<PAGE>
Pricing Supplement dated September 23, 1997 Pursuant to Rule 424(b)(3)
(To Prospectus dated December 6, 1996 and File No. 333-14401
Prospectus Supplement dated December 6, 1996
COLONIAL REALTY LIMITED PARTNERSHIP
Medium-Term Notes - Fixed Rate
CUSIP No. 195896 AE 5
================================================================================
Aggregate Principal Amount: $25,000,000 Interest Rate: 6.98%
Agents Discount or Commission .60% Stated Maturity Date: 9/26/05
Net Proceeds to Issuer $24,850,000 Original Issue Date: 9/26/97
================================================================================
Interest Payment Dates: June 15 and December 15, commencing on December 15, 1997
Redemption:
[X] The Notes cannot be redeemed prior to the Stated Maturity Date.
[_] The Notes may be redeemed prior to the Stated Maturity Date.
Initial Redemption Date:
Initial Redemption Percentage:
Annual Redemption Percentage Reduction: ___% until Redemption Percentage is
100% of the principal amount
Optional Repayment:
[X] The Notes cannot be repaid prior to the Stated Maturity Date
[_] The Notes can be repaid prior to the Stated Maturity Date at the option of
the holder of the Notes.
Option Repayment Dates:
Repayment Price: ___%
Currency:
Specified Currency: U.S. Dollars
(If other than U.S. dollars, see attached)
Minimum Denominations: $1,000
(Applicable only if Specified Currency is other than U.S. dollars)
Original Issue Discount: [_] Yes [X] No
Total Amount of OID:
Yield to Maturity:
Initial Accrual Period:
Form: [X] Book-Entry [_] Certificated
Principal Amount offered to or through each agent,
$10,000,000 Lehman Brothers, Inc. acting as [X] agent [_] principal
$15,000,000 USB Securities LLC, acting as [_] agent [X] principal
If as principal:
[_] The Notes are being offered at varying prices related to prevailing
market prices at the time of resale
[X] The Notes are being offered at a fixed initial public offering price of
100% of principal amount.
If as Agent:
The Notes are being offered at a fixed initial public offering price of 100%
of Principal Amount.
Other Provisions:
