EXHIBIT 10.16

                                  AGREEMENT AND
                         BILL OF TRANSFER AND ASSIGNMENT

   This  AGREEMENT AND BILL OF TRANSFER AND  ASSIGNMENT  ("Bill of Transfer") is
made as of the 1st day of  March,  1997,  among  Apple  Realty  Group,  Inc.,  a
Virginia  corporation (the "Company"),  Cornerstone Realty Income Trust, Inc., a
Virginia  corporation (the "Acquiror") and Apple Residential Income Trust, Inc.,
a Virginia corporation ("Apple").

                                    RECITALS

A.   The  Company  was  engaged  to  render  certain  property  acquisition  and
     disposition  services  to Apple  under a  Property  Acquisition/Disposition
     Agreement  dated as of  November  1, 1997 (the  "Brokerage  Agreement")  in
     exchange for payment by Apple of certain fees described therein.

B.   The Company has agreed to  transfer  all of the assets of the Company  (the
     only material  assets being its rights in the  Brokerage  Agreement) to the
     Acquiror for certain cash and common shares of the  Acquiror,  as set forth
     herein.

   NOW, THEREFORE, in consideration of the foregoing and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged:

1.   Transferred  Assets.  The Company hereby  transfers,  conveys,  assigns and
     delivers  to the  Acquiror  all of the  material  assets of the  Company as
     follows:  All of the  Company's  rights and  interests in, to and under the
     Brokerage Agreement  (collectively,  the "Transferred Assets"). The Company
     hereby  represents,   and  the  Acquiror  hereby  acknowledges,   that  the
     Transferred  Assets  are  free of all  liens  and  other  encumbrances  and
     comprise all of the material assets of the Company.  The Company represents
     and acknowledges that there are no defaults under the Brokerage  Agreement.
     Further,  the  Company  and the  Acquiror  acknowledge  that the Company is
     entitled to  acquisition  fees under the  Brokerage  Agreement  earned with
     respect  to  property  acquisitions  of  Apple  closed  during  the  period
     preceding  March 1, 1997,  and that the  Acquiror  shall be entitled to all
     fees and  compensation  under the Brokerage  Agreement  attributable to the
     period on and after such date.

2.   Consideration  for Transfer.  In exchange for the Transferred  Assets,  the
     Acquiror  agrees to  transfer  to the  Company  on the date of this Bill of
     Transfer (i) the  Agreed-Upon  Number of common shares of the Acquiror (the
     "REIT  Common  Shares")  plus (ii)  cash in the  amount  of  $350,000.  The
     Agreed-Upon Number of such common shares shall equal (1) $1,650,000 divided
     by (2) $11.00 per Share. The REIT Common Shares total 150,000.

3.   Assignability.  The  right to be  issued  the  REIT  Common  Shares  may be
     distributed by the Company to its shareholders,  but shall not otherwise be
     voluntarily assigned or transferred.

4.   Registration  Rights.  Prior to June 1, 1997, the Acquiror shall enter into
     with the Company or any  subsequent  holder of the REIT Common  Shares (any
     such  person,   a  "Rights   Holder")  a  registration   rights   agreement
     ("Registration  Rights  Agreement") in form and substance  agreeable to the
     Acquiror and the Rights  Holders,  providing,  among other things,  for the
     following with respect to the REIT Common Shares:

          (a) In the time  periods and with the  frequency  described in Section
     4(b) below,  the  Acquiror  shall file and use its best efforts to cause to
     become effective, registration statements under the Securities Act of 1933,
     and all necessary qualifications or registrations under the securities laws
     covering the resale by the Rights  Holders of the REIT Common Shares issued
     to the Rights Holders hereunder (each, a "Registration Statement").

          (b) A Registration  Statement  shall be filed within 60 days after the
     first anniversary of the issuance of the REIT Common Shares hereunder.

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          (c)  The  Acquiror   shall  use  its  best  efforts  to  maintain  the
     effectiveness of each Registration  Statement until the earlier of (i) such
     time as all of the REIT Common Shares covered thereby have been sold by the
     Rights Holders, and (ii) such time as all of the REIT Common Shares covered
     thereby may be resold by the Rights Holders without  restriction  under the
     Securities Act.

          (d) During any  consecutive  three month  period,  the Rights  Holders
     shall be prohibited, unless the Acquiror shall otherwise consent thereto in
     writing,  from selling more than 25% of the outstanding REIT Common Shares,
     whether  pursuant to a  Registration  Statement or otherwise,  except in an
     underwritten  public  offering  in which the  managing  underwriter  is one
     reasonably acceptable to the Acquiror.

          (e) All expenses of such Registration  Statement shall be borne by the
     Acquiror,  other than (i) any  underwriting  discounts  or  commissions  or
     transfer taxes,  and (ii) the fees and expenses of all separate counsel for
     the Rights  Holders in excess of the  reasonable  fees and  expenses of one
     separate  counsel  retained  by  the  Rights  Holders  to  (A)  review  the
     Registration  Statement as requested by the Acquiror, (B) review or prepare
     information  to be  provided  at the  Acquiror's  request,  and (C)  review
     documents  and  instruments  to be  executed  by the Rights  Holders at the
     request of the Acquiror.

          (f)

               (i) The Rights  Holders  shall  refrain from the sale of any REIT
          Common Shares for one or more periods of not more than sixty (60) days
          following   written   notice  from  the  Acquiror  that  the  relevant
          Registration  Statement is not then  current,  due to the existence of
          material non-public  information  disclosure of which would materially
          adversely affect the business interests of the Acquiror,  and prior to
          the Rights  Holders'  receipt from the Acquiror of written notice that
          such Registration Statement is again current, provided that the Rights
          Holders shall not be precluded from  effecting  sales pursuant to this
          clause (i) for more than ninety  (90) days during any 360-day  period.

               (ii)Following  written notice from the Acquiror that it has filed
          and caused to become effective a registration  statement  including an
          offering of common shares for sale by the Acquiror to the public in an
          underwritten  public  offering,  the Rights  Holders  shall enter into
          agreements   with   the   underwriters   of  such   public   offering,
          substantially  in the  same  form  and for the  same  time  period  as
          agreements entered into by the officers and directors of the Acquiror,
          precluding the sale of common shares in the Acquiror by Rights Holders
          for a period not to exceed one  hundred  eighty  (180) days  following
          such  notice,   provided  that  the  Rights  Holders  were  given  the
          opportunity  to  include  their  REIT  Common  Shares for sale in such
          public offering.

          (g) With respect to a Registration Statement, the following procedures
     shall apply:

               (i) The Acquiror will,  prior to filing a Registration  Statement
          or prospectus or any amendment or supplement  thereto,  furnish to the
          Rights Holders and counsel designated by the Rights Holders, copies of
          such  registration  statement or  prospectus  as proposed to be filed,
          together with exhibits  thereto,  which  documents  will be subject to
          review by the foregoing, and thereafter furnish to the Rights Holders,
          such number of copies of such Registration  Statement  (including each
          preliminary prospectus) and such other documents as the Rights Holders
          may reasonably  request in order to facilitate the  disposition of the
          REIT Common Shares covered by the Registration Statement.

               (ii) The  Acquiror  will  use its best  efforts  to  register  or
          qualify the REIT Common Shares under such other securities or blue sky
          laws of such  jurisdictions in the United States as the Rights Holders
          reasonably request;  provided,  that the Acquiror will not be required
          to (A) qualify  generally to do business in any jurisdiction  where it
          would not  otherwise  be required to  qualify,  (B) subject  itself to
          taxation in any such  jurisdiction,  or (C) consent to general service
          of process in any such jurisdiction.

               (iii) The Acquiror will immediately  notify the Rights Holders at
          any time when a  prospectus  included in a  Registration  Statement is
          required to be  delivered  under the  Securities  Act of 1933,  of the
          occurrence of an event  requiring the  preparation  of a supplement or
          amendment to such  prospectus so that, as thereafter  delivered to the
          purchasers of such REIT Common Shares, such

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          prospectus will not contain an untrue  statement of a material fact or
          omit to state any  material  fact  required  to be stated  therein  or
          necessary  to make the  statements  therein not  misleading,  and will
          promptly make available to the Rights  Holders any such  supplement or
          amendment.

               (iv) The Acquiror  will  otherwise use its best efforts to comply
          with all applicable rules and regulations of the SEC.

               (v) The Acquiror  shall  promptly  notify the Rights  Holders (A)
          when the prospectus or any prospectus  supplement has been filed, and,
          with  respect  to the  Registration  Statement  or any  post-effective
          amendment,  when  the same has  been  declared  effective,  (B) of any
          request by the SEC for amendments or  supplements to the  Registration
          Statement or the prospectus or for additional information,  (C) of the
          issuance by the SEC of any stop order suspending the  effectiveness of
          the  Registration  Statement or the initiation of any  proceedings for
          that  purpose,  and  (D)  of  the  receipt  by  the  Acquiror  of  any
          notification  with respect to the suspension of the  qualification  of
          the REIT Common Shares for sale in any  jurisdiction or the initiation
          or threatening of any proceeding for such purpose.

               (vi)  The  Rights   Holders  and  each   officer,   director  and
          controlling  person of the Rights  Holders shall be indemnified by the
          Acquiror for all losses,  claims,  damages,  liabilities  and expenses
          (including  reasonable costs of investigation) caused by any untrue or
          alleged  untrue  statement or any omission or alleged  omission in the
          then-current prospectus included in a Registration  Statement,  unless
          based upon  information  (if any)  furnished  to the  Acquiror  by the
          Rights  Holders  expressly  for use in a  Registration  Statement in a
          writing signed by or on behalf of the Rights Holders.

          (h) The Acquiror and each officer,  director and controlling person of
     the Acquiror  shall be  indemnified  by the Rights  Holders for all losses,
     claims,  damages,  liabilities and expenses (including  reasonable costs of
     investigation)  caused by any untrue or  alleged  untrue  statement  or any
     omission or alleged omission in the then-current  prospectus  included in a
     Registration Statement, if based upon information (if any) furnished to the
     Acquiror  by  the  Rights  Holders  expressly  for  use  in a  Registration
     Statement in a writing signed by or on behalf of the Rights Holders.

          (i) The  Rights  Holders  agree to  promptly  provide  information  or
     execute and deliver documents  reasonably  determined by the Acquiror to be
     necessary  to  facilitate  the  preparation  or  filing  of a  Registration
     Statement.

5.   Apple  Consent.  Apple  consents  to the  assignment  by the Company to the
     Acquiror  of its  rights  and  interests  in, to and  under  the  Brokerage
     Agreement.  The Acquiror shall assume all of the duties and obligations and
     shall be entitled to all of the rights,  powers and benefits  formerly held
     by the Company under the Brokerage Agreement.

6.   Benefits of Agreement. Except as set forth in Paragraph 7 below, nothing in
     this  Agreement,  express or implied,  is intended or shall be construed to
     confer upon any person,  firm or corporation  other than the parties hereto
     any remedy or claim.

7.   Successors.  The  provisions  of this  Agreement are intended to be binding
     upon the Company,  its  successors and permitted  assigns,  and are for the
     benefit of the Acquiror, its successors and assigns.

   IN WITNESS  WHEREOF,  the parties have  executed  this  Agreement and Bill of
Transfer and Assignment as of the date set forth above.


                                        The Company:
                                        APPLE REALTY GROUP, INC.


                                        By:/s/ Glade M. Knight
                                           ----------------------------------

                                        Title: Chairman
                                              -------------------------------




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                                        The Acquiror:
                                        CORNERSTONE REALTY INCOME TRUST, INC.


                                        By:/s/ Glade M. Knight
                                           ----------------------------------

                                        Title: Chairman
                                              -------------------------------
                                        Apple:
                                        APPLE RESIDENTIAL INCOME TRUST, INC.


                                        By:/s/ Glade M. Knight
                                           ----------------------------------

                                        Title: Chairman
                                              -------------------------------