UNITED STATES
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
MARCH 6, 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 (I.R.S. Employer
File Number) 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)
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ITEM 5
On November 24, 1997, the Mid-America Apartment Communities, Inc. (the
"Company") formed Mid-America Capital Partners, L.P., a special purpose Delaware
limited partnership (the "Partnership") to own and operate 26 apartment
communities (the "Mortgaged Properties") and manage, renovate, improve, lease,
sell, transfer, exchange, mortgage and otherwise deal with the Mortgaged
Properties. The sole limited partner of the Partnership is Mid-America
Apartments, L.P., a Tennessee limited partnership ("MAALP"), which is a majority
owned subsidiary of the Company. The Company owns, directly or through its
subsidiaries, all of the outstanding units of partnership interest in the
Partnership. The Company is a self-administered and self-managed real estate
investment trust. The Company conducts a substantial portion of its operation
through MAALP and subsidiaries of MAALP. The sole general partner of the
Partnership is MAACP, Inc., a Tennessee corporation ("MAACP"), a wholly-owned
subsidiary of MAAC.
On March 6, 1998 the Partnership issued $142 million aggregate principal
amount of 6.376% Bonds Due 2003 (the "Bonds"). The Bonds are secured by a first
priority deed of trust, security agreement and assignment of rents and leases in
respect of the Mortgaged Properties. The net proceeds from the sale of Bonds
were utilized to fund costs of the offering and to repay the existing debt of
the Partnership.
EXHIBITS
10.12 Restated Supplemental Indenture among Mid-America Capital
Partners, L.P. and Mid-America Apartments, as issuer and La
Salle National Bank, as Trustee (Incorporated by reference to
Exhibit 4.1 to the Registration Statements on Forms S-3 and S-11
filed by Mid-America Mortgage Trust, 1998-1, Mid-America Finance
Inc., and Mid-America Capital Partners, L.P. (Registration No.
333-42441) filed with the Commission under the Securities Act of
1933)
10.13 Agreement of Trust between Mid-America Finance, Inc. as
depositor, Mid-America Apartment Communities, Inc. and La Salle
National Bank, as Trustee (Incorporated by reference to Exhibit
4.2 to the Registration Statements on Forms S-3 and S-11 filed
by Mid-America Mortgage Trust, 1998-1, Mid-America Finance Inc.,
and Mid-America Capital Partners, L.P. (Registration No.
333-42441) filed with the Commission under the Securities Act of
1933)
10.14 Form of Certificate (included in Exhibit 10.12)
10.15 Form of Bond (included in Exhibit 10.13)
10.16 Form of Amended and Restated Agreement of Trust between
Mid-America Finance, Inc. as depositor, Mid-America Apartment
Communities, Inc. and La Salle National Bank as trustee
(Incorporated by reference to Exhibit 4.5 to the Registration
Statements on Forms S-3 and S-11 filed by Mid-America Mortgage
Trust, 1998-1, Mid-America Finance Inc., and Mid-America Capital
Partners, L.P. (Registration No. 333-42441) filed with the
Commission under the Securities Act of 1933)
10.17 Form of Amended and Restated Cash Collateral Account Security,
Pledge and Assignment Agreement among Mid-America Capital
Partners, L.P. and Mid-America Apartments, L.P. and First Union
Bank, and Morgan Stanley Mortgage Capital, Inc. and La Salle
National Bank dated effective as of November 21, 1997
(Incorporated by reference to Exhibit 10.1 to the Registration
Statements on Forms S-3 and S-11 filed by Mid-America Mortgage
Trust, 1998-1, Mid-America Finance Inc., and Mid-America Capital
Partners, L.P. (Registration No. 333-42441) filed with the
Commission under the Securities Act of 1933)
10.18 Form of Deed of Trust, Assignment of Leases and Rents and
Security Agreement (Incorporated by reference to Exhibit 10.2 to
the Registration Statements on Forms S-3 and S-11 filed by
Mid-America Mortgage Trust, 1998-1, Mid-America Finance Inc.,
and Mid-America Capital Partners, L.P. (Registration No.
333-42441) filed with the Commission under the Securities Act of
1933)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant had duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MID-AMERICA APARTMENT COMMUNITIES, INC.
Date: June 16, 1998 /s/ CINDY M. LILES
Cindy M. Liles
Senior Vice President
Chief Accounting Officer
