EXHIBIT 99.1

                      CORNERSTONE REALTY INCOME TRUST, INC.

                            SHARE PURCHASE LOAN PLAN

     1.   PURPOSE.  The purpose of this  Cornerstone  Realty Income Trust,  Inc.
Share Purchase Loan Plan is to attract and retain directors and key officers for
the Company through the availability of loans to acquire Company Shares.

     2.   DEFINITIONS.  As  used in the  Plan,  the  following  terms  have  the
meanings indicated:

          (a)  "Act" means the Securities Exchange Act of 1934, as amended.

          (b)  "Board" means the Board of Directors of the Company.

          (c)  "Cause" means:

               (i) Misappropriation or embezzlement of corporate funds;

               (ii) Conviction of a felony involving moral turpitude or which in
          the opinion of the Committee or its duly  authorized  designee  brings
          the Participant into disrepute or causes or may cause material harm to
          the Company's business, financial condition or prospects;

               (iii)  Material  violation of any statutory or common law duty of
          loyalty to the Company; or

               (iv) Willful or material  breach of a  Participant's  employment,
          confidentiality,  non-competition,  or any similar  agreement with the
          Company.

          (d)  "Change of Control" means:

               (i)  The  acquisition,  other  than  from  the  Company,  by  any
          individual,  entity  or  group  (within  the  meaning  of  Rule  13d-3
          promulgated  under  the  Act)  of 20%  or  more  of  either  the  then
          outstanding  common shares of the Company or the combined voting power
          of the outstanding  voting  securities of the Company entitled to vote
          generally  in the  election  of  directors,  but  excluding  for  this
          purpose,   any  such   acquisition  by  the  Company  or  any  of  its
          subsidiaries,  or any employee  benefit plan (or related trust) of the
          Company or its subsidiaries, or any corporation with respect to which,
          following such acquisition,  more than 50% of, respectively,  the then
          outstanding  common shares of such corporation and the combined voting
          power of the then  outstanding  voting  securities of such corporation
          entitled  to vote  generally  in the  election  of  directors  is then
          beneficially  owned,  directly or indirectly,  by the  individuals and
          entities who were the beneficial owners,  respectively,  of the common
          shares and voting

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          securities of the Company  immediately  prior to such  acquisition  in
          substantially  the same  proportion  as their  ownership,  immediately
          prior to such  acquisition,  of the then outstanding  common shares of
          the  Company  or the  combined  voting  power of the then  outstanding
          voting  securities  of the Company  entitled to vote  generally in the
          election of directors, as the case may be; or

               (ii) Individuals who, as of the date hereof, constitute the Board
          (as of the date hereof the "Incumbent  Board") cease for any reason to
          constitute  at  least a  majority  of the  Board,  provided  that  any
          individual  becoming a director  subsequent  to the date hereof  whose
          election or nomination for election by the Company's  shareholders was
          approved by a vote of at least a majority of the Directors  comprising
          the Incumbent Board shall be considered as though such individual were
          a member of the Incumbent Board, but excluding,  for this purpose, any
          such  individual  whose initial  assumption of office is in connection
          with an actual or threatened election contest relating to the election
          of the Directors of the Company (as such terms are used in Rule 14a-11
          of Regulation 14A promulgated under the Act); or

               (iii)  Approval  by  the   shareholders   of  the  Company  of  a
          reorganization, merger or consolidation, in each case, with respect to
          which the individuals and entities who were the respective  beneficial
          owners of the  common  shares  and voting  securities  of the  Company
          immediately prior to such  reorganization,  merger or consolidation do
          not,   following  such   reorganization,   merger  or   consolidation,
          beneficially   own,   directly  or  indirectly,   more  than  50%  of,
          respectively,  the then  outstanding  common  shares and the  combined
          voting power of the then  outstanding  voting  securities  entitled to
          vote  generally in the election of  directors,  as the case may be, of
          the  corporation   resulting  from  such  reorganization,   merger  or
          consolidation, or a complete liquidation or dissolution of the Company
          or of its sale or other disposition of all or substantially all of the
          assets of the Company.

          (e) "Committee"  means the committee  appointed the Board as described
     under Section 9.

          (f) "Company" means Cornerstone  Realty Income Trust, Inc., a Virginia
     corporation.

          (g) "Company  Shares" means the common  shares,  no par value,  of the
     Company.  If the par value of the Company Shares is changed or in the event
     of a change in the  capital  structure  of the  Company,  merger or similar
     event,  the  shares  resulting  from  such a change  shall be  deemed to be
     Company Shares within the meaning of the Plan.

          (h) "Date of Loan" means the date as of which a Loan is disbursed  and
     the Note evidencing the Loan is issued.

          (i) "Director" means a member of the Board of Directors of the Company
     (or any parent or  Subsidiary  of the  Company,  whether  now  existing  or
     hereafter created or acquired).


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          (j)  "Disability"  means a physical or mental  condition  that, in the
     judgment  of  the  Committee   based  upon   competent   medical   evidence
     satisfactory  to  the  Committee,  totally  and  permanently  prevents  the
     Participant  from  providing  substantive  and  valuable  services  to,  or
     engaging in substantial  gainful employment with, the Company in a capacity
     suitable and  appropriate  for an  individual  with his or her  background,
     training and experience,  and in light of the Participant's  prior position
     in the Company. The Committee's determination shall be conclusive.

          (k)  "Executive  Officer"  means an Officer who is determined to be an
     Executive  Officer  for  purposes  of the Plan.  The  determination  of the
     Committee  whether an Officer  qualifies as an Executive  Officer  shall be
     final and conclusive.

          (l) "Fiscal Year" means the fiscal year of the Company.

          (m) "Good  Reason"  means there has been a material  reduction  in the
     Participant's compensation or benefits, or a material adverse change in the
     Participant's compensation or benefits, or a material adverse change in the
     Participant's status, working conditions or management responsibilities, or
     the  Participant is required to change his place of employment by more than
     50 miles from his prior place of employment.

          (n) "Loan" means a loan to a  Participant  to acquire  Company  Shares
     which shall be evidenced by a promissory  note of the  Participant and such
     other documents as determined by the Committee.

          (o) "Note" means a promissory note evidencing a Loan to a Participant.

          (p)  "Officer"  means an  officer  of the  Company  (or any  parent or
     Subsidiary  of the Company,  whether now  existing or hereafter  created or
     acquired).  "Officers" includes,  but is not limited to, Executive Officers
     and Senior Officers.

          (q)  "Participant"  means any  Director or officer who receives a loan
     under the Plan.

          (r)  "Performance  Criteria"  means  the  criteria  specified  by  the
     Committee  to measure  Company  performance  for purposes of Section 6 from
     among one or more of the following  measurements:  "funds from operations,"
     expenses on either an individual property or Company-wide basis, or Company
     total assets or total shareholders' equity.

          (s)  "Performance  Goal"  means  the level of  performance  as to each
     Performance Criterion,  as established by the Committee pursuant to Section
     6, that will  result in a partial or  complete  forgiveness  of interest or
     principal due under a Note.

          (t) "Plan" means this  Cornerstone  Realty  Income Trust,  Inc.  Share
     Purchase Loan Plan, as amended and supplemented from time to time.

          (u) "Retirement"  means retirement from service with the Company at an
     age generally recognized as retirement age by the Board of Directors of the
     Company.


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          (v) "Senior Officer" means an Officer who is determined to be a Senior
     Officer  for  purposes  of the Plan.  The  determination  of the  Committee
     whether  an  Officer  qualifies  as a Senior  Officer  shall  be final  and
     conclusive.

          (w) "Subsidiary" means, with respect to any corporation,  a subsidiary
     of that  corporation  within the meaning of Internal  Revenue  Code section
     424(f).

     3.   ELIGIBILITY.

          (a) All present and future  Directors  and Officers  shall be eligible
     for selection to receive Loans under the Plan. The Committee shall have the
     power and complete and absolute discretion to select Directors and Officers
     to receive Loans.

          (b) The grant of a Loan shall not  obligate  the Company or any parent
     or  Subsidiary  of the Company to pay a Director or Officer any  particular
     compensation  salary,  to continue the  engagement  or  employment  of that
     person after the Loan,  or to make further Loans to that person at any time
     thereafter.

     4.   MAXIMUM AMOUNT OF LOANS.

          (a) The  aggregate  principal  amount  of new  Loans  may  not  exceed
     $2,000,000 in any one Fiscal Year.

          (b) Subject to subsection  (a), the maximum amount of Loans  available
     to  Participants  for any Fiscal Year shall be  determined by the Committee
     form  time to  time.  The  Committee  shall  establish  procedures  for the
     allocation  among eligible  Directors and Officers of any amount  available
     for Loans.

          (c) The maximum aggregate principal amount of all Loans outstanding at
     any time for a Participant shall be determined as follows:

               (i)  Directors - $50,000

               (ii) Executive Officers - 200% of annual salary.

               (iii) Senior Officers - 75% of annual salary.

               (iv) Other Officers - 25% of annual salary.

               The maximum amount of a permissible Loan for a Participant  shall
          be  determined  at the Date of Loan and shall not be  affected  by any
          subsequent change in the Participant's annual compensation,  salary or
          job classification.

     5.   LOAN TERMS.

          (a)  Subject  to the  further  provisions  of Section 5, and the other
     provisions  of the Plan,  the  Committee  shall have the power and complete
     discretion to determine for each Participant the terms,  condition,  nature
     and amount of a Loan.


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          (b) The Committee shall establish as to each Loan a minimum  principal
     amount,  the  interest  rate on the Loan,  the  method of  calculating  the
     interest  on the Loan,  the  terms of  repayment,  and any other  terms and
     conditions  consistent  with the Plan that are  deemed  appropriate  by the
     Committee.  Without limiting the generality of the foregoing, the Committee
     may require that dividends  payable with respect to Common Shares  acquired
     with the Loan be applied to repay the Loan.  All Loans made pursuant to the
     Plan shall include the following provisions:

               (i) All Company Shares  acquired with a Loan shall be acquired in
          open market purchases effected in compliance with all applicable laws.

               (ii)  A  Loan  shall  be  a  full  recourse   obligation  of  the
          Participant.

               (iii) A Loan shall be secured by the Company Shares acquired with
          the Loan.

               (iv) The  initial  term of a Loan  shall be no more than ten (10)
          years from the Date of Loan.

               (v) The  interest  rate on a Loan  shall  be not  less  than  the
          applicable  federal rate as  determined  under  Internal  Revenue Code
          section 1274(d) (or the corresponding  provision of succeeding law) at
          the time the Loan is made or whenever the interest rate is adjusted.

               (vi) A Loan  shall be due in full  ninety  (90) days after (i) if
          the  Participant  is  a  Director,  the  Participant  ceases  to  be a
          Director,  or (ii) if the  Participant is an Officer,  the Participant
          ceases to be an Officer,  unless in either case a different  period is
          provided in the Loan agreement.

               (vii) All Company  Shares  acquired with a Loan shall be acquired
          in compliance with the Company's securities law compliance program.

          (c) As  determined  by the  Committee,  a Loan  may  provide  for  (i)
     forgiveness of up to twenty-five percent (25%) of the principal of the Loan
     upon the achievement of Performance  Goals pursuant to Section 6, continued
     service as a Director or Officer and/or  retention of the Company Shares by
     the Participant and/or (ii) forgiveness of all or a portion of the interest
     on the Loan upon achievement of Performance Goals pursuant to Section 6. As
     determined by, and in the sole  discretion  of, the  Committee,  a Loan may
     also provide for such forgiveness of interest and/or up to 25% of principal
     upon termination of the  Participant's  status as a Director or Officer due
     to death,  Disability,  Retirement or  termination  by the Company  without
     Cause (or a resignation by the  Participant  with Good Reason)  following a
     Change of Control.

          (d) At any  time,  the  Committee  may,  in its sole  discretion,  and
     subject to such  conditions as it may impose or authorize,  extend the time
     for repayment of a Loan or make other adjustments to a Loan,  provided that
     a change to a Loan  shall not,  without  the  consent  of the  Participant,
     materially adversely affect a Participant's rights under such Loan.


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          (e) At the time a Loan is made, the Committee may impose  restrictions
     on the Participant's ability to sell, encumber, or otherwise dispose of the
     Company Shares acquired with the Loan.

          (f) A Loan  may  provide  for  mandatory  payments  of  principal  and
     interest  at times and in  amounts  determined  by  reference  to bonus and
     incentive payments made or to be made by the Company to the Participant.

          (g) The  Company  may place on any  certificate  representing  Company
     Shares  acquired  or held with the  proceeds  of a Loan any  legend  deemed
     desirable  by the  Company's  counsel  to  comply  with  federal  or  state
     securities laws and to disclose the  restrictions,  if any, on dispositions
     imposed by the Committee.

     6.  PERFORMANCE-BASED  FORGIVENESS.  At its  discretion,  the Committee may
determine that a Loan shall include  provisions for the possible  forgiveness of
interest  and/or  principal  based  on  Company  performance.  If the  Committee
determines  that a Loan shall include  provisions  for possible  forgiveness  of
interest and/or principal based on performance,  the following  provisions shall
apply:

          (a) Within 90 days  after the start of a Fiscal  Year,  the  committee
     shall  select the  Performance  Criteria to be used and the extent to which
     each  Performance  Criteria  shall be weighted.  The  Committee  shall also
     establish the Performance  Goals  applicable to the Loan. The Committee may
     vary the Performance  Criteria  selected,  the weighting of the Performance
     Criteria,  and the Performance Goals from Fiscal Year to Fiscal Year and/or
     from  Participant to Participant.  The Committee may establish  Performance
     Goals based on performance over multiple Fiscal Years.

          (b) The  Committee  shall  determine  the  amount of  interest  and/or
     principal that shall be forgiven  depending upon whether,  or the extent to
     which, the Performance Goals have been achieved.  The Performance Criteria,
     their weighting, Performance Goals, and potential interest and/or principal
     forgiveness  that are  established  for a Loan  shall be  disclosed  to the
     Participant  on a  performance  schedule.  The  schedule  shall  contain  a
     mathematical  formula  or  description  that  provides  the  amount  of the
     forgiveness  based on the  extent  to which the  Performance  Goal for each
     Performance Criterion is achieved.

          (c) At such  times  as  required  under a  performance  schedule,  the
     Committee shall determine the achievement of the Performance  Goals and the
     resulting  amount of  interest  and/or  principal,  if any,  that  shall be
     forgiven under the performance schedule.  The Committee's  determination of
     the  achievement  of the  Performance  Goals shall be  certified in writing
     prior  to  the   forgiveness  of  any  interest   and/or   principal.   All
     determinations  regarding  the extent to which any  Performance  Goals have
     been  achieved  will be made by the Committee and will be final and binding
     if made in good faith.

     7.  EFFECTIVE  DATE OF THE PLAN.  This Plan shall be  effective on April 1,
2000, subject to approval by the shareholders of the Company.


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     8.  TERMINATION,  MODIFICATION,  CHANGE.  If not sooner  terminated  by the
Board,  this Plan shall  terminate  at the close of  business  on April 1, 2010,
which  means that no Loans  shall be made under the Plan after its  termination.
The Board may  terminate  the Plan or may amend the Plan in such  respects as it
shall deem advisable; provided that, if and to the extent required by Rule 16b-3
of the Act, no change shall be made that (i) materially  increases the amount of
available Loans under the Plan, (ii) materially  modified the requirements as to
eligibility for  participation  in the Plan, or (iii)  materially  increases the
benefits  accruing  to  Participants  under  the  Plan,  unless  such  change is
authorized by the shareholders of the Company. A termination or amendment of the
Plan shall not,  without the consent of the  Participant,  adversely  affect the
Participant's rights under a previously granted Loan.

     9.   ADMINISTRATION OF THE PLAN.

     (a) The Plan shall be administered by the Committee, which shall consist of
not less than two members of the Board, who shall be appointed by the Board. The
Committee  shall be the  Compensation  Committee  unless the Board shall appoint
another  Committee to  administer  the Plan.  The  Committee  shall have general
authority to impose any  limitation or condition  upon a Loan that the Committee
deems  appropriate to achieve the  objectives of the Plan.  The Committee  shall
have the  authority  to  interpret  the Plan  and its  interpretations  shall be
binding on all  parties.  The Board may  establish  and revise from time to time
rules and  regulations for the Plan. The terms of this Plan shall be governed by
the laws of the Commonwealth of Virginia.

     (b) The  Committee  will  have  full and  complete  authority,  in its sole
absolute  discretion,  to implement and  administer the provisions of Section 6.
The actions  and  determinations  of the  Committee  on all matters  relating to
Section 6 will be final and conclusive if made in good faith.

     10.  CHANGE IN CAPITAL STRUCTURE.  In the event of a stock dividend,  stock
split or  combination of shares,  recapitalization  or merger or other change in
the  Company's  capital  stock  (including,  but not limited to, the creation or
issuance  to  shareholders  generally  of rights,  options or  warrants  for the
purchase of common shares or preferred shares of the Company), the Committee may
take such actions  with  respect to  outstanding  Loans as the  Committee  deems
appropriate. Notwithstanding anything in the Plan to the contrary, the Committee
may take the foregoing  actions without the consent of any Participant,  and the
Committee's determination shall be conclusive and binding on all persons for all
purposes, provided that a change to a Loan shall not, without the consent of the
Participant. adversely affect a Participant's rights under such Loan.

     11.  NONTRANSFERABILITY  OF LOANS.  Loans and all  rights  associated  with
Loans, by their terms,  shall not be transferable by the Participants  except by
will or by the laws of descent and distribution.


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     12.  NOTICE. All notices and other communications  required or permitted to
be given  under this Plan  shall be in writing  and shall be deemed to have been
duly given if delivered  personally or mailed first class,  postage prepaid,  as
follows  (a) if to  the  Company  - at its  principal  business  address  to the
attention of the Chief  Financial  Officer;  (b) if to any  Participant - at the
last  address of the  Participant  known to the sender at the time the notice or
other communication is sent.

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