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FILED PURSUANT TO RULE 424(b)(3).
REGISTRATION NO. 33-91070
PROSPECTUS SUPPLEMENT
(TO PROSPECTUS DATED OCTOBER 8, 1996)
COLONIAL PROPERTIES TRUST
DIVIDEND REINVESTMENT AND SHARE PURCHASE PLAN
600,000 COMMON SHARES OF BENEFICIAL INTEREST,
PAR VALUE $.01 PER SHARE
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This prospectus supplement describes revisions to certain portions of the
prospectus dated October 8, 1996 (the "Prospectus") relating to the Colonial
Properties Trust Dividend Reinvestment and Share Purchase Plan (the "Plan").
These revisions have been made to reflect changes to the Plan's pricing terms.
As used in the Prospectus and in this prospectus supplement, the "Reinvestment
Date" is the date on which an investment of dividends or distributions occurs or
commences. During months in which a dividend is paid, the "Cash Investment Date"
is the Reinvestment Date. In other months, the "Cash Investment Date" is the
tenth day of the month or, if that day is not a day on which the New York Stock
Exchange is open for trading (a "Trading Day"), the preceding Trading Day.
IF YOU WOULD LIKE TO RECEIVE A COPY OF THE ENTIRE PROSPECTUS, PLEASE CONTACT
US AT:
COLONIAL PROPERTIES TRUST
ATTENTION: INVESTOR RELATIONS
2101 SIXTH AVENUE NORTH, SUITE 750
BIRMINGHAM, AL 35203
TELEPHONE NUMBER: (205) 250-8700
COVER PAGE:
On the cover page of the Prospectus, the third sentence in the second
paragraph has been replaced with the following sentence:
The purchase price of the Common Shares purchased directly from the Company
will be equal to 95% of the average of the high and low sale prices of the
Common Shares as reported on the New York Stock Exchange (or other relevant
trading market) for each of the ten Trading Days immediately preceding the
applicable Reinvestment Date (as defined in this Prospectus) or Cash Investment
Date (as defined in this Prospectus), provided that the price per Common Share
must be at least 95% of the closing price of the Common Shares on the applicable
Reinvestment Date or Cash Investment Date.
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The date of this Prospectus Supplement is October 9, 1998
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ADVANTAGES AND DISADVANTAGES TO PARTICIPANTS
4. WHAT ARE THE DISADVANTAGES OF THE PLAN?
A new answer (d) has been added to question number 4:
(d) The price per share for Common Shares purchased from the Company for
Participants will reflect a discount of 5% from the average of the high and low
sale prices of the Common Shares on the New York Stock Exchange for each of the
ten Trading Days preceding the date of purchase, provided that the purchase
price may not be less than 95% of the closing price of the Common Shares on the
date of purchase. Where the average price of the Common Shares during the ten
preceding Trading Days is sufficiently higher than the price of the Common
Shares on the date of purchase, the purchase price may be greater than the
market price of the Common Shares on the date of purchase.
PURCHASES
16. WHAT WILL BE THE PRICE OF THE COMMON SHARES PURCHASED UNDER THE PLAN?
The first paragraph of the answer to question number 16 has been replaced
with the following paragraph:
The price per Common Share purchased from the Company under the Plan will be
equal to 95% of the average of the high and low sale prices of the Common Shares
as reported on the New York Stock Exchange (or other relevant trading market)
for each of the ten Trading Days immediately preceding the applicable
Reinvestment Date or Cash Investment Date, provided that in no event will the
price per Common Share be less than 95% of the closing price of the Common
Shares as reported on the New York Stock Exchange on the applicable Reinvestment
Date or Cash Investment Date. If there are no sales of Common Shares on one or
more of the ten Trading Days prior to the date of purchase, the average will be
based on the high and low sale prices on those days within the ten Trading Day
period on which the Common Shares do trade.
FEDERAL INCOME TAX CONSEQUENCES TO PARTICIPANTS
29. WHAT ARE THE INCOME TAX CONSEQUENCES FOR SHAREHOLDERS OF PARTICIPATION
IN THE PLAN?
The first two sentences of the first paragraph of the answer to question
number 29 have been replaced with the following:
In the case of Common Shares purchased by the Plan Administrator from the
Company with reinvested dividends, a shareholder will be treated for federal
income tax purposes as having received a distribution (with respect to Common
Shares) equal to the fair market value on the Reinvestment Date of the Common
Shares credited to the shareholder's Plan account. The amount of the
distribution deemed to have been received may exceed the amount of the cash
dividend that was reinvested, due to the 5% discount described under Question
16.
The second sentence of the fourth paragraph of the answer to question number
29 has been replaced with the following sentence:
The fair market value of the Common Shares on the Cash Investment Date may
exceed the actual purchase price of the Common Shares purchased from the Company
due to the 5% discount described under Question 16.
30. WHAT ARE THE INCOME TAX CONSEQUENCES FOR UNITHOLDERS OF PARTICIPATION IN
THE PLAN?
The second sentence of the second paragraph has been replaced with the
following sentence:
The fair market value of the Common Shares on the Reinvestment Date or the
Cash Investment Date may exceed the purchase price of the Common Shares
purchased from the Company due to the 5% discount described under Question 16.
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