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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A/A-1
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Archstone Communities Trust
(Exact Name of Registrant as Specified in Its Charter)
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<S> <C>
Maryland 74-6056896
(State of Organization) (I.R.S. Employer Identification No.)
7670 South Chester Street, Suite 100
Englewood, Colorado 80112
(Address of Principal Executive Offices) (Zip Code)
If this form related to the registration of a If this form related to the registration of a
class of securities pursuant to Section 12(b) class of securities pursuant to Section 12(g)
of the Exchange Act and is effective of the Exchange Act and is effective
pursuant to General Instruction A.(c), pursuant to General Instruction A.(d),
please check the following box. [x] please check the following box. [_]
Securities Act registration statement file number to which this form relates: 333-42283; 333-68591
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(If applicable)
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Securities to be registered pursuant to Section 12(b) of the Act:
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Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
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Series D Cumulative Redeemable
Preferred Shares of Beneficial
Interest, $1.00 par value per share New York Stock Exchange
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Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered.
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A complete description of the Series D Cumulative Redeemable Preferred
Shares of Beneficial Interest, $1.00 par value per share (the "Series D
Preferred Shares"), which are to be registered hereunder is contained under the
caption "Description of the Series D Preferred Shares" in the Prospectus
Supplement dated August 3, 1999 to the Prospectus dated December 23, 1998,
forming a part of the Form S-3 Registration Statements (File Nos. 333-42283 and
333-68591) (the "Registration Statement") of Archstone Communities Trust
("Archstone"), filed with the Securities and Exchange Commission under the
Securities Act of 1933, as amended.
Item 2. Exhibits.
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The following exhibits are filed herewith and with the New York Stock
Exchange, Inc.
Exhibit
Number Exhibit
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4.1 Amended and Restated Declaration of Trust dated June 30, 1998
(incorporated by reference to Exhibit 4.1 to Registrant's Report on
Form 8-K dated July 6, 1998).
4.2 Amended and Restated Bylaws (incorporated by reference to Exhibit 4.2
to Registrant's Report on Form 8-K dated July 6, 1998).
4.3 Indenture, dated as of February 1, 1994, between Registrant and
Morgan Guaranty Trust Company of New York, as Trustee, relating to
the Debt Securities (incorporated by reference to Exhibit 4.2 to
Registrant's Form 10-K for the year ended December 31, 1993).
4.4 First Supplemental Indenture, dated as of February 2, 1994, among
Registrant, Morgan Guaranty Trust Company of New York and State
Street Bank and Trust Company, as successor Trustee (incorporated by
reference to Exhibit 4.3 to Registrant's Form 10-K for the year ended
December 31, 1993).
4.5 Rights Agreement dated as of July 21, 1994 between Registrant and
Chemical Bank, including form of Rights Certificate (incorporated by
reference to Exhibit 4.2 to Registrant's Form 8-K dated July 19,
1994).
4.6 First Amendment dated as of February 8, 1995 to the Rights Agreement
(incorporated by reference to Exhibit 4.13 to Registrant's Form 10-K
for the year ended December 31, 1994).
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4.7 Form of share certificate for common shares of Beneficial Interest of
Registrant (incorporated by reference to Registrant's Registration
Statement on Form 8-A dated June 23, 1998).
4.8 Form of share certificate for Series A Cumulative Redeemable
Preferred Shares of Beneficial Interest of Registrant (incorporated
by reference to Registrant's Registration Statement on Form 8-A dated
June 23, 1998).
4.9 Form of share certificate for Series B Cumulative Redeemable
Preferred Shares of Beneficial Interest of Registrant (incorporated
by reference to Registrant's Registration Statement on Form 8-A dated
June 23, 1998).
4.10 Form of share certificate for Series C Cumulative Redeemable
Preferred Shares of Beneficial Interest of Registrant (incorporated
by reference to Registrant's Registration Statement on Form 8-A dated
June 23, 1998).
4.11* Form of share certificate for Series D Cumulative Redeemable
Preferred Shares of Beneficial Interest of Registrant.
4.12 Articles Supplementary, dated August 3, 1999, relating to Series D
Preferred Shares (incorporated by reference to Registrant's Current
Report on Form 8-K dated August 3, 1999)
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*Previously filed
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, the registrant has duly caused this registration statement
to be signed on its behalf by the undersigned, thereunto duly authorized.
ARCHSTONE COMMUNITIES TRUST
By: /s/ Charles E. Mueller, Jr.
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Charles E. Mueller, Jr.
Chief Financial Officer
Dated: August 6, 1999
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