<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): June 30, 1997
CAMDEN PROPERTY TRUST
(Exact Name of Registrant as Specified in Charter)
TEXAS 1-12110 76-6088377
(State or Other Jurisdiction of (Commission File (I.R.S. Employer
Incorporation or Organization) Number) Identification Number)
3200 Southwest Freeway, Suite 1500, Houston, Texas 77027
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (713) 964-3555
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
ITEM 5. OTHER EVENTS.
Included as Exhibit 23.1 is the Consent of Ernst & Young LLP dated June
30, 1997, relating to certain matters that are more particularly described in
such Consent.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
23.1 Consent of Ernst & Young LLP
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: July 1, 1997
CAMDEN PROPERTY TRUST
By: /s/ G. Steven Dawson
---------------------------------------
G. Steven Dawson
Senior Vice President - Finance, Chief
Financial Officer and Treasurer
<PAGE>
CAMDEN PROPERTY TRUST
INDEX TO EXHIBITS
EXHIBIT PAGE
- ------- ----
23.1 Consent of Ernst & Young LLP
<PAGE>
EXHIBIT 23.1
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the caption "Experts" in the
Registration Statement (Form S-3 No. 333-24637) and related Prospectus of Camden
Property Trust for the registration of 3,200,000 common shares of beneficial
interest, par value $0.01 per share, and to the incorporation by reference
therein of our report dated March 21, 1997, with respect to the consolidated and
combined financial statements and financial statement schedule of Paragon Group,
Inc. for the years ended December 31, 1996, 1995, and 1994 as restated, included
in the Annual Report (Form 10-K) for 1996 filed with the Securities and Exchange
Commission.
/s/ Ernst & Young LLP
ERNST & YOUNG LLP
Dallas, Texas
June 30, 1997