years
Van Deene Manor West Springfield, MA 5,735,049.46 (30,708.00) 1970 30 Years
Via Ventura Phoenix, AZ 20,014,098.63 (5,199,712.99) 1980 30 Years
Villa Encanto Phoenix, AZ 26,277,031.55 (2,745,410.72) 1983 30 Years
Villa Solana Laguna Hills, CA 18,135,452.58 (4,265,800.91) 1984 30 Years
Village at Bear Creek Denver, CO 45,785,707.45 (5,260,002.87) 1987 30 Years
Village at Lakewood Phoenix, AZ 17,554,978.14 (1,715,077.36) 1988 30 Years




S-11






Initial Cost to
Description Company
- ------------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- ------------------------------------------------------------------------------------------------------------------------------

Village at Tanque Verde Tucson, AZ (N) 1,434,838.00 7,134,637.58
Village Oaks Austin, TX 4,783,981.77 1,186,000.00 10,663,736.24
Village of Newport Federal Way, WA - 416,300.00 3,756,582.21
Villas at Josey Ranch Carrollton, TX 6,661,615.66 1,587,700.00 7,254,727.19
Villas of Oak Creste San Antonio, TX - 905,800.00 8,151,737.96
Viridian Lake Fort Myers, FL - 960,000.00 17,806,757.92
Vista Del Lago Mission Viejo, CA 30,396,981.60 4,525,800.00 40,736,293.14
Vista Grove Mesa, AZ - 1,341,796.00 12,157,045.12
Vista Pointe Irving, TX - 2,080,800.00 17,014,486.38
Walden Wood Southfield, MI 5,600,252.93 834,700.00 7,513,690.33
Walker Place Dallas, TX 1,124,328.52 125,274.01 1,103,800.59
Warwick Station Denver, CO 9,273,000.00 2,282,000.00 20,543,194.91
Waterbury (GA) Athens, GA - 147,450.03 1,299,195.48
Waterbury (IN) Indianapolis, IN 814,991.14 105,245.15 927,324.45
Waterbury (MI) Detroit,MI 2,069,763.97 331,738.84 2,922,588.70
Waterbury (OH) Cincinnati, OH - 193,166.67 1,701,833.85
Waterbury (TN) Clarksville, TN - 116,967.54 1,031,171.54
Waterford (Jax) Jacksonville, FL - 3,550,922.50 23,672,461.95
Waterford at Deerwood Jacksonville, FL 10,511,208.59 1,736,000.00 10,659,701.84
Waterford at Orange Park Orange Park, FL 9,540,000.00 1,960,000.00 12,098,784.47
Waterford at Regency Jacksonville, FL 7,049,845.41 1,113,000.00 5,184,161.74
Waterford at the Lakes Kent, WA - 3,100,200.00 16,140,923.73
Waterford Village (Broward) Delray Beach, FL - 1,888,000.00 15,358,635.40
Watermark Square Portland, OR 7,808,318.90 1,580,500.00 14,194,258.85
Waterstone Place Seattle, WA - 2,964,000.00 26,674,598.90
Webster Green Needham, MA 6,593,251.18 1,418,892.54 9,495,665.44
Welleby Lake Club Sunrise, FL - 3,648,000.00 17,620,879.42
Wellington (WA) Silverdale, WA 7,961,395.64 1,099,300.00 9,883,302.82
Wellington Hill Manchester, NH (Q) 1,890,200.00 17,120,661.97
Wellsford Oaks Tulsa, OK - 1,310,500.00 11,794,289.56
Wentworth Detroit,MI - 217,502.26 1,916,231.96
West Of Eastland Columbus, OH 1,997,125.39 234,543.74 2,066,674.99
Westbrook Village Manchester, MO - 2,310,000.00 10,606,342.76
Westcreek Jacksonville, FL - 185,199.13 1,632,256.15
Westridge Tacoma, WA - 3,501,900.00 31,506,082.24
Westside Villas I Los Angeles, CA - 1,785,000.00 3,234,812.08
Westside Villas II Los Angeles, CA - 1,955,000.00 3,542,992.78
Westside Villas III Los Angeles, CA - 3,060,000.00 5,541,727.38
Westside Villas IV Los Angeles, CA - 3,060,000.00 5,541,727.39
Westside Villas V Los Angeles, CA - 5,100,000.00 9,230,717.47
Westway Brunswick, GA - 168,322.68 1,483,106.21
Westwood (IN) Elkhart, IN - 78,507.76 691,663.90
Westwood (OH) Columbus, OH 92,533.97 18,554.25 163,483.16
Westwood Glen Westwood, MA 4,376,206.03 1,616,504.78 10,818,147.34
Westwood Pines Tamarac, FL - 1,528,600.00 13,739,616.00
Westwynd Apts West Hartford, CT - 308,543.13 2,064,865.58
Whispering Oaks Walnut Creek, CA 10,734,712.48 2,170,800.00 19,539,586.15
Whispering Pines Fr. Pierce, FL - 384,000.00 621,367.08
Whispering Pines II Fr. Pierce, FL - 105,171.51 926,475.58
Whisperwood Alabany, GA - 84,240.30 742,373.88
White Bear Woods White Bear Lake, MN 14,172,876.00 1,624,740.73 14,618,489.69
Wilcrest Woods Savannah, GA 1,330,239.65 187,306.36 1,650,373.13
Wilde Lake Richmond, VA 4,440,000.00 947,200.00 8,594,105.46
Wilkins Glen Medfield, MA 1,864,079.32 538,482.64 3,603,691.51
Willow Creek I (GA) Atlanta, GA 818,032.32 145,768.69 1,298,973.46
Willow Lakes Spartanburg, SC 2,031,065.16 200,989.58 1,770,937.26
Willow Run (GA) Atlanta, GA 1,711,016.73 197,964.94 1,744,286.82
Willow Run (IN) New Albany, IN 1,118,089.83 183,872.68 1,620,118.73
Willow Run (KY) Owensboro, KY 1,115,319.51 141,015.67 1,242,351.72
Willow Trail Norcross, GA - 1,120,000.00 11,412,981.59
Willowick Aurora, CO - 506,900.00 4,157,878.35
Will-O-Wisp Kinston, NC (V) 3,596,675.01 197,397.72 4,021,457.73
Willowood (GA) Macon, GA 1,134,089.91 160,257.54 1,411,943.57
Willowood East II Indianapolis, IN 771,961.77 104,917.75 924,589.72
Willowood I (Gro) Columbus, OH 936,345.81 126,045.04 1,110,558.13
Willowood I (IN) Bloomington, IN 1,133,814.00 163,896.17 1,444,103.85
Willowood I (KY) Lexington, KY 1,003,549.08 138,822.38 1,223,176.43
Willowood I (Woo) Akron, OH 691,062.49 117,254.13 1,033,136.63
Willowood II (Gro) Columbus, OH 545,797.09 70,923.51 624,814.43
Willowood II (IN) Bloomington, IN 1,142,270.91 161,306.27 1,421,284.06
Willowood II (KY) Lexington, KY 836,624.03 120,375.49 1,060,639.21
Willowood II (Tro) Dayton, OH 897,579.19 142,623.37 1,256,667.34
Willowood II (Woo) Akron, OH 858,687.54 103,199.14 909,397.90
Willows I (OH), The Columbus, OH - 76,283.41 672,339.99
Willows II (OH), The Columbus, OH 629,451.59 96,678.71 851,844.82
Willows III (OH), The Columbus, OH 855,180.28 129,221.40 1,137,783.40
Wimberly Dallas, TX - 2,232,000.00 27,685,923.27
Wimbledon Oaks Arlington, TX 7,347,295.48 1,491,700.00 8,843,716.03
Winchester Park East Providence, RI - 2,822,618.35 18,889,830.51
Winchester Wood East Providence, RI 2,296,827.35 683,215.23 4,572,286.55
Windemere Mesa, AZ - 949,300.00 8,771,280.22
Windmont Atlanta, GA - 3,204,000.00 7,128,448.37
Windridge (CA) Laguna Niguel, CA (L) 2,662,900.00 23,985,496.57
Windridge (GA) Dunwoody, GA - 1,224,000.00 13,627,761.75
Windwood I (FL) Melbourne, FL - 113,912.73 1,003,498.28
Windwood II (FL) Melbourne, FL 190,000.00 118,915.07 1,047,598.32
Wingwood (Orl) Orlando, FL 1,474,416.65 236,884.32 2,086,401.61
Winter Woods I (FL) Orlando, FL - 144,921.36 1,276,965.11



Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- -----------------------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- -----------------------------------------------------------------------------------------------------------------------------------

Village at Tanque Verde Tucson, AZ - 476,802.27 1,434,838.00 7,611,439.85
Village Oaks Austin, TX - 664,619.87 1,186,000.00 11,328,356.11
Village of Newport Federal Way, WA - 365,616.74 416,300.00 4,122,198.95
Villas at Josey Ranch Carrollton, TX - 342,131.02 1,587,700.00 7,596,858.21
Villas of Oak Creste San Antonio, TX - 775,964.50 905,800.00 8,927,702.46
Viridian Lake Fort Myers, FL - 850,368.44 960,000.00 18,657,126.36
Vista Del Lago Mission Viejo, CA - 2,760,256.78 4,525,800.00 43,496,549.92
Vista Grove Mesa, AZ - 191,877.63 1,341,796.00 12,348,922.75
Vista Pointe Irving, TX - 331,881.18 2,080,800.00 17,346,367.56
Walden Wood Southfield, MI - 1,432,044.36 834,700.00 8,945,734.69
Walker Place Dallas, TX - 16,240.22 125,274.01 1,120,040.81
Warwick Station Denver, CO - 308,571.22 2,282,000.00 20,851,766.13
Waterbury (GA) Athens, GA - 15,493.58 147,450.03 1,314,689.06
Waterbury (IN) Indianapolis, IN - 26,903.62 105,245.15 954,228.07
Waterbury (MI) Detroit,MI - 79,577.25 331,738.84 3,002,165.95
Waterbury (OH) Cincinnati, OH - 103,615.68 193,166.67 1,805,449.53
Waterbury (TN) Clarksville, TN - 27,618.72 116,967.54 1,058,790.26
Waterford (Jax) Jacksonville, FL - 723,659.65 3,550,922.50 24,396,121.60
Waterford at Deerwood Jacksonville, FL - 478,092.82 1,736,000.00 11,137,794.66
Waterford at Orange Park Orange Park, FL - 1,049,689.66 1,960,000.00 13,148,474.13
Waterford at Regency Jacksonville, FL - 186,776.87 1,113,000.00 5,370,938.61
Waterford at the Lakes Kent, WA - 686,911.56 3,100,200.00 16,827,835.29
Waterford Village (Broward) Delray Beach, FL - 1,552,848.67 1,888,000.00 16,911,484.07
Watermark Square Portland, OR - 1,225,588.24 1,580,500.00 15,419,847.09
Waterstone Place Seattle, WA - 3,568,282.38 2,964,000.00 30,242,881.28
Webster Green Needham, MA - 6,816.38 1,418,892.54 9,502,481.82
Welleby Lake Club Sunrise, FL - 304,723.72 3,648,000.00 17,925,603.14
Wellington (WA) Silverdale, WA - 692,925.94 1,099,300.00 10,576,228.76
Wellington Hill Manchester, NH - 2,078,225.20 1,890,200.00 19,198,887.17
Wellsford Oaks Tulsa, OK - 265,623.71 1,310,500.00 12,059,913.27
Wentworth Detroit,MI - 61,834.30 217,502.26 1,978,066.26
West Of Eastland Columbus, OH - 90,977.29 234,543.74 2,157,652.28
Westbrook Village Manchester, MO - 310,247.87 2,310,000.00 10,916,590.63
Westcreek Jacksonville, FL - 38,058.80 185,199.13 1,670,314.95
Westridge Tacoma, WA - 1,243,796.74 3,501,900.00 32,749,878.98
Westside Villas I Los Angeles, CA - - 1,785,000.00 3,234,812.08
Westside Villas II Los Angeles, CA - - 1,955,000.00 3,542,992.78
Westside Villas III Los Angeles, CA - 3,455.40 3,060,000.00 5,545,182.78
Westside Villas IV Los Angeles, CA - - 3,060,000.00 5,541,727.39
Westside Villas V Los Angeles, CA - 232.20 5,100,000.00 9,230,949.67
Westway Brunswick, GA - 60,696.26 168,322.68 1,543,802.47
Westwood (IN) Elkhart, IN - 59,804.69 78,507.76 751,468.59
Westwood (OH) Columbus, OH - 3,135.16 18,554.25 166,618.32
Westwood Glen Westwood, MA - 38,475.82 1,616,504.78 10,856,623.16
Westwood Pines Tamarac, FL - 457,492.28 1,528,600.00 14,197,108.28
Westwynd Apts West Hartford, CT - 4,331.33 308,543.13 2,069,196.91
Whispering Oaks Walnut Creek, CA - 1,446,350.21 2,170,800.00 20,985,936.36
Whispering Pines Fr. Pierce, FL - 7,796.94 384,000.00 629,164.02
Whispering Pines II Fr. Pierce, FL - 32,319.64 105,171.51 958,795.22
Whisperwood Alabany, GA - 26,099.38 84,240.30 768,473.26
White Bear Woods White Bear Lake, MN - 369,781.09 1,624,740.73 14,988,270.78
Wilcrest Woods Savannah, GA - 50,796.61 187,306.36 1,701,169.74
Wilde Lake Richmond, VA - 598,980.61 947,200.00 9,193,086.07
Wilkins Glen Medfield, MA - 25,375.49 538,482.64 3,629,067.00
Willow Creek I (GA) Atlanta, GA - 14,773.25 145,768.69 1,313,746.71
Willow Lakes Spartanburg, SC - 49,082.78 200,989.58 1,820,020.04
Willow Run (GA) Atlanta, GA - 117,118.64 197,964.94 1,861,405.46
Willow Run (IN) New Albany, IN - 65,051.17 183,872.68 1,685,169.90
Willow Run (KY) Owensboro, KY - 43,030.59 141,015.67 1,285,382.31
Willow Trail Norcross, GA - 210,365.26 1,120,000.00 11,623,346.85
Willowick Aurora, CO - 234,908.29 506,900.00 4,392,786.64
Will-O-Wisp Kinston, NC (V) - 65,387.39 197,397.72 4,086,845.12
Willowood (GA) Macon, GA - 11,587.14 160,257.54 1,423,530.71
Willowood East II Indianapolis, IN - 65,218.51 104,917.75 989,808.23
Willowood I (Gro) Columbus, OH - 22,101.36 126,045.04 1,132,659.49
Willowood I (IN) Bloomington, IN - 39,135.33 163,896.17 1,483,239.18
Willowood I (KY) Lexington, KY - 38,710.31 138,822.38 1,261,886.74
Willowood I (Woo) Akron, OH - 25,647.84 117,254.13 1,058,784.47
Willowood II (Gro) Columbus, OH - 19,369.60 70,923.51 644,184.03
Willowood II (IN) Bloomington, IN - 27,656.99 161,306.27 1,448,941.05
Willowood II (KY) Lexington, KY - 14,217.24 120,375.49 1,074,856.45
Willowood II (Tro) Dayton, OH - 28,329.50 142,623.37 1,284,996.84
Willowood II (Woo) Akron, OH - 62,370.91 103,199.14 971,768.81
Willows I (OH), The Columbus, OH - 35,656.69 76,283.41 707,996.68
Willows II (OH), The Columbus, OH - 20,694.03 96,678.71 872,538.85
Willows III (OH), The Columbus, OH - 20,041.76 129,221.40 1,157,825.16
Wimberly Dallas, TX - 182,017.96 2,232,000.00 27,867,941.23
Wimbledon Oaks Arlington, TX - 511,229.58 1,491,700.00 9,354,945.61
Winchester Park East Providence, RI - 324,706.67 2,822,618.35 19,214,537.18
Winchester Wood East Providence, RI - 2,131.44 683,215.23 4,574,417.99
Windemere Mesa, AZ - 686,533.23 949,300.00 9,457,813.45
Windmont Atlanta, GA - 58,636.94 3,204,000.00 7,187,085.31
Windridge (CA) Laguna Niguel, CA - 1,001,948.19 2,662,900.00 24,987,444.76
Windridge (GA) Dunwoody, GA - 635,086.25 1,224,000.00 14,262,848.00
Windwood I (FL) Melbourne, FL - 38,665.14 113,912.73 1,042,163.42
Windwood II (FL) Melbourne, FL - 147,340.66 118,915.07 1,194,938.98
Wingwood (Orl) Orlando, FL - 159,977.83 236,884.32 2,246,379.44
Winter Woods I (FL) Orlando, FL - 29,646.03 144,921.36 1,306,611.14



Life Used to
Description Compute
- -------------------------------------------------------------------------------------------------------------- Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- ----------------------------------------------------------------------------------------------------------------------------------

Village at Tanque Verde Tucson, AZ 9,046,277.85 (960,445.44) 1984-1994 30 Years
Village Oaks Austin, TX 12,514,356.11 (1,917,139.42) 1984 30 Years
Village of Newport Federal Way, WA 4,538,498.95 (1,057,467.24) 1987 30 Years
Villas at Josey Ranch Carrollton, TX 9,184,558.21 (756,377.97) 1986 30 Years
Villas of Oak Creste San Antonio, TX 9,833,502.46 (1,360,349.41) 1979 30 Years
Viridian Lake Fort Myers, FL 19,617,126.36 (1,517,840.89) 1991 30 Years
Vista Del Lago Mission Viejo, CA 48,022,349.92 (11,034,600.99) 1986-88 30 Years
Vista Grove Mesa, AZ 13,690,718.75 (1,313,431.31) 1997 - 1998 30 Years
Vista Pointe Irving, TX 19,427,167.56 (1,719,687.18) 1996 30 Years
Walden Wood Southfield, MI 9,780,434.69 (2,652,785.02) 1972 30 Years
Walker Place Dallas, TX 1,245,314.82 (53,760.52) 1988 30 Years
Warwick Station Denver, CO 23,133,766.13 (2,747,667.34) 1986 30 Years
Waterbury (GA) Athens, GA 1,462,139.09 (61,335.44) 1985 30 Years
Waterbury (IN) Indianapolis, IN 1,059,473.22 (45,974.30) 1984 30 Years
Waterbury (MI) Detroit,MI 3,333,904.79 (141,474.11) 1985 30 Years
Waterbury (OH) Cincinnati, OH 1,998,616.20 (85,698.08) 1985 30 Years
Waterbury (TN) Clarksville, TN 1,175,757.80 (51,111.06) 1985 30 Years
Waterford (Jax) Jacksonville, FL 27,947,044.10 (2,081,151.85) 1988 30 Years
Waterford at Deerwood Jacksonville, FL 12,873,794.66 (982,491.92) 1985 30 Years
Waterford at Orange Park Orange Park, FL 15,108,474.13 (1,301,901.26) 1986 30 Years
Waterford at Regency Jacksonville, FL 6,483,938.61 (488,261.10) 1985 30 Years
Waterford at the Lakes Kent, WA 19,928,035.29 (2,391,703.77) 1990 30 Years
Waterford Village (Broward) Delray Beach, FL 18,799,484.07 (1,527,559.15) 1989 30 Years
Watermark Square Portland, OR 17,000,347.09 (2,359,543.13) 1990 30 Years
Waterstone Place Seattle, WA 33,206,881.28 (8,570,525.68) 1990 30 Years
Webster Green Needham, MA 10,921,374.36 (54,865.00) 1985 30 Years
Welleby Lake Club Sunrise, FL 21,573,603.14 (1,469,885.32) 1991 30 Years
Wellington (WA) Silverdale, WA 11,675,528.76 (2,427,180.74) 1990 30 Years
Wellington Hill Manchester, NH 21,089,087.17 (5,074,996.96) 1987 30 Years
Wellsford Oaks Tulsa, OK 13,370,413.27 (1,672,663.99) 1991 30 Years
Wentworth Detroit,MI 2,195,568.52 (91,807.79) 1985 30 Years
West Of Eastland Columbus, OH 2,392,196.02 (106,636.97) 1977 30 Years
Westbrook Village Manchester, MO 13,226,590.63 (692,462.70) 1984 30 Years
Westcreek Jacksonville, FL 1,855,514.08 (81,350.14) 1986 30 Years
Westridge Tacoma, WA 36,251,778.98 (4,490,180.50) 1987/1991 30 Years
Westside Villas I Los Angeles, CA 5,019,812.08 (23,816.74) 1999 30 Years
Westside Villas II Los Angeles, CA 5,497,992.78 (26,085.24) 1999 30 Years
Westside Villas III Los Angeles, CA 8,605,182.78 (40,914.09) 1999 30 Years
Westside Villas IV Los Angeles, CA 8,601,727.39 (40,800.91) 1999 30 Years
Westside Villas V Los Angeles, CA 14,330,949.67 (67,961.35) 1999 30 Years
Westway Brunswick, GA 1,712,125.15 (75,532.22) 1984 30 Years
Westwood (IN) Elkhart, IN 829,976.35 (39,061.49) 1984 30 Years
Westwood (OH) Columbus, OH 185,172.57 (8,373.96) 1980 30 Years
Westwood Glen Westwood, MA 12,473,127.94 (64,434.00) 1972 30 Years
Westwood Pines Tamarac, FL 15,725,708.28 (1,634,848.00) 1991 30 Years
Westwynd Apts West Hartford, CT 2,377,740.04 (12,749.00) 1969 30 Years
Whispering Oaks Walnut Creek, CA 23,156,736.36 (3,373,802.89) 1974 30 Years
Whispering Pines Fr. Pierce, FL 1,013,164.02 (10,013.16) 1986 30 Years
Whispering Pines II Fr. Pierce, FL 1,063,966.73 (45,726.14) 1986 30 Years
Whisperwood Alabany, GA 852,713.56 (38,811.58) 1985 30 Years
White Bear Woods White Bear Lake, MN 16,613,011.51 (1,706,843.52) 1989 30 Years
Wilcrest Woods Savannah, GA 1,888,476.10 (80,453.01) 1986 30 Years
Wilde Lake Richmond, VA 10,140,286.07 (1,443,192.75) 1989 30 Years
Wilkins Glen Medfield, MA 4,167,549.64 (22,854.00) 1975 30 Years
Willow Creek I (GA) Atlanta, GA 1,459,515.40 (61,076.58) 1985 30 Years
Willow Lakes Spartanburg, SC 2,021,009.62 (88,821.73) 1986 30 Years
Willow Run (GA) Atlanta, GA 2,059,370.40 (89,441.33) 1983 30 Years
Willow Run (IN) New Albany, IN 1,869,042.58 (79,250.26) 1984 30 Years
Willow Run (KY) Owensboro, KY 1,426,397.98 (63,032.31) 1984 30 Years
Willow Trail Norcross, GA 12,743,346.85 (962,506.61) 1985 30 Years
Willowick Aurora, CO 4,899,686.64 (444,100.11) 1980 30 Years
Will-O-Wisp Kinston, NC (V) 4,284,242.84 (169,136.00) 1970 30 Years
Willowood (GA) Macon, GA 1,583,788.25 (66,225.77) 1984 30 Years
Willowood East II Indianapolis, IN 1,094,725.98 (52,831.02) 1985 30 Years
Willowood I (Gro) Columbus, OH 1,258,704.53 (52,919.36) 1984 30 Years
Willowood I (IN) Bloomington, IN 1,647,135.35 (68,728.21) 1983 30 Years
Willowood I (KY) Lexington, KY 1,400,709.12 (60,209.41) 1984 30 Years
Willowood I (Woo) Akron, OH 1,176,038.60 (50,974.99) 1984 30 Years
Willowood II (Gro) Columbus, OH 715,107.54 (29,931.59) 1985 30 Years
Willowood II (IN) Bloomington, IN 1,610,247.32 (67,705.04) 1986 30 Years
Willowood II (KY) Lexington, KY 1,195,231.94 (50,266.48) 1985 30 Years
Willowood II (Tro) Dayton, OH 1,427,620.21 (61,723.19) 1987 30 Years
Willowood II (Woo) Akron, OH 1,074,967.95 (47,230.22) 1986 30 Years
Willows I (OH), The Columbus, OH 784,280.09 (35,839.18) 1987 30 Years
Willows II (OH), The Columbus, OH 969,217.56 (42,423.23) 1981 30 Years
Willows III (OH), The Columbus, OH 1,287,046.56 (53,767.55) 1987 30 Years
Wimberly Dallas, TX 30,099,941.23 (2,204,255.62) 1996 30 Years
Wimbledon Oaks Arlington, TX 10,846,645.61 (914,332.75) 1985 30 Years
Winchester Park East Providence, RI 22,037,155.53 (116,499.00) 1972 30 Years
Winchester Wood East Providence, RI 5,257,633.22 (27,124.00) 1989 30 Years
Windemere Mesa, AZ 10,407,113.45 (1,312,139.55) 1986 30 Years
Windmont Atlanta, GA 10,391,085.31 (259,619.36) 1988 30 Years
Windridge (CA) Laguna Niguel, CA 27,650,344.76 (5,664,953.19) 1989 30 Years
Windridge (GA) Dunwoody, GA 15,486,848.00 (1,188,316.50) 1982 30 Years
Windwood I (FL) Melbourne, FL 1,156,076.15 (51,237.71) 1988 30 Years
Windwood II (FL) Melbourne, FL 1,313,854.05 (55,451.80) 1987 30 Years
Wingwood (Orl) Orlando, FL 2,483,263.76 (104,170.30) 1980 30 Years
Winter Woods I (FL) Orlando, FL 1,451,532.50 (62,765.18) 1985 30 Years




S-12





Initial Cost to
Description Company
- ---------------------------------------------------------------------------------------------------------------------------------
Building &
Apartment Name Location Encumbrances Land Fixtures
- ---------------------------------------------------------------------------------------------------------------------------------

Winterwood Charlotte, NC 11,519,842.37 1,722,000.00 15,501,141.60
Winthrop Court (KY) Lexington, KY 1,468,159.57 184,709.36 1,627,190.80
Winthrop Court II (OH) Columbus, OH 735,223.28 102,381.09 896,576.06
Wood Creek (CA) Pleasant Hill, CA - 9,729,900.00 23,009,768.39
Wood Crest Villa Westland, MI - 933,822.17 8,492,102.79
Wood Forest Daytona Beach, FL 6,103,079.16 1,008,000.00 4,950,210.29
Wood Lane Place Woodbury, MN 14,000,000.00 2,009,146.73 18,090,498.11
Woodbine (Cuy) Akron, OH - 185,868.12 1,637,700.68
Woodbine (Por) Hungtington, OH 629,765.85 78,097.85 688,127.14
Woodbridge Cary, NC 4,628,007.77 737,400.00 6,852,869.85
Woodbridge (CT) Newington, CT 2,303,845.00 498,376.96 3,335,291.98
Woodbridge II Cary, NC - 1,244,600.00 11,027,364.10
Woodcliff I Atlanta, GA - 276,659.02 2,437,667.42
Woodcliff II Atlanta, GA 1,662,582.01 266,449.39 2,347,769.47
Woodcreek Beaverton, OR 10,578,186.77 1,755,800.00 15,816,454.87
Woodcrest I Macon, GA - 115,738.70 1,028,353.02
Woodlake (WA) Kirkland, WA 11,250,009.40 6,631,400.00 16,735,484.40
Woodland Hills Decatur, GA - 1,224,600.00 11,010,680.74
Woodland I (FL) Orlando, FL 3,450,174.93 461,948.64 4,070,817.98
Woodland Meadows Ann Arbor, MI 15,810,000.00 2,006,000.00 18,049,551.84
Woodlands (KY) Nashville, KY - 72,093.80 634,894.94
Woodlands I (Col) Columbus, OH 1,777,550.74 231,995.55 2,044,232.64
Woodlands I (PA) Pittsburgh, PA 1,028,617.63 163,191.69 1,437,896.61
Woodlands I (Str) Cleveland, OH 1,365,022.00 197,377.57 1,739,111.51
Woodlands II (Col) Columbus, OH 1,541,567.48 192,633.43 1,697,310.42
Woodlands II (PA) Pittsburgh, PA - 192,972.36 1,700,296.78
Woodlands II (Str) Cleveland, OH 1,570,710.23 183,996.01 1,621,205.38
Woodlands III (Col) Columbus, OH - 230,536.02 2,031,248.57
Woodlands of Brookfield Brookfield, WI (O) 1,484,600.00 13,961,080.72
Woodlands of Minnetonka Minnetonka, MN - 2,394,500.00 13,543,076.29
Woodleaf Campbell, CA 11,145,607.74 8,550,600.00 16,988,182.50
Woodmoor Austin, TX - 653,800.00 5,875,968.39
Woodridge (MN) Eagan, MN 7,635,799.17 1,602,300.00 10,449,579.23
Woodridge (CO) Aurora, CO (K) - 2,780,700.00 7,567,012.59
Woodridge II (CO) Aurora, CO - - 4,148,194.99
Woodridge III (CO) Aurora, CO - - 9,130,763.69
Woods of North Bend Raleigh, NC 14,960,000.00 1,039,500.00 9,305,318.81
Woodscape Raleigh, NC - 957,300.00 8,607,939.89
Woodside Lorton, VA - 1,326,000.00 12,510,902.78
Woodtrail Atlanta, GA - 250,894.94 2,210,657.86
Woodvalley Anniston, AL 1,400,411.67 190,188.16 1,675,764.93
Wycliffe Court Nashville, TN 1,125,583.63 166,544.62 1,467,724.60
Wynbrook Atlanta, GA - 2,546,500.00 11,009,665.73
Wyndridge 2 Memphis, TN 14,135,000.00 1,488,000.00 13,749,636.08
Wyndridge 3 Memphis, TN 10,855,000.00 1,502,500.00 13,531,740.55
Yarmouth Woods Yarmouth, ME - 692,800.00 6,096,155.42
Yorktowne at Olde Mill Millersville, MD - 216,000.00 4,224,762.49
Management Business Chicago, IL - 101,000.00 306,303.68
Operating Partnership Chicago, IL - - 407,414.24
------------------- ------------------- -------------------
TOTAL INVESTMENT IN
REAL ESTATE $ 2,655,506,178.98 $ 1,770,019,022.40 $ 10,305,237,296.88
=================== =================== ===================
REAL ESTATE HELD FOR
DISPOSITION

Concorde Bridge Overland Park, KS - 1,974,800.00 17,776,437.73
Meadowood II (IN) Indianpolis, IN $ - $ 122,625.56 $ 1,080,560.83
Springs of Country Woods Salt Lake City, UT - 3,547,400.00 31,906,637.30
------------------- ------------------- -------------------
TOTAL REAL ESTATE HELD
FOR DISPOSITION $ - $ 5,644,825.56 $ 50,763,635.86
=================== =================== ===================


TOTAL REAL ESTATE $ 2,655,506,178.98 $ 1,775,663,847.96 $ 10,356,000,932.74
=================== =================== ===================






Cost Capitalized
Subsequent to Gross Amount Carried
Acquisition at Close of
Description (Improvements, net) (H) Period 12/31/00
- ------------------------------------------------------------------------------------------------------------------------------------
Building & Building &
Apartment Name Location Land Fixtures Land Fixtures (A)
- ------------------------------------------------------------------------------------------------------------------------------------

Winterwood Charlotte, NC - 1,938,990.78 1,722,000.00 17,440,132.38
Winthrop Court (KY) Lexington, KY - 49,564.47 184,709.36 1,676,755.27
Winthrop Court II (OH) Columbus, OH - 20,606.94 102,381.09 917,183.00
Wood Creek (CA) Pleasant Hill, CA - 413,703.46 9,729,900.00 23,423,471.85
Wood Crest Villa Westland, MI - 1,350,963.80 933,822.17 9,843,066.59
Wood Forest Daytona Beach, FL - 54,393.75 1,008,000.00 5,004,604.04
Wood Lane Place Woodbury, MN - 1,137,484.85 2,009,146.73 19,227,982.96
Woodbine (Cuy) Akron, OH - 11,678.44 185,868.12 1,649,379.12
Woodbine (Por) Hungtington, OH - 35,894.81 78,097.85 724,021.95
Woodbridge Cary, NC - 159,936.64 737,400.00 7,012,806.49
Woodbridge (CT) Newington, CT - 6,655.45 498,376.96 3,341,947.43
Woodbridge II Cary, NC - 518,247.16 1,244,600.00 11,545,611.26
Woodcliff I Atlanta, GA - 35,111.07 276,659.02 2,472,778.49
Woodcliff II Atlanta, GA - 18,621.28 266,449.39 2,366,390.75
Woodcreek Beaverton, OR - 2,270,197.25 1,755,800.00 18,086,652.12
Woodcrest I Macon, GA - 10,289.02 115,738.70 1,038,642.04
Woodlake (WA) Kirkland, WA - 560,739.48 6,631,400.00 17,296,223.88
Woodland Hills Decatur, GA - 779,442.37 1,224,600.00 11,790,123.11
Woodland I (FL) Orlando, FL - 124,091.47 461,948.64 4,194,909.45
Woodland Meadows Ann Arbor, MI - 598,701.95 2,006,000.00 18,648,253.79
Woodlands (KY) Nashville, KY - 46,639.68 72,093.80 681,534.62
Woodlands I (Col) Columbus, OH - 53,381.60 231,995.55 2,097,614.24
Woodlands I (PA) Pittsburgh, PA - 26,790.58 163,191.69 1,464,687.19
Woodlands I (Str) Cleveland, OH - 95,755.09 197,377.57 1,834,866.60
Woodlands II (Col) Columbus, OH - 65,459.28 192,633.43 1,762,769.70
Woodlands II (PA) Pittsburgh, PA - 30,993.05 192,972.36 1,731,289.83
Woodlands II (Str) Cleveland, OH - 93,517.16 183,996.01 1,714,722.54
Woodlands III (Col) Columbus, OH - 69,146.77 230,536.02 2,100,395.34
Woodlands of Brookfield Brookfield, WI - 298,834.18 1,484,600.00 14,259,914.90
Woodlands of Minnetonka Minnetonka, MN - 563,206.85 2,394,500.00 14,106,283.14
Woodleaf Campbell, CA - 177,063.12 8,550,600.00 17,165,245.62
Woodmoor Austin, TX - 1,439,186.16 653,800.00 7,315,154.55
Woodridge (MN) Eagan, MN - 538,430.49 1,602,300.00 10,988,009.72
Woodridge (CO) Aurora, CO (K) - 366,402.09 2,780,700.00 7,933,414.68
Woodridge II (CO) Aurora, CO - 191,333.36 - 4,339,528.35
Woodridge III (CO) Aurora, CO - 421,664.93 - 9,552,428.62
Woods of North Bend Raleigh, NC - 1,281,910.67 1,039,500.00 10,587,229.48
Woodscape Raleigh, NC - 537,401.64 957,300.00 9,145,341.53
Woodside Lorton, VA - 609,140.79 1,326,000.00 13,120,043.57
Woodtrail Atlanta, GA - 38,353.15 250,894.94 2,249,011.01
Woodvalley Anniston, AL - 32,028.99 190,188.16 1,707,793.92
Wycliffe Court Nashville, TN - 51,516.86 166,544.62 1,519,241.46
Wynbrook Atlanta, GA - 317,054.65 2,546,500.00 11,326,720.38
Wyndridge 2 Memphis, TN - 679,265.32 1,488,000.00 14,428,901.40
Wyndridge 3 Memphis, TN - 474,036.51 1,502,500.00 14,005,777.06
Yarmouth Woods Yarmouth, ME - 290,218.44 692,800.00 6,386,373.86
Yorktowne at Olde Mill Millersville, MD - 2,155,533.27 216,000.00 6,380,295.76
Management Business Chicago, IL - 41,482,064.74 101,000.00 41,788,368.42
Operating Partnership Chicago, IL - - - 407,414.24
------- ----------------- ------------------ -------------------
TOTAL INVESTMENT IN
REAL ESTATE $ - $ 516,203,746.80 $1,770,019,022.40 $ 10,821,441,043.68
======= ================= ================== ===================
REAL ESTATE HELD FOR
DISPOSITION

Concorde Bridge Overland Park, KS - 775,488.84 1,974,800.00 18,551,926.57
Meadowood II (IN) Indianpolis, IN $ - $ 27,384.12 $ 122,625.56 $ 1,107,944.95
Springs of Country Woods Salt Lake City, UT - 1,277,651.63 3,547,400.00 33,184,288.93
------- ----------------- ------------------ -------------------
TOTAL REAL ESTATE HELD
FOR DISPOSITION $ - $ 2,080,524.59 $ 5,644,825.56 $ 52,844,160.45
======= ================= ================== ===================

TOTAL REAL ESTATE $ - $ 518,284,271.39 $ 1,775,663,847.96 $ 10,874,285,204.13
======= ================= ================== ===================










Life Used to
Description Compute
- --------------------------------------------------------------------------------------------------------------- Depreciation in
Accumulated Date of Latest Income
Apartment Name Location Total (B) Depreciation Construction Statement (C)
- ----------------------------------------------------------------------------------------------------------------------------------

Winterwood Charlotte, NC 19,162,132.38 (4,792,482.54) 1986 30 Years
Winthrop Court (KY) Lexington, KY 1,861,464.63 (82,828.60) 1985 30 Years
Winthrop Court II (OH) Columbus, OH 1,019,564.09 (43,451.93) 1986 30 Years
Wood Creek (CA) Pleasant Hill, CA 33,153,371.85 (3,008,600.70) 1987 30 Years
Wood Crest Villa Westland, MI 10,776,888.76 (1,466,932.62) 1970 30 Years
Wood Forest Daytona Beach, FL 6,012,604.04 (429,455.13) 1985 30 Years
Wood Lane Place Woodbury, MN 21,237,129.69 (2,155,081.80) 1989 30 Years
Woodbine (Cuy) Akron, OH 1,835,247.24 (75,247.95) 1982 30 Years
Woodbine (Por) Hungtington, OH 802,119.80 (38,035.59) 1981 30 Years
Woodbridge Cary, NC 7,750,206.49 (1,336,232.68) 1993-95 30 Years
Woodbridge (CT) Newington, CT 3,840,324.39 (20,557.00) 1968 30 Years
Woodbridge II Cary, NC 12,790,211.26 (2,080,636.64) 1993-95 30 Years
Woodcliff I Atlanta, GA 2,749,437.51 (113,791.56) 1984 30 Years
Woodcliff II Atlanta, GA 2,632,840.14 (107,816.71) 1986 30 Years
Woodcreek Beaverton, OR 19,842,452.12 (4,918,858.02) 1982-84 30 Years
Woodcrest I Macon, GA 1,154,380.74 (50,577.81) 1984 30 Years
Woodlake (WA) Kirkland, WA 23,927,623.88 (1,612,444.37) 1984 30 Years
Woodland Hills Decatur, GA 13,014,723.11 (2,191,686.13) 1985 30 Years
Woodland I (FL) Orlando, FL 4,656,858.09 (201,518.78) 1984/85 30 Years
Woodland Meadows Ann Arbor, MI 20,654,253.79 (2,253,342.22) 1987-1989 30 Years
Woodlands (KY) Nashville, KY 753,628.42 (37,496.47) 1983 30 Years
Woodlands I (Col) Columbus, OH 2,329,609.79 (100,744.66) 1983 30 Years
Woodlands I (PA) Pittsburgh, PA 1,627,878.88 (67,428.02) 1983 30 Years
Woodlands I (Str) Cleveland, OH 2,032,244.17 (84,876.17) 1984 30 Years
Woodlands II (Col) Columbus, OH 1,955,403.13 (83,099.73) 1984 30 Years
Woodlands II (PA) Pittsburgh, PA 1,924,262.19 (80,261.02) 1987 30 Years
Woodlands II (Str) Cleveland, OH 1,898,718.55 (79,658.79) 1985 30 Years
Woodlands III (Col) Columbus, OH 2,330,931.36 (99,298.61) 1987 30 Years
Woodlands of Brookfield Brookfield, WI 15,744,514.90 (1,380,389.33) 1990 30 Years
Woodlands of Minnetonka Minnetonka, MN 16,500,783.14 (1,656,481.63) 1988 30 Years
Woodleaf Campbell, CA 25,715,845.62 (1,532,620.59) 1984 30 Years
Woodmoor Austin, TX 7,968,954.55 (2,122,256.00) 1981 30 Years
Woodridge (MN) Eagan, MN 12,590,309.72 (1,087,032.28) 1986 30 Years
Woodridge (CO) Aurora, CO (K) 10,714,114.68 (1,712,374.54) 1980-82 30 Years
Woodridge II (CO) Aurora, CO 4,339,528.35 (137,444.03) 1980-82 30 Years
Woodridge III (CO) Aurora, CO 9,552,428.62 (302,642.31) 1980-82 30 Years
Woods of North Bend Raleigh, NC 11,626,729.48 (2,460,393.64) 1983 30 Years
Woodscape Raleigh, NC 10,102,641.53 (1,490,022.97) 1979 30 Years
Woodside Lorton, VA 14,446,043.57 (3,058,653.82) 1987 30 Years
Woodtrail Atlanta, GA 2,499,905.95 (103,700.51) 1984 30 Years
Woodvalley Anniston, AL 1,897,982.08 (81,239.25) 1986 30 Years
Wycliffe Court Nashville, TN 1,685,786.08 (71,458.73) 1985 30 Years
Wynbrook Atlanta, GA 13,873,220.38 (1,142,624.90) 1972/1976 30 Years
Wyndridge 2 Memphis, TN 15,916,901.40 (2,054,320.64) 1988 30 Years
Wyndridge 3 Memphis, TN 15,508,277.06 (1,992,425.77) 1988 30 Years
Yarmouth Woods Yarmouth, ME 7,079,173.86 (709,951.79) 1971/1978 30 Years
Yorktowne at Olde Mill Millersville, MD 6,596,295.76 (4,868,753.99) 1974 30 Years
Management Business Chicago, IL 41,889,368.42 (25,891,646.04) (G)
Operating Partnership Chicago, IL 407,414.24 98.17 (Z)
------------------- -------------------

TOTAL INVESTMENT IN
REAL ESTATE $12,591,460,066.08 $(1,352,236,321.25)
=================== ===================

REAL ESTATE HELD FOR
DISPOSITION

Concorde Bridge Overland Park, KS 20,526,726.57 (2,264,631.26) 1973 30 Years
Meadowood II (IN) Indianpolis, IN $ 1,230,570.51 $ (54,999.38) 1986 30 Years
Springs of Country Woods Salt Lake City, UT 36,731,688.93 (4,532,506.20) 1982 30 Years
------------------- -------------------
TOTAL REAL ESTATE HELD
FOR DISPOSITION $ 58,488,986.01 $ (6,852,136.84)
=================== ===================

TOTAL REAL ESTATE $ 12,649,949,052.09 $ (1,359,088,458.09)
=================== ===================




S-13



NOTES:




(A) The balance of furniture & fixtures included in the total investment in * Four Lakes was constructed in phases between
real estate amount was $443,340,693.07 as of December 31, 2000. The balance 1968 & 1988.
of furniture & fixtures included in the total real estate held for
disposition amount was $2,105,068.07 as of December 31, 2000.

(B) The aggregate cost for Federal Income Tax purposes as of December 31, 2000 (#) The Lodge-Texas was struck by a tornado that
was approximately $9.2 billion. destroyed most of the property. The property
was reconstructed during 1989 & 1990.

(C) The life to compute depreciation for furniture & fixtures is 5 years.

(D) These two properties are encumbered by $14,159,510.21 in bonds. (x) Pines of Springdale was constructed in phases
between 1985 & 1987.

(E) These 17 properties are encumbered by $136,000,000 in bonds.

(F) This property is encumbered by $14,917,663.55 in bonds.

(G) This asset consists of various acquisition dates and largely represents
furniture, fixtures and equipment owned by the Management Business.

(H) Improvements are net of write-off of fully depreciated assets which are no
longer in service.

(I) Formerly known as Post Place

(J) Formerly known as The Vinings at Coral Springs

(K) Formerly known as The Plantations (NC)

(L) These three properties are pledged as additional collateral in connection
with the tax-exempt bond refinancing of $177,570,000.

(M) These 18 properties are encumbered by $131,470,905.73 in bonds.

(N) These 5 properties are encumbered by a $47,969,225.58 note payable.

(O) These 5 properties are encumbered by $50,000,000 of mortgage debt.

(P) The development of these properties is currently on hold.

(Q) These ten properties are encumbered by $177,570,000 in bonds.

(R) Formely known as Ft. Lauderdale properties which includes Port Royale I,
Port Royale II and Port Royale III. Port Royale III is encumbered by a
third party mortgage.

(S) These five properties are pledged as additional collateral in connection
with a tax-exempt bond refinancing.

(T) This property is vacant land.

(U) A portion of this property is commercial office space.

(V) Mortgage debt includes $1,695,000, which is cross-collateralized by these
14 other properties.

(W) Formerly known as Lincoln Green I & II.

(X) Formerly known as Lincoln at Defoors.

(Y) Formerly known as Habitat

(Z) This asset consists of various acquisition dates and largely represents
furniture, fixtures and equipment owned by the Operating Partnership.



Note 1: Mortgage debt includes $1,322,272.17 collateralized by a warehouse owned
by the Company's Globe subsidiary.


S-14



EQUITY RESIDENTIAL PROPERTIES TRUST
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
(AMOUNTS IN THOUSANDS)

The changes in total real estate for the years ended December 31, 2000, 1999 and
1998 are as follows:




2000 1999 1998
--------------------- --------------------- --------------------

Balance, beginning of year $ 12,257,344 $ 10,986,261 $ 7,121,435
Acquisitions 1,273,758 1,448,582 3,927,768
Improvements 142,829 141,935 102,020
Write-off of fully depreciated assets
which are no longer in service - - (25)
Dispositions and other (1,023,982) (319,434) (164,937)
--------------------- --------------------- --------------------
Balance, end of year $ 12,649,949 $ 12,257,344 $ 10,986,261
===================== ===================== ====================


The changes in accumulated depreciation for the years ended December 31, 2000,
1999, and 1998 are as follows:




2000 1999 1998
--------------------- --------------------- --------------------

Balance, beginning of year $ 1,076,001 $ 732,803 $ 444,762
Depreciation 441,599 406,906 301,869
Write-off of fully depreciated assets
which are no longer in service - - (25)
Dispositions and other (158,511) (63,708) (13,803)
--------------------- --------------------- --------------------
Balance, end of year $ 1,359,089 $ 1,076,001 $ 732,803
===================== ===================== ====================




S-15