MID AMERICA APARTMENT COMMUNITIES INC
8-K/A, 1998-09-29
REAL ESTATE INVESTMENT TRUSTS
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                          UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON D.C. 20549
                                
                                
                                
                          FORM 8-K (A)
                                
                                
                                
                         CURRENT REPORT
                                
                                
                                
             PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934
                                
                                
                          July 20, 1998
        Date of Report (Date of earliest event reported)
                                
                                
             MID-AMERICA APARTMENT COMMUNITIES, INC.
       (Exact Name of Registrant as Specified in Charter)
                                
                                
                                
     TENNESSEE                    1-12762                   62-1543819
(State of Incorporation)   (Commission File Number)      (I.R.S. Employer 
                                                      Identification Number)
                                
                                
                                
                                
                  6584 POPLAR AVENUE, SUITE 340
                    MEMPHIS, TENNESSEE 38138
            (Address of principal executive offices)
                                
                                
                                
                         (901) 682-6600
       Registrant's telephone number, including area code
                                
                                
                                
                                
                                
     (Former name or address, if changed since last report)
                                
                                
<PAGE>                                
                                
Item 5.  Other Events.

Mid-America Apartment Communities, Inc. has consummated the
acquisitions of the apartment communities below.  The
acquisitions were previously reported under item 5 of Form 8-K.


  Apartment                Purchase    Number     Date of         Date
  Community   Location     Price       of Units   Form 8-K       Acquired
___________   __________  ___________  ________  ____________  ____________
Deer Run      Dallas, TX  $12,450,000    304     July 28,1998  July 21,1998
                           
Courtyards    Dallas, TX   $9,825,000    231     July 28,1998  July 21,1998
at Campbell                 
                            
Highwood      Plano, TX    $8,600,000    196     July 28,1998  July 21,1998
                            
Northwood     Arlington,   $7,400,000    270     July 28,1998  July 21,1998
Place         TX


Each  audited  Historical  Summary of  Gross  Income  and  Direct
Operating  Expenses  of the above referenced properties  for  the
previous fiscal year are included herein as an exhibit.

<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 thereunto duly authorized.


                               MID-AMERICA APARTMENT COMMUNITIES, INC.


Date:  September 28, 1998      /s/Simon R.C. Wadsworth   
       ____________________    ______________________________________    
                                  Simon R.C. Wadsworth
                                  Executive Vice President
                                 (Principal Financial and Accounting Officer)




                                                     EXHIBIT 99.1

                                
                                
             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
               Historical Summary of Gross Income
                  and Direct Operating Expenses
                      (Deer Run Apartments)
                                
                  Year ended December 31, 1997
                                
<PAGE>                                
                                

                  Independent Auditors' Report


The Board of Directors
Mid-America Apartment Communities, Inc.:


We have audited the accompanying Historical Summary of Gross
Income and Direct Operating Expenses (Historical Summary) of
Deer Run Apartments (the Acquisition Property), as described in
Note 1, for the year ended December 31, 1997.  This Historical
Summary is the responsibility of the Acquisition Property's
management.  Our responsibility is to express an opinion on this
Historical Summary for the Acquisition Property based on our
audit.

We conducted our audit in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the statement is free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the Historical Summary for the
Acquisition Property.  An audit also includes assessing the
accounting principles used and the significant estimates made by
management, as well as evaluating the overall presentation of the
Historical Summary for the Acquisition Property.  We believe that
our audit provides a reasonable basis for our opinion.

The accompanying Historical Summary for the Acquisition Property
was prepared for the purpose of complying with the rules and
regulations of the Securities and Exchange Commission as
described in Note 1 and is not intended to be a complete
presentation of the Acquisition Property's revenues and expenses.

In our opinion, the Historical Summary referred to above presents
fairly, in all material respects, the gross income and direct
operating expenses described in Note 1 to the Historical Summary
for the year ended December 31, 1997, in conformity with
generally accepted accounting principles.


                                   KPMG Peat Marwick LLP

Memphis, Tennessee
August 14, 1998

<PAGE>

             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
Historical Summary of Gross Income and Direct Operating Expenses
                      (Deer Run Apartments)
                                
                  Year ended December 31, 1997
                                
                                
                                
Gross income - total revenue                        $ 1,941,921

Direct operating expenses:
  Operating expenses                                    398,364
  Real estate taxes                                     234,397
  Repairs and maintenance                               138,568
                                                    -----------
                                                        771,329
       Gross income in excess                       -----------
         of direct operating expenses               $ 1,170,592
                                                    ===========

See accompanying notes to Historical Summary of Gross Income and
Direct Operating Expenses for the Acquisition Property.

<PAGE>
             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
           Notes to Historical Summary of Gross Income
                  and Direct Operating Expenses
                      (Deer Run Apartments)
                                
                        December 31, 1997



(1)  Accounting Policies

     Description

     The accompanying financial statement includes the operations
     of Deer Run Apartments (the Acquisition Property) owned by
     parties unaffiliated with Mid-America Apartment Communities,
     Inc. (the Company) and Mid-America Apartments, L.P. (the
     Operating Partnership).  The Acquisition Property, a multi-
     family residential property located in Dallas, Texas was
     acquired by a subsidiary of the Operating Partnership on
     July 21, 1998 and contains 304 apartment units.

     Basis of Presentation

     The accompanying financial statement is not representative
     of the actual operations for the period presented.  Certain
     expenses have been excluded because the Operating
     Partnership does not anticipate that they will be incurred
     in future operations of the property.  Expenses excluded
     consist of depreciation and amortization, management fees
     and other costs not directly related to the future
     operations of the Acquisition Property.  Operating expenses
     include payroll, utilities, advertising, and other general
     and administrative costs.  Management is not aware of any
     material factors relating to this Acquisition Property that
     would cause this financial statement not to be indicative of
     future operating results as related to gross income and
     direct operating expenses.

     Income Recognition

     Revenues from rental property are recognized when due from
     tenants.  Leases are generally for one year or less.


<PAGE>

                           (Continued)
                                2
                                
             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
           Notes to Historical Summary of Gross Income
                  and Direct Operating Expenses
                      (Deer Run Apartments)
                                
                                
                                
(2)  Pro Forma Taxable Operating Results and
          Funds Generated From Operations (Unaudited)

     The pro forma table reflects the taxable operating results
     and funds generated from operations of the Acquisition
     Property for the twelve months ended June 30, 1998 as
     adjusted for certain items which can be factually supported.
     This statement does not purport to forecast actual operating
     results for any period in the future.

          Pro forma net operating income (exclusive of
          depreciation and amortization)                   $ 1,182,786
          Less estimated depreciation expense                  468,120
                                                           -----------
          Pro forma taxable operating income                   714,666
          Add depreciation not requiring outlay of funds       468,120
                                                           -----------
          Pro forma funds generated from operations        $ 1,182,786
                                                           ===========


     Depreciation for the buildings is estimated using a straight-
     line method over a 25-year life.



                                                     EXHIBIT 99.2
                                
                                
                                
             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
               Historical Summary of Gross Income
                  and Direct Operating Expenses
               (Courtyards at Campbell Apartments)
                                
                  Year ended December 31, 1997
                                
                                
<PAGE>                                
                                
                                
                  Independent Auditors' Report


The Board of Directors
Mid-America Apartment Communities, Inc.:


We have audited the accompanying Historical Summary of Gross
Income and Direct Operating Expenses (Historical Summary) of
Courtyards at Campbell Apartments (the Acquisition Property), as
described in Note 1, for the year ended December 31, 1997.  This
Historical Summary is the responsibility of the Acquisition
Property's management.  Our responsibility is to express an
opinion on this Historical Summary for the Acquisition Property
based on our audit.

We conducted our audit in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the statement is free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the Historical Summary for the
Acquisition Property.  An audit also includes assessing the
accounting principles used and the significant estimates made by
management, as well as evaluating the overall presentation of the
Historical Summary for the Acquisition Property.  We believe that
our audit provides a reasonable basis for our opinion.

The accompanying Historical Summary for the Acquisition Property
was prepared for the purpose of complying with the rules and
regulations of the Securities and Exchange Commission as
described in Note 1 and is not intended to be a complete
presentation of the Acquisition Property's revenues and expenses.

In our opinion, the Historical Summary referred to above presents
fairly, in all material respects, the gross income and direct
operating expenses described in Note 1 to the Historical Summary
for the year ended December 31, 1997, in conformity with
generally accepted accounting principles.


                                   KPMG Peat Marwick LLP

Memphis, Tennessee
August 14, 1998

<PAGE>

             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
Historical Summary of Gross Income and Direct Operating Expenses
               (Courtyards at Campbell Apartments)
                                
                  Year ended December 31, 1997
                                
                                
                                
Gross income - total revenue                        $ 1,666,215

Direct operating expenses:
  Operating expenses                                    362,206
  Real estate taxes                                     241,761
  Repairs and maintenance                               124,466
                                                    -----------
                                                        728,433
       Gross income in excess                       -----------
         of direct operating expenses              $    937,782
                                                    ===========


See accompanying notes to Historical Summary of Gross Income and
Direct Operating Expenses for the Acquisition Property.

<PAGE>

             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
           Notes to Historical Summary of Gross Income
                  and Direct Operating Expenses
               (Courtyards at Campbell Apartments)
                                
                        December 31, 1997


(1)  Accounting Policies

     Description

     The accompanying financial statement includes the operations
     of Courtyards at Campbell Apartments (the Acquisition
     Property) owned by parties unaffiliated with Mid-America
     Apartment Communities, Inc. (the Company) and Mid-America
     Apartments, L.P. (the Operating Partnership).  The
     Acquisition Property, a multi-family residential property
     located in Dallas, Texas was acquired by a subsidiary of the
     Operating Partnership on July 21, 1998 and contains 231
     apartment units.

     Basis of Presentation

     The accompanying financial statement is not representative
     of the actual operations for the period presented.  Certain
     expenses have been excluded because the Operating
     Partnership does not anticipate that they will be incurred
     in future operations of the property.  Expenses excluded
     consist of depreciation and amortization, management fees
     and other costs not directly related to the future
     operations of the Acquisition Property.   Operating expenses
     include payroll, utilities, advertising, and other general
     and administrative costs.  Management is not aware of any
     material factors relating to this Acquisition Property that
     would cause this financial statement not to be indicative of
     future operating results as related to gross income and
     direct operating expenses.

     Income Recognition

     Revenues from rental property are recognized when due from
     tenants.  Leases are generally for one year or less.

<PAGE>

                           (Continued)
                                2
                                
             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
           Notes to Historical Summary of Gross Income
                  and Direct Operating Expenses
               (Courtyards at Campbell Apartments)
                                
                                
                                
(2)  Pro Forma Taxable Operating Results and
          Funds Generated From Operations (Unaudited)

     The pro forma table reflects the taxable operating results
     and funds generated from operations of the Acquisition
     Property for the twelve months ended June 30, 1998 as
     adjusted for certain items which can be factually supported.
     This statement does not purport to forecast actual operating
     results for any period in the future.

          Pro forma net operating income (exclusive of
          depreciation and amortization)                 $ 928,524
          Less estimated depreciation expense              369,420
                                                         ---------
          Pro forma taxable operating income               559,104
          Add depreciation not requiring outlay of funds   369,420
                                                         ---------
          Pro forma funds generated from operations      $ 928,524
                                                         =========

     Depreciation for the buildings is estimated using a straight-
     line method over a 25-year life.



                                                     EXHIBIT 99.3
                                
                                
             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
               Historical Summary of Gross Income
                  and Direct Operating Expenses
                      (Highwood Apartments)
                                
                  Year ended December 31, 1997
                                
<PAGE>                                
                                
                  Independent Auditors' Report


The Board of Directors
Mid-America Apartment Communities, Inc.:


We have audited the accompanying Historical Summary of Gross
Income and Direct Operating Expenses (Historical Summary) of
Highwood Apartments (the Acquisition Property), as described in
Note 1, for the year ended December 31, 1997.  This Historical
Summary is the responsibility of the Acquisition Property's
management.  Our responsibility is to express an opinion on this
Historical Summary for the Acquisition Property based on our
audit.

We conducted our audit in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the statement is free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the Historical Summary for the
Acquisition Property.  An audit also includes assessing the
accounting principles used and the significant estimates made by
management, as well as evaluating the overall presentation of the
Historical Summary for the Acquisition Property.  We believe that
our audit provides a reasonable basis for our opinion.

The accompanying Historical Summary for the Acquisition Property
was prepared for the purpose of complying with the rules and
regulations of the Securities and Exchange Commission as
described in Note 1 and is not intended to be a complete
presentation of the Acquisition Property's revenues and expenses.

In our opinion, the Historical Summary referred to above presents
fairly, in all material respects, the gross income and direct
operating expenses described in Note 1 to the Historical Summary
for the year ended December 31, 1997, in conformity with
generally accepted accounting principles.


                                   KPMG Peat Marwick LLP

Memphis, Tennessee
August 14, 1998

<PAGE>

             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
Historical Summary of Gross Income and Direct Operating Expenses
                      (Highwood Apartments)
                                
                  Year ended December 31, 1997
                                
                                
                                
Gross income - total revenue                        $ 1,398,765

Direct operating expenses:
  Operating expenses                                    309,780
  Real estate taxes                                     172,593
  Repairs and maintenance                               112,749
                                                    -----------
                                                        595,122
       Gross income in excess                       -----------
         of direct operating expenses              $    803,643
                                                    ===========


See accompanying notes to Historical Summary of Gross Income and
Direct Operating Expenses for the Acquisition Property.

<PAGE>


             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
           Notes to Historical Summary of Gross Income
                  and Direct Operating Expenses
                      (Highwood Apartments)
                                
                        December 31, 1997


(1)  Accounting Policies

     Description

     The accompanying financial statement includes the operations
     of Highwood Apartments (the Acquisition Property) owned by
     parties unaffiliated with Mid-America Apartment Communities,
     Inc. (the Company) and Mid-America Apartments, L.P. (the
     Operating Partnership).  The Acquisition Property, a multi-
     family residential property located in Plano, Texas was
     acquired by a subsidiary of the Operating Partnership on
     July 21, 1998 and contains 196 apartment units.

     Basis of Presentation

     The accompanying financial statement is not representative
     of the actual operations for the period presented.  Certain
     expenses have been excluded because the Operating
     Partnership does not anticipate that they will be incurred
     in future operations of the property.  Expenses excluded
     consist of depreciation and amortization, management fees
     and other costs not directly related to the future
     operations of the Acquisition Property.  Operating expenses
     include payroll, utilities, advertising, and other general
     and administrative costs.  Management is not aware of any
     material factors relating to this Acquisition Property that
     would cause this financial statement not to be indicative of
     future operating results as related to gross income and
     direct operating expenses.

     Income Recognition

     Revenues from rental property are recognized when due from
     tenants.  Leases are generally for one year or less.


<PAGE>

                           (Continued)
                                2
                                
             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
           Notes to Historical Summary of Gross Income
                  and Direct Operating Expenses
                      (Highwood Apartments)
                                
                                
                                
(2)  Pro Forma Taxable Operating Results and
          Funds Generated From Operations (Unaudited)

     The pro forma table reflects the taxable operating results
     and funds generated from operations of the Acquisition
     Property for the twelve months ended June 30, 1998 as
     adjusted for certain items which can be factually supported.
     This statement does not purport to forecast actual operating
     results for any period in the future.

          Pro forma net operating income (exclusive of
          depreciation and amortization)                 $ 877,261
          Less estimated depreciation expense              323,360
                                                         ---------
          Pro forma taxable operating income               553,901
          Add depreciation not requiring outlay of funds   323,360
                                                         ---------  
          Pro forma funds generated from operations      $ 877,261
                                                         =========

     Depreciation for the buildings is estimated using a straight-
     line method over a 25-year life.





                                                     EXHIBIT 99.4

                                
             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
               Historical Summary of Gross Income
                  and Direct Operating Expenses
                  (Northwood Place Apartments)
                                
                  Year ended December 31, 1997
                                
                                
                                
<PAGE>                                
                                

                  Independent Auditors' Report


The Board of Directors
Mid-America Apartment Communities, Inc.:


We have audited the accompanying Historical Summary of Gross
Income and Direct Operating Expenses (Historical Summary) of
Northwood Place Apartments (the Acquisition Property ), as
described in Note 1, for the year ended December 31, 1997.  This
Historical Summary is the responsibility of the Acquisition
Property's management.  Our responsibility is to express an
opinion on this Historical Summary for the Acquisition Property
based on our audit.

We conducted our audit in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the statement is free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the Historical Summary for the
Acquisition Property.  An audit also includes assessing the
accounting principles used and the significant estimates made by
management, as well as evaluating the overall presentation of the
Historical Summary for the Acquisition Property.  We believe that
our audit provides a reasonable basis for our opinion.

The accompanying Historical Summary for the Acquisition Property
was prepared for the purpose of complying with the rules and
regulations of the Securities and Exchange Commission as
described in Note 1 and is not intended to be a complete
presentation of the Acquisition Property's revenues and expenses.

In our opinion, the Historical Summary referred to above presents
fairly, in all material respects, the gross income and direct
operating expenses described in Note 1 to the Historical Summary
for the year ended December 31, 1997, in conformity with
generally accepted accounting principles.


                                   KPMG Peat Marwick LLP

Memphis, Tennessee
August 14, 1998

<PAGE>


             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
Historical Summary of Gross Income and Direct Operating Expenses
                  (Northwood Place Apartments)
                                
                  Year ended December 31, 1997
                                
                                
                                
Gross income - total revenue                        $ 1,535,214

Direct operating expenses:
  Operating expenses                                    445,613
  Real estate taxes                                     166,095
  Repairs and maintenance                               146,968
                                                    -----------
                                                        758,676
       Gross income in excess                       -----------
         of direct operating expenses              $    776,538
                                                    ===========

See accompanying notes to Historical Summary of Gross Income and
Direct Operating Expenses for the Acquisition Property.

<PAGE>

             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
           Notes to Historical Summary of Gross Income
                  and Direct Operating Expenses
                  (Northwood Place Apartments)
                                
                        December 31, 1997


(1)  Accounting Policies

     Description

     The accompanying financial statement includes the operations
     of Northwood Place Apartments (the Acquisition Property)
     owned by parties unaffiliated with Mid-America Apartment
     Communities, Inc. (the Company) and Mid-America Apartments,
     L.P. (the Operating Partnership).  The Acquisition Property,
     a multi-family residential property located in Arlington,
     Texas was acquired by a subsidiary of the Operating
     Partnership on July 21, 1998 and contains 270 apartment
     units.

     Basis of Presentation

     The accompanying financial statement is not representative
     of the actual operations for the period presented.  Certain
     expenses have been excluded because the Operating
     Partnership does not anticipate that they will be incurred
     in future operations of the property.  Expenses excluded
     consist of depreciation and amortization, management fees
     and other costs not directly related to the future
     operations of the Acquisition Property.  Operating expenses
     include payroll, utilities, advertising, and other general
     and administrative costs.  Management is not aware of any
     material factors relating to this Acquisition Property that
     would cause this financial statement not to be indicative of
     future operating results as related to gross income and
     direct operating expenses.

     Income Recognition

     Revenues from rental property are recognized when due from
     tenants.  Leases are generally for one year or less.


<PAGE>
                           (Continued)
                                2
                                
             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
           Notes to Historical Summary of Gross Income
                  and Direct Operating Expenses
                  (Northwood Place Apartments)
                                
                                
                                
(2)  Pro Forma Taxable Operating Results and
          Funds Generated From Operations (Unaudited)

     The pro forma table reflects the taxable operating results
     and funds generated from operations of the Acquisition
     Property for the twelve months ended June 30, 1998 as
     adjusted for certain items which can be factually supported.
     This statement does not purport to forecast actual operating
     results for any period in the future.

          Pro forma net operating income (exclusive of
          depreciation and amortization)                  $ 817,146
          Less estimated depreciation expense               278,240
                                                          ---------
          Pro forma taxable operating income                538,906
          Add depreciation not requiring outlay of fund     278,240
                                                          ---------       
          Pro forma funds generated from operations       $ 817,146
                                                          =========

     Depreciation for the buildings is estimated using a straight-
     line method over a 25-year life.



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