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                                               Filed Pursuant to Rule 424(b)(7)
                                               Registration No. 33-80169

PRICING SUPPLEMENT NO. 5, dated September 16, 1996 
(To Prospectus dated December 27, 1995 and 
Prospectus Supplement dated January 3, 1996)

                                                    $75,000,000
                                       Associated Estates Realty Corporation
                                            Medium-Term Notes Series V
                                                 Fixed Rate Notes
                                      Due 9 Months or More From Date of Issue

Principal Amount:                   $5,000,000
Issue Price:                        100%
Original Issue Date:                September 19, 1996
Maturity Date:                      September 19, 2003
Interest Rate:                      7.60%
Agent's Commission:                 .55%
Agent's Capacity:                   Principal
Net Proceeds to Company:            $4,972,500
Agent:                              Alex. Brown & Sons Incorporated

This Pricing Supplement supplements the Prospectus and Prospectus Supplement
with respect to both (1) the initial offering of Medium-Term Notes Series V and
(2) market-making transactions in Medium-Term Notes Series V by Alex. Brown &
Sons Incorporated.



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