CORNERSTONE REALTY INCOME TRUST INC
8-K/A, 2000-07-20
REAL ESTATE INVESTMENT TRUSTS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 8-K/A

                               Amendment No. 1 to

                                 Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Original Report: March 16, 2000

                      Cornerstone Realty Income Trust, Inc.
             (Exact name of registrant as specified in its charter)

   VIRGINIA                       1-12875                       54-1589139
  (State of                     (Commission                   (IRS Employer
Incorporation)                  File Number)                Identification No.)

        306 East Main Street
         Richmond, Virginia                           23219
        (Address of principal                       (Zip Code)
         executive offices)

Registrant's telephone number, including area code: (804) 643-1761


<PAGE>


                      CORNERSTONE REALTY INCOME TRUST, INC.

                                   FORM 8-K/A

                                      Index

Item 7.  Financial Statements and Pro Forma Financial Information.












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<PAGE>


         The Company  hereby amends Items 7.a. and 7.b. of its Current Report on
Form 8-K dated March 16, 2000 as follows:



                               ITEMS 7.a. and 7.b.




         Because of the  relationship  of the purchase  prices of The Enclave at
the Meadows  Apartments  and  Greystone  Crossing  Apartments  to the  Company's
assets,  the assets acquired were not a "significant  amount" within the meaning
of the  Instructions to Form 8-K, and the Company was not required to report the
acquisition  of  these  properties  on  the  Form  8-K  dated  March  16,  2000.
Accordingly,  the  Company  is not at  this  time  providing  audited  financial
statements  or pro  forma  financial  information  relative  to  these  property
acquisitions. The Company plans to provide such audited financial statements and
pro forma financial information only if, in light of other property acquisitions
of  the  Company,  such  statements  and  information  are  required  under  SEC
Regulation S-X, Rule 3-14 thereunder,  and applicable SEC staff  interpretations
pertaining to the same.








                                      -3-

<PAGE>


                                   SIGNATURES




Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly caused this Report on Form 8-K/A to be signed on its behalf
by the undersigned hereunto duly authorized.

Date:  July 19, 2000                   Cornerstone Realty Income Trust, Inc.

                                       By: /s/  Stanley J. Olander, Jr.
                                           -------------------------------------
                                           Stanley J. Olander, Jr.
                                           Chief Financial Officer of
                                           Cornerstone Realty Income Trust, Inc.








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<PAGE>


                                  EXHIBIT INDEX


                      Cornerstone Realty Income Trust, Inc.
                   Form 8-K/A to Form 8-K dated March 16, 2000


Exhibit Number                              Exhibit

None.











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