SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
FORM 10-K

(Mark One)

|/X/  | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999, OR                        
|---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------
|/  / | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM _______________ TO _________________

Commission file number 1-14369

AMERICAN COMMUNITY PROPERTIES TRUST
(Exact name of registrant as specified in its charter)

|MARYLAND(State or other jurisdiction of incorporation or organization) | 52-2058165(I.R.S. Employer Identification No.)
|---------------------------------------------------------------------- | ----------------------------------------------

222 Smallwood Village Center
St. Charles, Maryland  20602

Securities registered pursuant to Section 12(b) of the Act.

|TITLE OF EACH CLASSCommon Shares, $.01 par value | NAME OF EACH EXCHANGE ON WHICH REGISTEREDAmerican Stock Exchange
Pacific Exchange
|------------------------------------------------ | ---------------------------------------------------------------------------------

Securities registered pursuant to Section 12(g) of the Act:  None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to
file such report(s), and (2) has been subject to such filing requirements for the past 90 days.                                 Yes /X/          No /  /
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrants' knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this Form 10-K.          /X/
As of March 15, 2000 the aggregate market value of the common shares held by non-affiliates of the registrant based on the closing price reported on the American Stock Exchange was $7,814,684.  As of March 15, 2000, there were 5,191,554 common shares
outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Proxy Statement to be filed with the Securities and Exchange Commission for Registrant's 2000 Annual Meeting of Shareholders to be held in June 2000 are incorporated by reference into Part III.

AMERICAN COMMUNITY PROPERTIES TRUST
1999 Form 10-K Annual Report
TABLE OF CONTENTS





|         |                                                                                        | Page
|-------- | -------------------------------------------------------------------------------------- | ----
|         | PART I                                                                                 |     
|Item 1.  | Business                                                                               | 3   
|Item 2.  | Properties                                                                             | 13  
|Item 3.  | Legal Proceedings                                                                      | 13  
|Item 4.  | Submission of Matters to a Vote of Security Holders                                    | 15  
|Item 4A  | Executive Officers of the Registrant                                                   | 15  
|         |                                                                                        |     
|         | PART II                                                                                |     
|Item 5.  | Market for Registrant's Common Stock and Related Stockholder Matters                   | 17  
|Item 6.  | Selected Financial Data                                                                | 18  
|Item 7.  | Management's Discussion and Analysis of Results of Operations and Financial Conditions | 19  
|Item 7a. | Quantitative and Qualitative Disclosures about Market Risk                             | 24  
|Item 8.  | Financial Statements and Supplementary Data                                            | 24  
|Item 9.  | Changes in and Disagreements with Accountants on Accounting and Financial Disclosures  | 64  
|         |                                                                                        |     
|         | PART III                                                                               |     
|Item 10. | Trustees and Executive Officers of the Registrant                                      | 64  
|Item 11. | Executive Compensation                                                                 | 64  
|Item 12. | Security Ownership of Certain Beneficial Owners and Management                         | 64  
|Item 13. | Certain Relationships and Related Transactions                                         | 64  
|         |                                                                                        |     
|         | PART IV                                                                                |     
|Item 14. | Exhibits, Financial Statement Schedules and Reports on Form 8-K                        | 65  
|         |                                                                                        |     



PART I



|ITEM 1. | BUSINESS
|------- | --------

On March 17, 1997, American Community Properties Trust ("ACPT"), a wholly owned subsidiary of Interstate General Company L.P. ("IGC" "Predecessor"), was formed as a real estate investment trust under Article 8 of the Maryland Corporation
Associations Code (the "Maryland Trust Law").  ACPT was formed to succeed to most of IGC's real estate assets.

On October 5, 1998, IGC transferred to ACPT the common shares of four subsidiaries that collectively comprised the principal real estate operations and assets of IGC.  In exchange, ACPT issued to IGC 5,207,954 common shares of ACPT, all of which
were distributed to the partners of IGC.

ACPT is a self-managed holding company that owns all of the outstanding equity interests in American Rental Management Company ("American Management"), American Land Development U.S., Inc. ("American Land"), and IGP Group Corp. ("IGP Group") and
all of the common stock of American Rental Properties Trust ("American Rental").

ACPT is engaged in four principal lines of business: (i) ownership of rental apartment properties in the United States and Puerto Rico, (ii) community development in the United States and Puerto Rico, (iii) property management services in the
United States and Puerto Rico, and (iv) development of commercial rental properties and/or ground leases in Puerto Rico.  In addition, ACPT is engaged in limited condominium building operations in Puerto Rico.  Set forth below is a brief description of
these businesses.

RENTAL APARTMENT PROPERTIES.



United States.



ACPT, indirectly through its subsidiary, American Rental, and American Rental's limited partnership subsidiary, American Housing, hold interests in 13 U.S. apartment partnerships that own and operate apartment facilities in Maryland and Virginia.
The U.S. apartment partnerships own a total of 2,246 rental units. Each of the apartment properties is financed by a mortgage that is non-recourse to the apartment partnership. Under non-recourse mortgages, the partners are not jointly and severally
liable for the debt. HUD provides rent subsidies to residents of 993 of the apartment units and interest subsidies for 415 units. In addition, 110 units are leased pursuant to HUD's Low Income Housing Tax Credit program, and 200 other units are leased
under income guidelines set by the Maryland Community Development Administration. The remaining 528 units are leased at market rates.



The partnership agreements of seven of the U.S. apartment partnerships provide that American Housing will receive between 50% and 99.9% of distributable surplus cash from operations, refinancings or dispositions as general partner. In two of those
partnerships, American Housing also receives 25.5% of the distributable surplus cash from operations as a limited partner. In five partnerships, American Housing receives 0% to 5% of the distributable surplus cash from operations as general partner until
the limited partners have received cash distributions equal to their contributed capital. Thereafter, American Housing as general partner will receive 50% of the distributable cash flow from operations, refinancings and dispositions. In two of these
partnerships, American Housing also receives 51% of the cash distributions as limited partner. Once the limited partners have received cash distributions equal to their contributions, American Housing's general partner's distributions increase to 50% and
its share of capital limited partnership distributions decreases to 25.5%. In one of these partnerships, American Housing directly and indirectly will receive 100% of the distributable cash flow from operations.

The table below sets forth the name of each U.S. apartment partnership; the number of rental units in the property owned by such partnership; the project cost; the percentage of such units under lease; and the expiration date for any subsidy contract
:

|                                          |      | No. of |  | 12/31/99           |  | Occupancy |  | Expiration
|----------------------------------------- | ---- | ------ |  | ------------------ |  | --------- |  | ----------
|                                          |      | Apt.   |  | Project Cost       |  | At        |  | of Subsidy
|                                          |      | Units  |  | (in thousands)     |  | 12/31/99  |  | Contract  
|                                          |      |        |  |                    |  |           |  |           
|Bannister Associates Limited Partnership  | (1)  | 167    |  | $            5,187 |  | 88%       |  | 2017      
|                                          |      | 41     |  |                    |  |           |  | 2000      
|Brookside Gardens Limited Partnership     | (2)  | 56     |  | 2,687              |  | 93%       |  | N/A       
|Crossland Associates Limited Partnership  | (3)  | 96     |  | 3,280              |  | 86%       |  | N/A       
|Fox Chase Apartments General Partnership  | (4)  | 176    |  | 8,005              |  | 85%       |  | N/A       
|Headen House Associates                   |      |        |  |                    |  |           |  |           
|Limited Partnership                       | (5)  | 136    |  | 6,144              |  | 75%       |  | 2000      
|Huntington Associates Limited Partnership | (6)  | 204    |  | 10,492             |  | 91%       |  | 2000      
|Lakeside Apartments Limited Partnership   | (7)  | 54     |  | 4,180              |  | 100%      |  | N/A       
|Lancaster Apartment Limited Partnership   | (8)  | 104    |  | 5,023              |  | 96%       |  | N/A       
|New Forest Apartments General Partnership | (4)  | 256    |  | 13,969             |  | 90%       |  | N/A       
|Palmer Apartments Associates              |      |        |  |                    |  |           |  |           
|Limited Partnership                       | (9)  | 152    |  | 5,848              |  | 98%       |  | 2000/2001 
|Wakefield Terrace Associates              |      |        |  |                    |  |           |  |           
|Limited Partnership                       | (10) | 164    |  | 6,530              |  | 87%       |  | 2020      
|                                          |      | 40     |  |                    |  |           |  | 2000      
|Wakefield Third Age Associates            |      |        |  |                    |  |           |  |           
|Limited Partnership                       | (11) | 84     |  | 3,231              |  | 94%       |  | 2019      
|                                          |      | 20     |  |                    |  |           |  | 2000      
|Essex Apartments Associates               |      |        |  |                    |  |           |  |           
|Limited Partnership                       | (12) | 496    |  | 19,424             |  | 97%       |  | 2000      
|                                          |      | 2,246  |  | $           94,000 |  |           |  |           



Puerto Rico.



In addition, ACPT, indirectly through its partnership subsidiary IGP Group, and IGP Group's partnership subsidiary IGP, holds interests in 9 Puerto Rico apartment partnerships that own and operate a total of 12 apartment facilities in Puerto Rico.
The Puerto Rico apartment partnerships own a total of 2,653 rental units, all of which receive rent subsidies from HUD.  The properties held by the Puerto Rico apartment partnerships, with the exception of a $10,000,000 guarantee on two properties, are
financed by non-recourse mortgages.

Two of the Puerto Rico partnership agreements provide for IGP to receive 50% of the net cash flow from operations. In the remaining seven partnerships, IGP receives a 0% to 5% interest in profits, losses and net cash flow from operations until the
limited partners have received cash distributions equal to their capital contributions. Thereafter, IGP will share in 50% to 60% of cash distributions from operations, refinancing and disposition. As a result of loans made to six of the Puerto Rico
apartment partnerships, IGP also holds notes payable from the partnerships that are required to be paid prior to paying partnership distributions from refinancing, sale or other capital events.



ACPT may benefit from certain projected trends in Puerto Rico. Puerto Rico is estimated to have approximately 3.7 million inhabitants, and the Puerto Rico Planning Board projects the population will continue to grow.  While the population has
increased, the size of a typical Puerto Rican family has decreased, resulting in the need for additional housing.  This trend is expected to continue.  Construction in the residential sector has shifted from single-family homes to multi-family dwellings
such as walk-up condominiums. Per capita personal income increased to $9,000 in fiscal year 1998 from $7,882 in fiscal 1996, $7,374 in 1995 and $7,079 in 1994. The economy of Puerto Rico registered a real growth in its gross product of 3.1% during fiscal
year 1998, compared with increases of 3.2% in 1997, 3.3% in 1996, 3.4% in 1995 and 2.5% in 1994.



The table below sets forth the name of each apartment property owned by the Puerto Rico apartment partnerships; the number of rental units in the property owned by such partnership; the project cost; the percentage of such units under lease; and
the expiration date for any subsidy contract:

|                     |          |  | No. of |  | 12/31/99           |  | Occupancy |  | Expiration
|-------------------- | -------- |  | ------ |  | ------------------ |  | --------- |  | ----------
|                     |          |  | Apt.   |  | Project Cost       |  | at        |  | of Subsidy
|                     |          |  | Units  |  | (in thousands)     |  | 12/31/99  |  | Contract  
|                     |          |  |        |  |                    |  |           |  |           
|San Anton            | (1)      |  | 184    |  | $            4,703 |  | 99%       |  | 2000      
|Monserrate I         | (2)      |  | 304    |  | 11,712             |  | 99%       |  | 2000      
|Alturas del Senorial | (3)      |  | 124    |  | 4,692              |  | 98%       |  | 1999      
|Jardines de Caparra  | (4)      |  | 198    |  | 7,389              |  | 100%      |  | 2000      
|Colinas de San Juan  | (5)      |  | 300    |  | 12,138             |  | 99%       |  | 2001      
|Bayamon Gardens      | (6)      |  | 280    |  | 13,686             |  | 100%      |  | 2011      
|Vistas del Turabo    | (7)      |  | 96     |  | 3,395              |  | 98%       |  | 2021      
|Monserrate II        | (8) (9)  |  | 304    |  | 12,476             |  | 99%       |  | 2020      
|Santa Juana          | (8) (10) |  | 198    |  | 7,517              |  | 99%       |  | 2020      
|Torre De Las Cumbres | (8) (11) |  | 155    |  | 6,714              |  | 100%      |  | 2020      
|De Diego             | (8) (12) |  | 198    |  | 7,615              |  | 99%       |  | 2020      
|Valle del Sol        | (13)     |  | 312    |  | 15,499             |  | 99%       |  | 2003      
|                     |          |  | 2,653  |  | $       107,536    |  |           |  |           



Government Regulation.



HUD subsidies are provided principally under Sections 8 and 236 of the National Housing Act. Under Section 8, the government pays to the applicable apartment partnership the difference between market rental rates (determined in accordance with
government procedures) and the amounts that the government deems residents can afford. Under Section 236, the government provides interest subsidies directly to the applicable apartment partnership through a reduction in the property's mortgage interest
rate which provides a corresponding reduction in resident rental rates. In order to comply with the requirements of Section 8 and Section 236, residents are screened by American Management or IGP for eligibility under HUD guidelines. Subsidies are
provided under long-term contracts between the federal government and the apartment partnerships.



Cash flow from projects whose mortgage loans are insured by the Federal Housing Authority ("FHA"), or financed through the housing agencies in Maryland, Virginia or Puerto Rico (the "State Financing Agencies") are subject to guidelines and limits
established by the apartment partnerships' regulatory agreements with HUD and the State Financing Agencies. The regulatory agreements also require that if cash from operations exceed the allowable cash distributions, the surplus must be deposited into
restricted escrow accounts held by the mortgagee and controlled by HUD or the applicable State Financing Agency. Funds in these restricted escrow accounts may be used for maintenance and capital improvements with the approval of HUD and/or the State
Finance Agency.



The federal government has virtually eliminated subsidy programs for new construction of low and moderate income housing by profit-motivated developers such as ACPT. As a result, no new construction of apartment projects is expected in Puerto Rico
and any new apartment properties developed by ACPT in the U.S. most likely will offer market rate rents.

The subsidy contracts for ACPT's investment apartment properties are scheduled to expire between 1999 and 2020. HUD is processing the application for the extension of the subsidy contract that expired in 1999.  In addition, the long term subsidy
contracts for six Puerto Rico properties that expire in 2011, 2020 or 2021 may be cancelled by the applicable Puerto Rico apartment partnership in 2000 (for contracts to expire in 2020) or 2001 (for contracts to expire in 2011 or 2021) and thereafter
every five years until expiration. ACPT intends to seek the renewal of expiring subsidy contracts for its properties.  HUD is in the process of trying to finalize new subsidy contracts for five-year terms, renewable annually.  This is expected to be
completed this year.  Until that time, contracts will be renewed annually subject to certain requirements, including rent comparability studies and renewal requests submitted 120 days in advance of contract expiration.  Management estimates that there may
be minor adjustments in the rental income but that they will not have a material impact on the Company's financial statements.

HUD also is seeking Congressional authority to convert expired contracts to resident-based vouchers. This would allow residents to choose where they wish to live. This can potentially impact the income stream of certain properties. However, ACPT
intends to actively maintain its properties in a manner designed to preserve their values and retain residents.

HUD also is exploring a program known as "portfolio re-engineering" or "mark-to-market." This would assist owners of Section 8 and HUD-insured properties that could not meet loan obligations under the proposed resident-based voucher system. ACPT
will monitor the progress of this proposal and its impact on the properties in which it holds interests through the apartment partnerships.

Competition.

ACPT's investment properties that receive rent subsidies are not subject to market conditions affecting occupancy at properties with market rate rents. These subsidized properties average approximately 98% occupancy year round. ACPT's apartments in
St. Charles that have market rate rents are impacted by the supply and demand for competing rental apartments in the area, as well as the local housing market. When for sale housing becomes more affordable due to lower mortgage interest rates or softening
home prices, this can adversely impact the performance of rental apartments. Conversely, when mortgage interest rates rise or home prices increase, the market for rental units typically benefits.



CONDOMINIUM CONVERSION.

Puerto Rico.

Most of the apartment properties in Puerto Rico were designed, located and maintained with the expectation that they might be converted into condominiums upon the expiration of subsidy contracts 20 to 40 years after construction. The existing debt
on most of the Puerto Rico apartment properties is low when compared to present values. In addition, the demand for centrally located residential units within the San Juan metropolitan area, coupled with the acceptance of the condominium concept in Puerto
Rico, make condominium conversions of the Puerto Rico apartment units an attractive strategy.

ACPT's indirect subsidiary IGP has a record of success in this conversion procedure, having previously converted 1,800 units in Puerto Rico owned by IGP and certain affiliates. These were properties which proved to be unsuccessful as market rent
apartments. Their conversion to condominiums permitted IGP and the affiliates to profit from these properties despite a relatively high debt structure.

Currently, IGP is in the process of converting two former apartment properties, Monte de Oro and New Center, into condominiums. Construction of the improvements to be made at the properties have been completed. All of the condominiums are under
sales contract and as of March 27, 2000, 167 have closed.

ACPT does not intend to convert other properties at this time and will pursue extensions of the subsidy contracts as they mature.

United States.

ACPT currently does not intend to convert any of the properties owned by the U.S. Apartment Partnerships into condominiums.

COMMUNITY DEVELOPMENT.

ACPT's community development assets consist of more than 4,700 acres of developed and undeveloped land in the master planned communities of St. Charles, Maryland, and Parque Escorial, in Carolina, Puerto Rico. The land in both communities is being
developed by ACPT and its affiliates for a variety of residential uses, including single-family homes, townhomes, condominiums and apartments, and commercial and industrial uses. ACPT may also develop for residential use certain land adjacent to the site
of a planned commercial development in Canovanas, Puerto Rico.

St. Charles.



ACPT, indirectly through American Land, owns more than 4,500 acres for development in the planned community of St. Charles. St. Charles contains a total of approximately 9,100 acres (approximately 14 square miles) located in Charles County,
Maryland, 23 miles southeast of Washington, D.C.

Based on figures prepared by the Charles County Department of Planning and Growth Management ("DPGM"), the population of Charles County rose to 118,000 in 1998, up from 101,000 in 1990, and is projected to increase to 166,500 by 2015. The 1998
average household income in Charles County is estimated at $64,100. The County issued permits for 443,413 square feet of new commercial/industrial construction, a 54% increase over 1998.  Building permit activity for new residential structures kept pace
with the average activity recorded over the past twenty years with a total of 1,154 permits issued during 1999.

St. Charles is comprised of five separate villages: Smallwood Village, completed, Westlake Village, which has been substantially completed, Fairway Village, currently under development, and Piney Reach and Wooded Glen, both undeveloped. Each
village consists of individually planned neighborhoods, and includes schools, churches, recreation centers, sports facilities, and a shopping center. Other amenities include parks, lakes, hiking trails and bicycle paths. St. Charles also includes an
18-hole public golf course. Each community is planned for a mix of residential housing, including detached single-family homes, townhomes, multiplex units and rental apartments. Typical lot sizes for detached homes range from 5,000 to 8,000 square feet.

IGC's development of St. Charles as a planned unit development ("PUD") began in 1972 when a comprehensive planned unit development for St. Charles was approved by the County. This master plan contemplates construction of approximately 24,730
housing units and 1,390 acres of commercial and industrial development. As of December 31, 1999, there were over 11,000 completed housing units in St. Charles, including Carrington Neighborhood, which began prior to 1972 and is not included in the PUD. In
addition there are schools, recreation facilities, commercial, office and retail space in excess of 4.2 million square feet. In St. Charles, ACPT, through outside planners, engineers, architects and contractors, obtains necessary approvals for land
development, plans individual neighborhoods in accordance with regulatory requirements, constructs roads, utilities and community facilities. ACPT develops lots for sale for detached single-family homes, townhomes, apartment complexes, and commercial and
industrial development.

Fairway Village, so named for the existing 18-hole public golf course which it surrounds, is currently being developed. Its master plan provides for 3,346 dwelling units consisting of 1,287 acres of land including an industrial park and a 40-acre
commercial center.  The Company celebrated the grand opening of Fairway Village during 1999.  The monument signs are in place leading to a model home park that is sited amongst 79 fully developed single-family detached lots.  We expect to commence
construction on the next 72 single-family lots in the spring of 2000, followed by the development of a section of small single-family detached lots in the summer.  The engineering of an additional 98 lots is well underway and construction may begin late
in the year for lot delivery in the spring of 2001.

The last two villages, Wooded Glen and Piney Reach, which include approximately 3,000 acres, are planned for development after the completion of Fairway Village. The total number and mix of residential units must be approved by the County
Commissioners before development can begin and there can be no assurances that the total of 24,730 units in the master plan can be attained.

Government Approvals

The St. Charles master plan has been incorporated in Charles County's comprehensive zoning plan. In addition, the Charles County government has agreed to provide sufficient water and sewer connections for the balance of the housing units to be
developed in St. Charles. Specific development plans for each village in St. Charles is subject to approval of the County Planning Commission. Such approvals have previously been received for the villages of Smallwood, Westlake and Fairway. Approvals have
not yet been sought on the final two villages.

The Charles County government recently enacted a zoning text amendment which imposed more stringent standards for the construction of townhomes and for the zoning of townhome land in Charles County.  We do not expect that this amendment will
materially affect the number of units built in St. Charles.  However, it will affect the selling price of the new townhomes built in the county, including St. Charles.  In addition, the Charles County government recently adopted an adequate public
facilities policy for schools which tests available school capacity prior to the recording of final plats.  St. Charles has received allocation approval for the next 72 lots as well as 32 of the 98 upcoming lots and 27 of the 61 small lots.  Additional
allocation capacity is expected on July 1, 2000.

Pursuant to Article 8-220 of the Annotated Code of Maryland the undeveloped land of St. Charles is currently assessed as "Planned Development" at the rate equal to farm or agricultural land".

Recently, a bill was introduced to the State Legislature at the request of the Charles County Commissioners to repeal the agricultural assessment for Planned Development.  Specifically, those portions of St. Charles within the Priority Funding Area
(Industrial and Commercial property, as well as residential property on the periphery of the existing development) would lose their agricultural assessment rate, with the monies to "be used to provide for programs to enhance the quality of life within the
St. Charles Community".  If this bill passes the General Assembly, the financial impact as based on the Charles County Government estimate would be approximately $200,000 per year.

Competition

Competition among residential communities in Charles County is intense. Currently, there are approximately 30 subdivisions competing for new home buyers within a five-mile radius of St. Charles. The largest competing housing developments are
Kingsview, a 640-unit project being developed by Miller & Smith and Southwinds, a 367-unit project being developed by Washington Homes.  Smaller projects are being developed by more than 20 other developers. This is the result of several major
national and regional homebuilders becoming attracted by the growing marketplace. According to DPGM, Charles County residential building permits have increased yearly from 1993 to 1998, with 962 in 1993, 964 in 1994, 965 in 1995, 1,090 in 1996 and 1,232
in 1997 and 1,454 in 1998. In this very price sensitive market, ACPT attempts to position St. Charles to provide low priced building lots and homes while offering more amenities than the competition. ACPT intends to continue this strategy.

Environmental Impact

Management of ACPT believes that the St. Charles master plan can be completed without material adverse environmental impact and in compliance with governmental regulations. In preparation for immediate and future development, Phase I Environmental
Site Assessments have been prepared for substantially all of the undeveloped parcels. The historical use of the land has been farming and forestry and no significant environmental concerns were found. Jurisdictional determinations for wetlands have been
approved by the Army Corps of Engineers for Sheffield Neighborhood in Fairway Village, the next phase of residential development containing 1,642 dwelling units.  Management has developed an Environmental Policy Manual and has established an Environmental
Review Committee and an Environmental Coordination Officer to anticipate environmental impacts and avoid regulatory violations. However, development can be delayed while plans are being reviewed by local, state and federal agencies for environmentally
sensitive areas.

ACPT's predecessor, IGC, settled the ongoing litigations regarding the disturbance of wetlands.  The property held by ACPT in St. Charles was not subject to that litigation.

Parque Escorial.

ACPT, indirectly through American Land, IGP Group and IGP holds a 100% interest in Land Development Associates ("LDA"), which in 1989 acquired the 432-acre site of the former El Comandante Race Track. The master plan for Parque Escorial was
approved in 1992 and contemplates the construction of 2,700 dwelling units of various types on 312 acres and the development of 120 acres for commercial, office and light industrial uses. LDA has developed and sold 147 acres, and continues to own 285
acres of developed and undeveloped land at this site which has been established as the planned community of Parque Escorial. Parque Escorial is located approximately six miles from the central business district in San Juan, Puerto Rico.

Development of Parque Escorial began in 1994 with the sale of 61 acres of commercial land to Wal-Mart. Wal-Mart and Sam's Club stores, each consisting of 125,000 square feet, opened in 1995. Since then 200,000 square feet of commercial space has
opened.  An additional 14 acres of commercial land have been sold for prices up to $1.1 million per acre. Residential development began in 1996 and 1,081 units have settled.  Of these, 216 units are "walk-up" condominiums built and sold by a joint venture
50% owned by IGP Group.

In January 1998, construction of the office park encompassing 23 acres of saleable land began.  In December 1998, LDA transferred title to a 7-acre site on which a 150,000 square foot building is presently being built by ELI S.E., a special
partnership in which LDA holds a 48% interest.  The building will be leased to the State Insurance Fund of Puerto Rico, a government agency, for thirty years at the end of which the lessee can acquire it for $1.  For income tax purposes, the lease is
considered a finance lease; therefore, the lease payments are treated as mortgage payments.  A significant portion of the lease payments consist of interest due from a government agency which when received by ELI are tax-free.  The tax-free status stays
intact when ELI distributes its income to the Company.

Site improvements for the next residential phase comprising of approximately 1,007 units commenced in August 1999.  The first 360 lots have been sold.

Government Approvals

Parque Escorial's master plan has been approved but specific site plans are subject to planning commission review and approval. LDA has secured agreements with the Puerto Rico Aqueduct and Sewer Authority to provide for adequate water and sewer
capacity for the first 2,200 units, which includes commercial land space.

ACPT believes that in addition to developing commercial land for sale, opportunities exist for ACPT to develop commercial rental properties in Puerto Rico.

Competition

The scarcity of developable land in the San Juan metropolitan area creates a favorable market for condominium unit sales at Parque Escorial. Competition for condominium unit sales is expected primarily from small-scale condominium projects in areas
considered to be similar or less desirable than Parque Escorial. Furthermore, it is one of only two master planned communities currently under development in the San Juan metropolitan area. The other is the 500-acre Encantada, which is marketed toward
higher income homebuyers. Parque Escorial's home prices appeal primarily to entry level purchasers. In addition, Encantada's developer is building all the homes in the community, while Parque Escorial features six different projects in its first phase,
providing more selections for the buyer.

Environmental Impact

Management of ACPT believes that the Parque Escorial master plan can be completed without material adverse environmental impact and in compliance with government regulations. All of the necessary agencies have endorsed Parque Escorial's
environmental impact statement. Wal-Mart has provided mitigation for 11.87 acres of wetlands impacted by its development of the shopping center site and other land.

COMMERCIAL RENTAL PROPERTIES.

LDA also owns approximately 540 acres adjacent to the El Comandante Race Track in Canovanas, Puerto Rico. At present, LDA is evaluating the viability of developing and/or leasing the land for a fully integrated entertainment complex consisting of
movie studios, an amphitheater with a capacity of 20,000, and an amusement park. In 1999, the Puerto Rico government enacted Bill 1958, "The Film Industry Law".  This law provides tax incentives and credits to producers, film projects and infrastructure
developers in an effort to attract the film industry to Puerto Rico. Portions of the land may also be developed for residential use if commercial development or land leasing is not feasible.

PROPERTY MANAGEMENT.

ACPT, indirectly through its subsidiary American Management, operates the property management business in the United States. In connection with this business, American Management will earn fees from the management of 4,176 rental apartment units,
including 2,246 units in which ACPT holds an ownership interest.  Management fees for the 2,246 units are based on a percentage of rents ranging from 2.5% to 10.4%. The management contracts for these properties have terms of one or two years and are
customarily renewed upon expiration but may be terminated on 30 days notice by either party. Management fees for other apartment properties range from 2.5% to 3.5% of rents.

In addition, IGP earns fees from the management of 2,653 rental apartment units owned by the nine Puerto Rico Apartment Partnerships, in which the Company holds an ownership interest. Management fees for these apartment properties, like those in
the U.S., are based on a percentage of rents ranging from 2.25% to 7.5%.  The management contracts for these properties have terms of one or two years and are customarily renewed upon expiration.  IGP is also entitled to receive up to an aggregate of
$192,000 annually in certain incentive management fees with respect to six properties owned by the Puerto Rico Apartment Partnerships. Upon the conversion of units to condominiums, management fees cease.  However, IGP customarily receives fees in
connection with managing the conversion process.

IGP currently manages 918 rental apartments owned by a non-profit entity, which acquired the units from IGP in 1996 under the provisions of LIHPRHA.  The management agreements for these properties expire April 1, 2001.  In addition, IGP manages 440
units owned by the Puerto Rico Housing Finance Agency. These units were converted to condominiums in 1999 by entities other than IGP. Management fees cease when the condominiums are delivered to buyers.

HOMEBUILDING IN PUERTO RICO.

ACPT, through IGP Group, holds a 50% interest in Escorial Builders S.E. ("Escorial Builders"), which is a construction joint venture at Parque Escorial. The remaining interest in the joint venture is held by an unrelated third party, which was the
general contractor for the project. Escorial Builders completed the sale of all 216 "walk-up" condominium units during 1999.  IGP Group, on its own or through joint ventures, is planning to construct additional projects commencing in the year 2000.





|ITEM 2. | PROPERTIES
|------- | ----------

ACPT owns real property located in Maryland and Puerto Rico.  As of December 31, 1999, the Company's community development land holdings consisted of the following:

|Charles County, Maryland                                                                                     |          
|------------------------------------------------------------------------------------------------------------ | ---------
|Finished inventory-
    Residential lots
    Commercial, office or light industrial acres                    | 89
90    
|Under development-
    Residential lots
    Commercial, office or light industrial acres                     | 523
110  
|Pre-development - master plan approved
    Residential lots
    Commercial, office or light industrial acres | 2,784
418
|Held for future development acres                                                                            | 3,071    
|                                                                                                             |          
|Carolina, Puerto Rico                                                                                        |          
|Finished inventory-
    Residential lots
    Commercial, office or light industrial acres                    | --
7     
|Under development-
    Residential lots
    Commercial, office or light industrial acres                     | 160
15   
|Pre-development-
    Residential lots                                                                        | 647      
|Held for future development acres                                                                            | 105      
|                                                                                                             |          
|Canovanas, Puerto Rico                                                                                       |          
|Held for future development acres                                                                            | 540      

|ITEM 3. | LEGAL PROCEEDINGS
|------- | -----------------

St. Charles is zoned as a planned unit development that allows construction of approximately 24,730 housing units and 1,390 acres of commercial and industrial development. The County has agreed to provide sufficient sewer and water connections for
all housing units to be developed in St. Charles. IGC, SCA and St. Charles Community, LLC are involved in litigation with the County regarding the level of sewer and water connection fees that may be imposed. In addition, IGC and SCA are asserting claims
against the County for refunds of excessive sewer and water fees.

The sewer and water litigation is entitled St. Charles Associates Limited Partnership, et al. v. County Commissioners of Charles County, et al., No. 89-720, (Circuit Court for Charles County, Maryland).  It was filed in June 1989 and is
continuing. St. Charles Associates originally sought a ruling that the County was not entitled to impose sewer and water fees at the then-existing level upon residential units in the St. Charles Communities. That aspect of the litigation was settled by an
agreement dated November 29, 1989, which was confirmed in a Consent Decree entered in March 1990. Subsequent aspects of the litigation have resulted from disputes over the interpretation of the agreement and companion Consent Decree. With respect to the
land transferred to St. Charles Community, LLC, SCA and IGC assigned their rights under the agreement to St. Charles Community, LLC.  However, IGC retains a right to any repayment or refund of water and sewer connection fees with respect to any
construction or building activity prior to the date of transfer to St. Charles Community, LLC.

Disputes that are presently being contested between the County, St. Charles Community, LLC, IGC, and SCA are: (1) whether a study procured by the County in 1996 justifies the level of sewer and water connection fees imposed upon the St. Charles
Communities; (2) whether SCA and IGC are entitled to an injunction against future excessive sewer and water connection fees; and (3) to what extent SCA and IGC are entitled to recover excessive sewer and water connection fees previously paid.

In 1997, the Circuit Court ruled in SCA's and IGC's favor that the County's 1996 study did not meet with the applicable requirements and that SCA and IGC were entitled to an injunction against future excessive sewer and water fees.  The Court
further ruled that SCA and IGC must pursue their sewer and water connection fee refund claims in Maryland's Tax Court.  The County appealed these rulings to the Maryland Court of Special Appeals.  St. Charles Community, LLC is an additional party to that
appeal.

On October 6, 1999, the Court of Special Appeals upheld the Circuit Court's rulings with respect to sewer connection fees, but reversed its rulings with respect to water connection fees.  The Court of Special Appeals concluded that the 1996 study
procured by the County justified the County's imposition of increased water connection fees, but did not justify a similar increase in sewer connection fees.  The Court further held that SCA and IGC may not pursue refund claims for connection fees paid
before May 15, 1992 in the Tax Court, because of an "accord and satisfaction" as to refund claims before that date.  The County, St. Charles Community, LLC, IGC and SCA all have sought review of the Court of Special Appeals' decision in the Maryland Court
of Appeals, but that court has not yet determined whether to grant review.

Meanwhile SCA and IGC have commenced an action in the Maryland Tax Court for refunds of excessive connection fees.  That Tax Court case is titled St. Charles Associates Limited Partnership, et al. v. Charles County, et al., No. 1205, and was filed
in February of 1997.

The County has also appealed a February 18, 1999 order by the Circuit Court for Charles County that the County "may not charge in excess of $2,040 per water and sewer connection for all residential lots or properties located in St. Charles
Communities until such time as the County obtains a report approved by the court which substantiates an increased charge."  That appeal is pending.

Langley, et al vs. St. Charles Associates Limited Partnership, et al, No. 08-C-00-000269, Circuit Court for Charles County. On February 24, 2000, an officer of the Company was named as a defendant in a claim alleging destruction and
defacement of property in relation to the construction of a county road in Charles County.  The claim consists of three counts.  Counts one and two seek judgment rulings for $10,000,000 in compensatory and $10,000,000 in punitive damages from each
defendant and count three seeks an easement and right of way to the county road.  The actions performed, which are directly related to the filing of this claim were completed by St. Charles Community, LLC, a subsidiary of ACPT.  In addition to an officer
of the Company, IGC and one of its officers were also specifically named as defendants in the claim.  As part of the restructure, any liability suffered by IGC or previous officers that result from actions undertaken by ACPT will be covered by an
indemnification from ACPT.  Based on advice of counsel, the Company believes that an offer to convey the easement and right of way would satisfy the Plaintiff's and result in little or no economic loss.  Although the management of both companies intend to
vigorously defend themselves against these allegations, there can be no guarantee they will be successful.

Nissan Auto, Inc. vs. Departamento de Transportacion y Obras Publicas, et al,No. KDP97-2292, Superior Court of San Juan, Puerto Rico.  On November 17, 1997, Nissan Auto, Inc., filed a claim in the Superior Court of San Juan, Puerto Rico
against the Company and eighteen other parties.  The charges stem from the construction of the overpass which goes directly into the Parque Escorial Development.  Nissan Auto alleges that the construction material and heavy equipment blocked the entrances
to their business causing irreparable damages.  In addition to that, they allege that the construction was extended in time and that aggravated the situation.  The plaintiffs are asking for $2,000,000 in compensatory damages for lost business, additional
damages not to be determined until the problem is cured and $120,000 for other damages and costs.  On February 11, 2000, IGP filed a suit in the Superior Court of San Juan, Puerto Rico adding General Accident Insurance Company and Royal Insurance Company,
IGP's insurance companies, as third party defendants to the suit.

Wal-Mart Puerto Rico, Inc. vs. Land Development Associates, S.E., et al, No. KAC97-0992, Superior Court of San Juan, Puerto Rico.  Wal-Mart Puerto Rico, Inc. ("Wal-Mart") filed suit against the Company regarding a construction contract
dispute.  Wal-Mart appointed a construction manager responsible for the oversite of the construction.  The actual construction costs exceeded the contract amount.  Both parties claim that their maximum share of the total cost was limited and the other
party is responsible for any costs that exceeded the agreed upon amount.  As a good faith gesture, the Company paid the construction contractor $600,000 of the disputed costs.  An additional $400,000-$500,000 of costs are unpaid.  A status conference was
held on September 20, 1999 where the judge granted an additional term of sixty days to end discovery.  Another status conference was held January 14, 2000.  We are now concentrating in the discovery that is necessary.

|ITEM 4. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
|------- | ---------------------------------------------------

None.

|ITEM 4A. | EXECUTIVE OFFICERS
|-------- | ------------------

The executive officers of the Company as of December 31, 1999 are as follows:

|Name                | Age | Position                              
|------------------- | --- | --------------------------------------
|                    |     |                                       
|J. Michael Wilson   | 34  | Chairman and Chief Executive Officer  
|Edwin L. Kelly      | 58  | President and Chief Operating Officer 
|Paul A. Resnik      | 52  | Senior Vice President and Secretary   
|Carlos Rodriguez    | 54  | Senior Vice President                 
|Eduardo Cruz Ocasio | 53  | Vice President and Assistant Secretary
|Cynthia L. Hedrick  | 47  | Vice President                        
|Nancy M. Shambaugh  | 42  | Vice President                        
|Richard E. Barnas   | 39  | Vice President                        
|Hector Ramos        | 42  | Vice President and Assistant Secretary
|Jorge Garcia        | 61  | Vice President of IGP                 

The following is a brief account of the business experience during the past five years through December 31, 1999 of each officer:

J. Michael Wilson was appointed Chairman and Chief Executive Officer of the Company in July 1998.  Prior to that date, he served as Vice Chairman, Secretary and Chief Financial Officer of the predecessor company.  He has been President and Chief
Operating Officer of IBC since 1994.  He has been President of Wilson Securities Corporation since March 1996.

Edwin L. Kelly was appointed President and Chief Operating Officer of the Company in July 1998.  Prior to that date, he served in various capacities with the predecessor company and its affiliates.

Paul A. Resnik was appointed Senior Vice President and Secretary of the Company in July 1998.  He served as Senior Vice President of the predecessor company from 1993-1998.

Carlos Rodriguez was appointed Senior Vice President of the Company in June 1999.  Prior to that date, he served in various capacities with the predecessor company and its affiliates.

Eduardo Cruz Ocasio was appointed Vice President and Assistant Secretary of the Company in July 1998.  Prior to that date, he served in various capacities with the predecessor company.

Cynthia L. Hedrick was appointed Vice President of the Company in November 1998.  Prior to that date, she served as Vice President of the predecessor company.

Nancy M. Shambaugh was appointed Vice President of the Company in November 1998.  Prior to that date, she served in various capacities with the predecessor company

Richard E. Barnas was appointed Vice President of the Company in January 1999 after serving as Vice President of the predecessor company since May 1998.  He served as Branch Manager of McCrone, Inc., an engineering firm, from May 1997 to April
1998.  Prior to that date, he served as President of Barnas Engineering, P.C.

Hector Ramos was appointed Vice President and Assistant Secretary of the Company in June 1999.  He held the position of Chief Financial Officer of Blue Cross of Puerto Rico, Inc. from October 1987 to May 1999.  Prior to that date, he served in
various capacities with Blue Cross of Puerto Rico, Inc.

Jorge Garcia was appointed Vice President of IGP in January 1999.  He served as Vice President and General Manager of Fountainebleu Plaza, S.E., a real estate development firm, from January 1994 to December 1998.



PART II

|ITEM 5. | MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS
|------- | --------------------------------------------------------------------

ACPT's shares are traded on the American and the Pacific Stock Exchanges under the symbol "APO".  The following table sets forth, for the periods indicated, the high and low sales prices per ACPT share as reported in the consolidated transaction
reporting system, and cash distributions paid to shareholders during these periods.  ACPT's shares commenced public trading on October 6, 1998.

|     |  |              |  | Cash Dividends |  | Price Range of ACPT Shares
|---- |  | ------------ |  | -------------- |  | --------------------------
|     |  |              |  | Total          |  | Per Share                 
|     |  |              |  |                |  |                           
|1999 |  | Quarter      |  |                |  |                           
|     |  | Fourth       |  | $         -    |  | $             -           
|     |  | Third        |  | -              |  | -                         
|     |  | Second       |  | -              |  | -                         
|     |  | First        |  | 259,578        |  | 0.05                      
|     |  |              |  |                |  |                           
|1998 |  | October 5 to |  |                |  |                           
|     |  | December 31  |  | $         -    |  | $             -           

As of the close of business on March 15, 2000, there were 214 shareholders of record.  As of March 15, 2000, the closing price reported by the American Stock Exchange was $3.25 per share.

Cash available for distribution will be determined at the discretion of the Board of Trustees.  The Board of Trustees will review the adequacy of the Company's distribution rate quarterly.  Future distributions by the Company will depend on its
financial condition, capital requirements, and such other factors as the Board of Trustees deems relevant.  The Board of Trustees will make minimum annual distributions to the shareholders equal to at least 45% of the net taxable income allocated to the
shareholders reduced by any Puerto Rico income tax payable by ACPT and any U.S. federal income taxes paid by American Rental with respect to undistributed capital gains.



|ITEM 6. | SELECTED FINANCIAL DATA
|------- | -----------------------

The following table sets forth financial and operating information of ACPT for the five year period ended December 31, 1999 as if it had been a separate company operating for all periods presented.  It should be read in conjunction with the
consolidated financial statements included in Item 8 of this Annual Report on Form 10-K.

|                                           |  | Year Ended December 31,
|------------------------------------------ |  | -----------------------
|                                           |  | 1999                   
|                                           |  | (In thousands)         
|Income Statement Data:                     |  |                        
|Land sales                                 |  | $ 17,520               
|Rental property revenues                   |  | 9,229                  
|Management and other fees                  |  | 3,213                  
|Equity in earnings from partnerships       |  |                        
|and developer fees                         |  | 1,396                  
|Interest and other income                  |  | 1,189                  
|Total revenues                             |  | 32,547                 
|Cost of land sales                         |  | 10,947                 
|Interest expense                           |  | 4,183                  
|General and administrative expense         |  | 6,051                  
|Other operating expenses                   |  | 6,347                  
|Total expenses                             |  | 27,528                 
|Minority interest                          |  | (414)                  
|Income tax provision                       |  | 18                     
|Net income                                 |  | 4,587                  
|Basic and fully diluted earnings per share |  | $    0.88              
|                                           |  |                        
|Balance Sheet Data:                        |  |                        
|Assets related to rental properties        |  | 47,345                 
|Assets related to commercial properties    |  | 4,996                  
|Assets related to community development    |  | 60,152                 
|Cash and other assets                      |  | 8,915                  
|Total assets                               |  | 121,408                
|Debt related to rental properties          |  |                        
|Recourse                                   |  | 882                    
|Non-recourse                               |  | 38,188                 
|Debt related to community development      |  |                        
|Recourse                                   |  | 42,497                 
|Non-recourse                               |  | -                      
|Other liabilities                          |  | 17,604                 
|Total liabilities                          |  | 99,171                 
|Shareholders' equity                       |  | 22,237                 

1. Includes a $932,000 reduction for an extraordinary item-early extinguishment of debt.







|                                              |  | Year Ended December 31,
|--------------------------------------------- |  | -----------------------
|                                              |  | 1999                   
|                                              |  | (In thousands)         
|Operating Data:                               |  |                        
|Rental apartment units managed at             |  |                        
|end of period (includes remaining units       |  |                        
|under condominium conversion)                 |  | 8,566                  
|Units under construction                      |  | -                      
|Units converted to condominiums and sold      |  | 84                     
|Community Development                         |  |                        
|Residential lots sold                         |  | 222                    
|Residential lots transferred to joint venture |  | -                      
|Residential lots transferred to Company's     |  |                        
|rental property operations                    |  | -                      
|Commercial and business park acres sold       |  | 97                     
|Undeveloped acres sold                        |  | -                      
|                                              |  |                        
|Other:                                        |  |                        
|EBITDA (1)                                    |  | $ 12,929               



|ITEM 7. | MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS
|------- | --------------------------------------------------------------------------------------

Forward-Looking Statements

Certain matters discussed and statements made within this Form 10-K are forward-looking statements within the meaning of the Private Litigation Reform Act of 1995 and as such may involve known and unknown risks, uncertainties, and other factors
that may cause the actual results, performance or achievements of the company to be different from any future results, performance or achievements expressed or implied by such forward-looking statements.  Although the Company believes the expectations
reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained.  These risks are detailed from time to time in the Company's filings with the Securities and Exchange
Commission or other public statements.

General:

On October 5, 1998 IGC transferred to ACPT the common shares of four subsidiaries that collectively comprised the majority of principal real estate operations and assets of IGC.  In exchange, ACPT issued to IGC 5,207,954 common shares of ACPT, all
of which were distributed ("the Distribution") to the partners of IGC.  The financial information below for periods prior to October 5, 1998, include the accounts of IGC for the operations and assets distributed to ACPT as if the distribution had occurred
prior to January 1, 1996.

Historically, the Company's financial results have been significantly affected by the cyclical nature of the real estate industry.  Accordingly, the Company's historical financial statements may not be indicative of future results.

For the Years Ended December 31, 1999 and 1998

Community Development Operations.

Community development land sales revenue increased $850,000 to $17,520,000 during the twelve months ended December 31, 1999, compared to sales of $16,670,000 during the twelve months ended December 31, 1998.  The increase was attributable to
residential lot sales in the U.S. in 1999 of $994,000 compared to $193,000 in 1998 as a result of the grand opening in 1999 of Fairway Village. The gross profit margin for 1999 increased to 38%, as compared to 33% in 1998.  This increase was due primarily
to the increase in the sales price of the residential lots sold in Puerto Rico during 1999 as compared to those sold in 1998.

Rental Property Revenues and Operating Results.

Rental property revenues, net of operating expenses, increased 2% to $5,499,000 for the twelve months ended December 31, 1999, as compared to $5,401,000 in the same period in 1998.  The increase is primarily attributable to a 3% increase in rental
revenues offset in part by a 4% increase in operating expenses.  The increase in rental revenues is a result of increased rental rates.  The increase in operating expenses is a result of increased maintenance costs.

Equity in Earnings from Partnerships and Developer Fees.

Equity in earnings decreased 15% to $1,396,000 during the twelve months ended December 31, 1999, as compared to $1,638,000 during the twelve months ended December 31, 1998.  The decrease is primarily attributable to a decrease of earnings generated
from the Puerto Rico homebuilding joint venture during 1999, as compared to the same period in 1998.

Management and Other Fees.

Management and other fees decreased 7% to $3,213,000 in the twelve months ended December 31, 1999, as compared to $3,447,000 in the same period in 1998.  This decrease is due primarily to the recognition of $200,000 of incentive management fees and
$160,000 of fees earned from the refinancing of certain apartment complexes in 1998 with no comparable fees earned in 1999, offset in part by an increase in the contracted fees from three properties and management fees earned from a short term management
arrangement on three other properties during 1999.

Interest Expense.

Interest expense increased $459,000 to $4,183,000 during 1999, as compared to $3,724,000 in 1998.  This 12% increase is primarily attributable to an 8% increase in interest incurred and a decrease of inventory eligible for interest capitalization
leaving a higher percent of the interest incurred to be expensed during the twelve months ended December 31, 1999 as compared to the same period of 1998.

General and Administrative Expense.

General and administrative expenses increased 4% to $6,051,000 during the twelve months ended December 31, 1999, as compared to $5,793,000 during the same period of 1998.  This increase resulted from an increase in bad debt expense of $196,000,
primarily attributable to discounts on notes receivable of $165,000, a $110,000 increase in tax consulting fees relating to the Company's initial year and general inflation during 1999 as compared to 1998.  These increases were offset in part by a
decrease in legal fees and operating expenses during 1999 as compared to 1998.

Preferred Offering and Spin-off Costs.

Costs of $56,000 related to the restructuring of IGC, the Predecessor, were recognized as an expense in 1999, as compared to $2,324,000 for the same period of 1998.  In addition, during 1999 the Company wrote off $310,000 of expenses related to an
equity offering that was not consummated.

For the Years Ended December 31, 1998 and 1997

Community Development Operations.

Community development land sales revenue increased $3,505,000 to $16,670,000 during the twelve months ended December 31, 1998, compared to sales of $13,165,000 during the twelve months ended December 31, 1997.  The increase was attributable to
residential lot sales in Puerto Rico in 1998 of $7,900,000 compared to 3,275,000 in 1996.  The effect of this increase was offset in part by a reduction of residential sales in the U.S. during the 1998 period compared to 1997.  The gross profit margin for
1998 decreased to 33%, as compared to 35% in 1997.  This decrease was due primarily to the sales mix.  During 1998, 64% of the sales revenue was generated by Puerto Rico land sales compared to 45% in 1997.  U.S. land has historically produced higher gross
profits due to their lower land basis.

Rental Property Revenues and Operating Results.

Rental property revenues, net of operating expenses, increased 5% to $5,401,000 for the twelve months ended December 31, 1998, as compared to $5,140,000 in the same period in 1997.  The increase is primarily attributable to a 3% increase in rental
revenues and a less than 1% decrease in operating expenses.  The increase in rental revenues is a result of a reduction in vacancies and an increase in rental rates.

Equity in Earnings from Partnerships and Developer Fees.

Equity in earnings increased 9% to $1,638,000 during the twelve months ended December 31, 1998, as compared to $1,509,000 during the twelve months ended December 31, 1997.  The increase is primarily attributable to an increase of earnings generated
from the homebuilding joint venture during 1998, as compared to the same period in 1997, offset in part by reduced earnings from the two rental partnerships that paid refinancing fees in 1998.

Management and Other Fees.

Management and other fees decreased 9% to $3,447,000 in the twelve months ended December 31, 1998, as compared to $3,775,000 in the same period in 1997.  This decrease is primarily due to a $375,000 reduction in fees earned from the refinancing of
certain apartment complexes during 1998 as compared to 1997.  In addition, during 1998 the Company recognized $230,000 less of management fees reserved in prior periods than it did in 1997.  These amounts were offset in part by $200,000 of incentive fees
earned during 1998 with no comparable fee earned during 1997.



Interest Expense.

Interest expense decreased $96,000 to $3,724,000 during 1998, as compared to $3,820,000 in 1997.  This 3% decrease is primarily attributable to a decrease in the average debt outstanding during the year ended December 31, 1998.

General and Administrative Expense.

General and administrative expenses decreased 12% to $5,793,000 during the twelve months ended December 31, 1998, as compared to $6,607,000 during the same period of 1997.  This decrease was primarily a result of a net reduction in bad debt expense
of $903,000, which was primarily attributable to discounts on notes receivable of $801,000 in 1997, with $43,000 of similar expense in 1998.

Spin-off Costs.

Costs of $2,324,000 related to the restructuring of IGC, the Predecessor, were recognized as an expense in 1998, as compared to $1,164,000 for the same period of 1997.

Liquidity and Capital Resources

Cash and cash equivalents were $5,186,000 and $2,903,000 at December 31, 1999 and December 31, 1998, respectively.  This increase was attributable to $16,213,000 provided by operations, offset by $12,292,000 and $1,638,000 used in investing and
financing activities, respectively.  The cash inflow from operating activities was primarily attributable to land sales and distributions from unconsolidated partnerships and Puerto Rico homebuilding joint venture.  The cash outflow for investing
activities was primarily attributable to land improvements.  Cash used in financing activities was primarily used to repay debt.

The Company has historically met its liquidity requirements principally from cash flow generated from residential and commercial land sales, property management fees, distributions from residential rental partnerships and from bank financing
providing funds for development and working capital.  The Company has sufficient loans in place to develop the projects currently underway in St. Charles and Parque Escorial and has received a commitment letter for the funding of the next parcel of
single-family lots in St. Charles.

The Company's principal demands for liquidity are expected to be the continued funding of its current debt service, development costs in Fairway Village and Parque Escorial and other normal operating costs.  The Company does not expect to generate
cash flows in excess of its existing obligations.  Management is pursuing additional capital which can be used by ACPT to fund new community development projects, reduce payables and provide for other working capital needs.  Such sources of funding may
include, but are not limited to, secured or unsecured financings, private or public offerings of debt or equity securities and proceeds from sales of properties.  The Company's anticipated cash provided by operations, new and existing financing
facilities, and extension or refinancing of $8,440,000 of loans that are due in the next twelve months are expected to meet the Company's financial requirements for the next year.  However, there are no assurances that these funds will be generated.



Debt Summary

Substantially all of ACPT's assets are encumbered by $44,000,000 of recourse debt and $38,000,000 of non-recourse debt.  The non-recourse debt is attributable to the mortgages of consolidated rental property partnerships.  The significant terms of
ACPT's other debt financing arrangements are shown below (dollars in thousands):

|                                |                    |  |          |  |          |  | Balance         
|------------------------------- | ------------------ |  | -------- |  | -------- |  | ----------------
|                                | Maximum            |  | Interest |  | Maturity |  | Outstanding     
|                                | Borrowings         |  | Rate (b) |  | Date     |  | 12/31/99        
|                                |                    |  |          |  |          |  |                 
|Banc One-term loan              | $           11,000 |  | P+2.5%   |  | 7/31/04  |  | $          8,335
|Banc One-development loan       | 4,000              |  | P+2.5%   |  | 7/31/04  |  | 1,668           
|Banc One-remediation loan       | 5,000              |  | P+2.5%   |  | 7/31/04  |  | 4,972           
|First Bank-term loan            | 17,500             |  | P+1.0%   |  | 6/30/02  |  | 4,934           
|First Bank-inventory loan       | 8,275              |  | P+1.0%   |  | 6/30/02  |  | 1,307           
|First Bank-construction loan    | 8,350              |  | P+1.0%   |  | 6/30/02  |  | 2,730           
|First Bank-working capital loan | 3,000              |  | P+1.0%   |  | 6/30/02  |  | 1,957           
|BankTrust                       | 882                |  | (a)      |  | Demand   |  | 882             
|Washington Savings Bank         | 1,317              |  | 9.5%     |  | 9/30/00  |  | 915             
|Banco Popular                   | 5,600              |  | P+1.0%   |  | 6/30/00  |  | 5,600           
|Annapolis National Bank         | 2,460              |  | P+1.0%   |  | 12/22/00 |  | 1,850           
|Interstate General Company L.P. | 8,154              |  | P+1.5%   |  | 8/02/09  |  | 8,154           
|Other miscellaneous             | 700                |  | Various  |  | Various  |  | 451             
|                                | $           76,238 |  |          |  |          |  | $        43,755 



Material Negative Debt Covenants

ACPT's loans contain various financial, cross-collateral, cross-default, technical and restrictive provisions; the most significant of which requires the Company and IGC together to maintain a ratio of combined aggregate liabilities to combined
tangible net worth of no greater than three to one and seven and a half to one for the Company by itself.  The material negative covenants require ACPT to obtain prior approval before incurring any liens on its assets or incurring any additional
indebtedness.  ACPT is prohibited from making distributions in excess of the minimum distributions required by ACPT's Declaration of Trust without prior lender approval.  Lender approval is also required prior to LDA making cash distributions in excess of
distributions to pay income taxes on LDA generated taxable income unless certain cash flow conditions exist that provide adequate working capital for debt service and operations for the following twelve months.  Lender approval is required prior to ACPT
making any guarantee or loan out of the normal course of business.  ACPT is prohibited from selling or disposing of substantially all of its assets outside the ordinary course of business or entering into any significant new line of business.  LDA may not
enter into any transaction with any affiliate out of the normal course of business and for terms less favorable than would be obtained in an arm's-length transaction without prior lender approval.  Prior approval is also required for any change in the
ownership of LDA, any amendments to LDA's partnership agreement, or any merger, reorganization or acquisition of LDA.



Outlook

In January 2000, the Company closed a $5,000,000 loan with The Columbia Bank.  This loan matures in five years and is secured by the residential land in Fairway Village.  The initial advance of $4,000,000 was paid to Banc One, as will the remaining
$1,000,000 when certain land is subdivided in the county land records.

Year 2000 Compliance Follow-Up

As of March 15, 2000, ACPT has not experienced any material system problems relating to year 2000 issues nor did the preparation of year 2000 have a material impact on ACPT's results of operations for the year ended December 31, 1999.

In 1998, management of ACPT adopted a plan to confront year 2000 issues.  Under the plan, management conducted an assessment of the potential material effect of year 2000 issues on ACPT's business, results of operations, and financial condition and
determined ways to mitigate those issues.

ACPT has not incurred significant costs in designing and implementing the year 2000 plan, nor did it incur significant costs in modifying its existing software applications, replacing hardware or hiring consultants in resolving year 2000 issues.
Although ACPT's management does not anticipate any additional expenditures relating to year 2000 issues, there can be no assurance as to the magnitude of future costs until significant time has past.

|ITEM 7a. | MARKET RISK
|-------- | -----------

Market risks relating to the Company's operations result primarily from changes in the prime interest rate.  It is the Company's policy to minimize the impact of variable rate debt to the greatest extent possible by pursuing equity and long term
fixed rate financing and refinancings of current fixed rate debt at lower rates when favorable market conditions exist.  The following table provides information about the Company's financial instruments that are sensitive to changes in interest rates.
The table presents the Company's debt obligations, principal repayments, related weighted average interest rates by expected maturity dates and fair values.  The Company has no derivative financial instruments.

|Interest Rate Sensitivity
Principal Amount by Expected Maturity
Average Interest Rate
(In thousands)
|----------------------------------------------------------------------------------------------------
|                                                                                                    
|                                                                                                    
|                                                                                                    
|                                                                                                    
|Long-term debt, including                                                                           
|current portions:                                                                                   
|Fixed rate debt-principal                                                                           
|Fixed rate debt-interest                                                                            
|Average interest rate                                                                               
|                                                                                                    
|Variable rate debt-principal                                                                        
|Variable rate debt-interest                                                                         
|Average interest rate                                                                               

|ITEM 8. | FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|------- | -------------------------------------------





REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS





To the Shareholders of

American Community Properties Trust:

We have audited the accompanying consolidated balance sheets of American Community Properties Trust (a Maryland real estate investment trust) and subsidiaries (the "Company") as of December 31, 1999 and 1998 and the related consolidated statements
of income, changes in shareholders' equity and cash flows for each of the three years in the period ended December 31, 1999.  These consolidated financial statements and the schedule referred to below are the responsibility of the Company's management.
Our responsibility is to express an opinion on these consolidated financial statements and schedule based on our audits.

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

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of American Community Properties Trust as of December 31, 1999 and 1998 and the results of their operations and
their cash flows for each of the three years in the period ended December 31, 1999, in conformity with accounting principles generally accepted in the United States.

Our audit was made for the purpose of forming an opinion on the basic consolidated financial statements taken as a whole.  The financial statement schedule included on pages 54 through 63 of the Form 10-K is presented for purposes of complying with
the Securities and Exchange Commission's rules and is not a required part of the basic consolidated financial statements.  This schedule has been subjected to the auditing procedures applied in our audit of the basic consolidated financial statements and,
in our opinion, is fairly stated in all material respects in relation to the basic consolidated financial statements taken as a whole.











ARTHUR ANDERSEN LLP
Vienna, Virginia
March 31, 2000



|AMERICAN COMMUNITY PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF INCOME(In thousands, except per share amounts)
|-------------------------------------------------------------------------------------------------------------
|                                                                                                             
|                                                                                                             
|                                                                                                             
|                                                                                                             
|                                                                                                             
|Revenues                                                                                                     
|Community development-land sales                                                                             
|Non-affiliates                                                                                               
|Affiliates                                                                                                   
|Rental property revenues                                                                                     
|Management and other fees, substantially all from related entities                                           
|Equity in earnings from partnerships and developer fees                                                      
|Interest and other income                                                                                    
|Total revenues                                                                                               
|                                                                                                             
|Expenses                                                                                                     
|Cost of land sales, including costs of sales to affiliates of                                                
|$1,319, $1,427, and $2,063, respectively                                                                     
|Selling and marketing                                                                                        
|Rental properties expenses                                                                                   
|Operating                                                                                                    
|Interest                                                                                                     
|Depreciation and amortization                                                                                
|General and administrative                                                                                   
|Interest expense                                                                                             
|Depreciation and amortization                                                                                
|Write-off of deferred project costs                                                                          
|Preferred offering and spin-off costs                                                                        
|Total expenses                                                                                               
|                                                                                                             
|Income before provision for income taxes and minority interest                                               
|Provision for income taxes                                                                                   
|                                                                                                             
|Income before minority interest                                                                              
|Minority interest                                                                                            
|Net income                                                                                                   
|Basic and fully diluted net income per share                                                                 
|Weighted average shares outstanding                                                                          
|                                                                                                             
|                                                                                                             
|                                                                                                             
|                                                                                                             
|                                                                                                             
|                                                                                                             
|The accompanying notes are an integral part of these consolidated statements.                                







|AMERICAN COMMUNITY PROPERTIES TRUST
CONSOLIDATED BALANCE SHEETS(In thousands)ASSETS
|-----------------------------------------------------------------------------------
|                                                                                   
|                                                                                   
|                                                                                   
|                                                                                   
|                                                                                   
|Cash and Cash Equivalents                                                          
|Unrestricted                                                                       
|Restricted                                                                         
|                                                                                   
|Assets Related to Investment Properties                                            
|Operating properties, net of accumulated depreciation of                           
|$23,963 and $22,703, respectively                                                  
|Investment in unconsolidated rental property partnerships, net of                  
|deferred income of $1,369 and $1,804, respectively                                 
|Investment in unconsolidated commercial property partnerships                      
|Other receivables, net of reserves of $239 and $204, respectively                  
|                                                                                   
|Assets Related to Community Development                                            
|Land and development costs                                                         
|Puerto Rico                                                                        
|St. Charles, Maryland                                                              
|Notes receivable on lot sales and other                                            
|                                                                                   
|Assets Related to Homebuilding                                                     
|Investment in joint venture                                                        
|                                                                                   
|Other Assets                                                                       
|Receivables and other                                                              
|Property, plant and equipment, less accumulated depreciation                       
|of $1,933 and $1,753, respectively                                                 
|                                                                                   
|Total assets                                                                       
|                                                                                   
|                                                                                   
|                                                                                   
|                                                                                   
|                                                                                   
|                                                                                   
|                                                                                   
|                                                                                   
|                                                                                   
|                                                                                   
|The accompanying notes are an integral part of these consolidated statements.      





|AMERICAN COMMUNITY PROPERTIES TRUST
CONSOLIDATED BALANCE SHEETS(In thousands, except share and per share amounts)LIABILITIES AND SHAREHOLDERS' EQUITY
|-----------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                     
|                                                                                                                                                     
|                                                                                                                                                     
|                                                                                                                                                     
|                                                                                                                                                     
|                                                                                                                                                     
|Liabilities Related to Investment Properties                                                                                                         
|Recourse debt                                                                                                                                        
|Non-recourse debt                                                                                                                                    
|Accounts payable and accrued liabilities                                                                                                             
|                                                                                                                                                     
|                                                                                                                                                     
|Liabilities Related to Community Development                                                                                                         
|Recourse debt                                                                                                                                        
|Accounts payable and accrued liabilities                                                                                                             
|Deferred income                                                                                                                                      
|                                                                                                                                                     
|                                                                                                                                                     
|Other Liabilities                                                                                                                                    
|Accounts payable and accrued liabilities                                                                                                             
|Notes payable and capital leases                                                                                                                     
|Due to affiliate                                                                                                                                     
|Accrued income tax liability-current                                                                                                                 
|Accrued income tax liability-deferred                                                                                                                
|                                                                                                                                                     
|Total liabilities                                                                                                                                    
|                                                                                                                                                     
|Shareholders' Equity                                                                                                                                 
|Common shares, $.01 par value, 10,000,000 shares authorized,                                                                                         
|5,191,544 shares issued and outstanding as of                                                                                                        
|December 31, 1999 and 1998                                                                                                                           
|Additional paid-in capital                                                                                                                           
|Retained earnings (deficit)                                                                                                                          
|Total shareholders' equity                                                                                                                           
|                                                                                                                                                     
|Total liabilities and shareholders' equity                                                                                                           
|                                                                                                                                                     
|                                                                                                                                                     
|                                                                                                                                                     
|                                                                                                                                                     
|                                                                                                                                                     
|                                                                                                                                                     
|The accompanying notes are an integral part of these consolidated statements.                                                                        





|AMERICAN COMMUNITY PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY(In thousands)
|------------------------------------------------------------------------------------------------------------
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|Balance October 5, 1998                                                                                     
|Contributed capital from                                                                                    
|Interstate General Company L.P.                                                                             
|Net loss October 5, 1998                                                                                    
|through December 31, 1998                                                                                   
|Declared dividends                                                                                          
|Issuance of warrants                                                                                        
|Retirement of shares                                                                                        
|Balance December 31, 1998                                                                                   
|Contributed capital from                                                                                    
|Interstate General Management Company                                                                       
|Net income                                                                                                  
|Issuance of warrants                                                                                        
|Balance December 31, 1999                                                                                   
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|                                                                                                            
|The accompanying notes are an integral part of these consolidated statements.                               





|AMERICAN COMMUNITY PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF CASH FLOWS(In thousands)
|---------------------------------------------------------------------------------------
|                                                                                       
|                                                                                       
|Cash Flows from Operating Activities                                                   
|Net income                                                                             
|Adjustments to reconcile net income to net cash provided by                            
|operating activities:                                                                  
|Depreciation and amortization                                                          
|Provision (benefit) for deferred income taxes                                          
|Equity in earnings from unconsolidated partnerships                                    
|and developer fees                                                                     
|Distributions from unconsolidated rental property partnerships                         
|Distributions from unconsolidated commercial property partnerships                     
|Cost of sales-community development                                                    
|Equity in earnings from homebuilding joint venture                                     
|Distributions from homebuilding joint venture                                          
|Changes in notes and accounts receivable                                               
|Changes in accounts payable, accrued liabilities                                       
|and deferred income                                                                    
|Net cash provided by operating activities                                              
|                                                                                       
|Cash Flows from Investing Activities                                                   
|Investment in land development                                                         
|Change in investments related to unconsolidated rental                                 
|property partnerships                                                                  
|Change in investments related to unconsolidated commercial                             
|property partnerships                                                                  
|Change in restricted cash                                                              
|Additions to rental operating properties, net                                          
|Acquisitions of other assets                                                           
|Contributions to homebuilding joint venture                                            
|Net cash used in investing activities                                                  
|                                                                                       
|Cash Flows from Financing Activities                                                   
|Cash proceeds from debt financing                                                      
|Payment of debt                                                                        
|Cash distributions to Interstate General Company L.P.                                  
|Purchase of minority interest in subsidiary                                            
|Distributions to Interstate General Company L.P.'s unitholders                         
|Distributions to shareholders                                                          
|Issuance of warrants                                                                   
|Net cash used  in financing activities                                                 
|                                                                                       
|Net Increase (Decrease) in Cash and Cash Equivalents                                   
|Cash and Cash Equivalents, Beginning of Year                                           
|Cash and Cash Equivalents, End of Year                                                 
|                                                                                       
|The accompanying notes are an integral part of these consolidated statements.          



AMERICAN COMMUNITY PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1999 AND 1998





|(1) | ORGANIZATION
|--- | ------------

American Community Properties Trust ("ACPT" or the "Company") was formed on March 17, 1997 as a real estate investment trust under Article 8 of the Maryland Trust Law.  ACPT was formed to succeed to most of Interstate General Company L.P.'s ("IGC"
or "Predecessor") real estate operations.

On October 5, 1998 IGC transferred to ACPT the common shares of four subsidiaries that collectively comprised the majority of the principal real estate operations and assets of IGC.  In exchange, ACPT issued to IGC 5,207,954 common shares of ACPT,
all of which were distributed ("the Distribution") to the partners of IGC.  IGC distributed to its partners the 5,207,954 shares of common stock of ACPT, resulting in the division of IGC's operations into two companies.  The shares were distributed on a
basis of one ACPT share for every two IGC Units and a proportionate share to IGC's general partners.

ACPT is a self-managed holding company that is expected to be taxed as a partnership.  The Company is primarily engaged in the investment of rental properties, community development and management services.  These operations are concentrated in the
Washington, D.C. metropolitan area and Puerto Rico and are carried out through American Rental Properties Trust ("American Rental"), American Rental Management Company ("American Management"), American Land Development U.S., Inc. ("American Land") and IGP
Group Corp. ("IGP Group") and their subsidiaries.

American Rental

IGC transferred to American Rental its partnership interests in the U.S. rental partnerships.  The partnership interests in 13 investment apartment properties ("U.S. Apartment Partnerships") are held by American Rental indirectly through American
Housing Properties L.P. ("American Housing"), a Maryland partnership, in which American Rental has a 99% limited partner interest and American Housing Management Company, a wholly owned subsidiary of American Rental, has a 1% general partner interest. To
avoid termination of the partnerships for tax purposes, sixty percent of the general partners' interest in four partnerships was not transferred by IGC to ACPT until February 2000.

IGC also transferred to American Housing the Class C interest in IGP that represents the rights to all income, gain and losses associated with the partnership interests in the two U.S. housing partnerships held by IGP.  The partnership interests in
these two housing partnerships were transferred to American Housing during 1999.

American Management

IGC transferred to American Management its United States property management operations. The United States property management operations provide management services for the U.S. Apartment Partnerships and for other rental apartments not owned by IGC
 .



American Land

IGC transferred to American Land its principal United States property assets and operations. These included the following:

1. A 100% interest in St. Charles Community LLC which holds approximately 4,500 acres of land in St. Charles, Maryland. This constitutes substantially all of the land in St. Charles formerly held by IGC, except for the land subject to wetlands
litigation, the 26 remaining single-family lots in Dorchester and various scattered commercial lots.
2. A 41.0346% interest in Maryland Cable Limited Partnership which holds receivables from the 1988 sale of IGC's cable television assets.
3. The Class B interest in IGP that represents IGP's rights to income, gains and losses associated with land in Puerto Rico held by Land Development Associates, S.E. ("LDA") and designated for development as saleable property.
4. As part of the asset transfers, IGC conditionally agreed to transfer to American Land 14 acres of land in St. Charles that currently is zoned for commercial use (the "Commercial Parcel") if and when certain conditions were met.  During 1999, these
conditions were satisfied and the land was transferred to American Land.



IGP Group

IGC transferred to IGP Group its entire 99% limited partnership interest and 1% general partner interest in Interstate General Properties Limited Partnership S.E., a Maryland partnership ("IGP") other than the Class B IGP interest transferred to
American Land and the Class C IGP interest transferred to American Housing. IGP's assets and operations include:

1. a 100% partnership interest in LDA, a Puerto Rico special partnership, which holds 267 acres of land in the planned community of Parque Escorial and 540 acres of land in Canovanas;
2. a 50% partnership interest in Escorial Builders Associates S.E.  ("Escorial Builders"), which was engaged in the construction of condominiums in the planned community of Parque Escorial;
3. a 1% interest in El Monte Properties S.E., a Puerto Rico special partnership which owns the El Monte Mall Complex, a 169,000 square foot office complex in San Juan, Puerto Rico;
4. general partner interests in 11 Puerto Rico apartment partnerships; and
5. a limited partnership interest in ELI, S.E. ("ELI"), that shares 48% of the future income generated from a 30 year lease to the State Insurance Fund of the Government of Puerto Rico.



An analysis of the activity in the capital account from December 31, 1996 through October 5, 1998 is as follows (in thousands):

|Balance, December 31, 1996                    | $      20,088
|--------------------------------------------- | -------------
|Net income                                    | 1,394        
|Issuance of warrants                          | 279          
|Cash distributions to IGC                     | (5,745)      
|Balance, December 31, 1997                    | $      16,016
|Net income January 1, 1998 to October 4, 1998 | 1,776        
|Cash distributions to Unitholders of IGC      | (209)        
|Issuance of warrants                          | 268          
|Cash distributions to IGC                     | (163)        
|Balance, October 5, 1998 (a)                  | $      17,688
|                                              |              
|(a)  Contribution from IGC                    |              

Certain general and administrative costs of IGC were allocated to the Company, principally based on IGC's specific identification of individual cost items and otherwise based upon estimated levels of effort devoted by its general and administrative
departments to individual entities or relative measures of size of the entities based on assets or operating profit. Such allocated amounts are included in general and administrative expenses. In the opinion of management, the methods used for allocating
corporate general and administrative expenses and other direct costs are reasonable.

ACPT is a self-managed holding company that is expected to be taxed as a partnership.  The Company is primarily engaged in the investment of rental properties, community development and management services.  These operations are concentrated in the
Washington, D.C. metropolitan area and Puerto Rico.

|(2) | BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|--- | --------------------------------------------------------------------

Consolidation and Presentation

The accompanying consolidated financial statements include the accounts of American Community Properties Trust and its majority owned subsidiaries and partnerships, after eliminating all intercompany transactions.  The financial statements for
periods prior to October 5, 1998 include the accounts of the Predecessor for the operations and assets distributed to ACPT as if the Distribution had occurred prior to January 1, 1997.  All of the entities included in the consolidated financial statements
are hereinafter referred to collectively as the "Company" or "ACPT".  As of December 31, 1999 the consolidated group includes ACPT and its four major subsidiaries, American Rental Properties Trust, American Rental Management Company, American Land
Development U.S., Inc. and IGP Group Corp.  In addition, the consolidated group includes American Housing Management Company, American Housing Properties L.P., St. Charles Community, LLC, Interstate General Properties Limited Partnership, S.E., Land
Development Associates S.E., LDA Group LLC, Lancaster Apartments Limited Partnership, New Forest Apartments General Partnership, Fox Chase Apartments General Partnership, Palmer Apartments Associates Limited Partnership, Headen House Associates Limited
Partnership, Wakefield Terrace Associates Limited Partnership and Wakefield Third Age Associates Limited Partnership.  The Company's investments in its partnerships that it does not control are recorded using the equity method of accounting.  However, the
recognition of losses is limited to the amount of direct or implied financial support.  The assets and liabilities contributed to ACPT were transferred at their cost basis because of affiliate ownership and common management.

Significant Accounting Policies

A summary of the significant accounting policies is as follows:



Sales, Profit Recognition and Cost Capitalization



Community development land sales are recognized at closing only when sufficient down payments have been obtained, possession and other attributes of ownership have been transferred to the buyer, and ACPT has no significant continuing involvement.

The costs of acquiring and developing land are allocated to these assets and charged to cost of sales as the related inventories are sold. ACPT's interest costs related to land assets are allocated to these assets based on their development stage
and relative book value. The portion of interest allocated to land during the development and construction period is capitalized. Remaining interest costs are expensed. ACPT carries rental properties, land and development costs at the lower of cost or net
realizable value.

Quarterly, ACPT evaluates the carrying value of its long-lived assets in accordance with Statement of Financial Accounting Standard ("SFAS") No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of."
In cases where management is holding for sale particular properties, ACPT assesses impairment based on whether the net realizable value (estimated sales price less costs of disposal) of each individual property to be sold is less than the net book value.
A property is considered to be held for sale when ACPT has made the decision to dispose of the property. Otherwise, ACPT assesses impairment of its real estate properties based on whether it is probable that undiscounted future cash flows from each
individual property will be less than its net book value. If a property is impaired, its basis is adjusted to its fair market value.

Management Fees

ACPT records management fees in the period in which services are rendered.

Depreciation and Amortization

Buildings are depreciated over 35 to 40 years using the straight-line method or the double declining method with a mid-life switch to straight-line. Furniture, fixtures and equipment are depreciated over five to seven years using the straight-line
method. Deferred expenses are amortized over the period of estimated benefit using the straight-line method.

Investment in Rental Property Partnerships

ACPT's investment in rental property partnerships consists of long-term receivables, nominal capital contributions, working capital loans and ACPT's share of unconsolidated partnership income and losses. The working capital loans receive priority
distributions from the cash flow generated from the operations of the partnerships. The long-term receivables represent loans to the partnerships for payment of construction and development costs in excess of the project mortgages. Substantially all of
the long-term receivables are non-interest bearing and have been discounted at an effective rate of 14% based on the projected maturity date which will occur upon the refinancing, sale or other disposition of the partnerships' properties. The discount,
which represents deferred sponsor and developer fees, is netted in the combined historical financial statements against the long-term receivables.

Certain partnerships are accumulating cash from operations in excess of the maximum distribution amounts permitted by U.S. Department of Housing and Urban Development ("HUD") and other regulatory authorities. This cash, accumulated in restricted
cash accounts, will be available to pay the long-term receivables due to ACPT and to make cash distributions to ACPT and the limited partners when the partnerships' projects are refinanced or sold.

Pursuant to the partnership agreements, the general partners of the unconsolidated partnerships are prohibited from selling or refinancing the apartment complexes without majority limited partner approval. Due to the absence of control and
non-majority ownership, these partnerships are accounted for under the equity method of accounting.  For those partnerships where control does not exist and IGC had only transferred the beneficial interests, the cost method was employed.

Cash and Cash Equivalents

Cash and cash equivalents include cash on hand, unrestricted deposits with financial institutions and short-term investments with original maturities of three months or less.

Income Taxes

ACPT does not expect to be subject to U.S. income taxes under current law. ACPT's shareholders are expected to be taxed directly on their share of ACPT's income. American Land Development U.S., Inc. and American Rental Management Company are
subject to federal and state tax at the applicable corporate rates. American Rental Properties Trust ("ARPT"), qualified as a real estate investment trust during 1998, but did not meet the ownership requirements in 1999.  Therefore after 1998, ARPT will
be taxed as a U.S. C corporation and will not be allowed to reapply for REIT status until year 2004.  Furthermore, IGP Group, Inc. is subject to Puerto Rico income tax on its Puerto Rico source income.

The combined historical financial statements of ACPT have been presented without effect for income taxes of American Land, American Management and American Rental prior to their start of operations.  The Predecessor was not subject to U.S. income
tax on its U.S. source income.

Earnings Per Share

The earnings per share information presented assumes that the Distribution occurred prior to the years reported.  The weighted average shares outstanding reflects the distribution of one share of ACPT common stock for two IGC Units and a pro rata
number of ACPT shares to IGC's general partners.

The Company adopted SFAS No. 128, "Earnings Per Share" on December 31, 1997.  All prior year earnings per share data have been restated.  This statement requires the computation and reporting of both "basic" and "diluted" earnings per share.  Share
options issued pursuant to the Company's compensation plans and warrants issued to a lender are the only potentially dilutive securities in 1999, 1998 and 1997.  The diluted weighted average shares outstanding for 1999, 1998 and 1997 were 5,192,000,
5,236,000 and 5,204,000, respectively.  There is no dilutive effect on basic earnings per share.  Potentially dilutive options and warrants are described in Note 10.

Comprehensive Income

ACPT has no items of comprehensive income that would require separate reporting in the accompanying consolidated statements of shareholders' equity.



Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.

Impact of Recently Issued Accounting Standards

In June 1998, SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities," was issued.  This statement establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in
other contracts (collectively referred to as derivatives) and for hedging activities.  It requires that an entity recognize all derivatives as either assets or liabilities in the statement of financial position and measure those instruments at fair value.
 If certain conditions are met, a derivative may be specifically designated as (a) a hedge of the exposure to changes in the fair value of a recognized asset or liability or an unrecognized firm commitment, (b) a hedge of the exposure to variable cash
flows of a forecasted transaction, or (c) a hedge of the foreign currency exposure to a net investment in a foreign operation, an unrecognized firm commitment, an available-for-sale security, or a foreign-currency-denominated forecasted transaction.  This
statement is effective for all fiscal quarters of fiscal years beginning after June 15, 1999.  However, during the second quarter of 1999, the FASB deferred the effective date until January 1, 2001.  Although currently ACPT has no derivative instruments,
this statement would apply if derivative instruments were transacted by ACPT in future periods.

|(3) | INVESTMENT IN UNCONSOLIDATED PARTNERSHIPS
|--- | -----------------------------------------

Housing Partnerships

The following information summarizes financial data and principal activities of unconsolidated housing partnerships which the Company accounts for under the equity method. The information is presented to segregate the two projects undergoing
condominium conversion from the operating properties (in thousands).

|                            |            |  | Projects         |  |          
|--------------------------- | ---------- |  | ---------------- |  | ---------
|                            | Operating  |  | Under Condo      |  |          
|                            | Properties |  | Conversion       |  | Total    
|Summary Financial Position: |            |  |                  |  |          
|Total Assets                |            |  |                  |  |          
|December 31, 1999           | $   93,709 |  | $         18,330 |  | $ 112,039
|December 31, 1998           | 98,823     |  | 14,662           |  | 113,485  
|Total Non-Recourse Debt     |            |  |                  |  |          
|December 31, 1999           | 103,935    |  | 17,428           |  | 121,363  
|December 31, 1998           | 107,097    |  | 15,055           |  | 122,152  
|Total Other Liabilities     |            |  |                  |  |          
|December 31, 1999           | 11,003     |  | 4,996            |  | 15,999   
|December 31, 1998           | 10,024     |  | 3,818            |  | 13,842   
|Total Deficit               |            |  |                  |  |          
|December 31, 1999           | (21,229)   |  | (4,094)          |  | (25,323) 
|December 31, 1998           | (18,298)   |  | (4,211)          |  | (22,509) 
|Company's Investment        |            |  |                  |  |          
|December 31, 1999           | 6,655      |  | -                |  | 6,655    
|December 31, 1998           | 7,613      |  | -                |  | 7,613    



|                                                        |             |  | Projects           |  |            
|------------------------------------------------------- | ----------- |  | ------------------ |  | -----------
|                                                        | Operating   |  | Under Condo        |  |            
|                                                        | Properties  |  | Conversion         |  | Total      
|Summary of Operations:                                  |             |  |                    |  |            
|Total Revenue                                           |             |  |                    |  |            
|Year Ended December 31, 1999                            | $   26,993  |  | $           7,087  |  | $   34,080 
|Year Ended December 31, 1998                            | 27,118      |  | 110                |  | 27,228     
|Year Ended December 31, 1997                            | 26,356      |  | 1,557              |  | 27,913     
|Net Income (Loss)                                       |             |  |                    |  |            
|Year Ended December 31, 1999                            | 1,072       |  | 117                |  | 1,189      
|Year Ended December 31, 1998                            | 1,114       |  | (1,985)            |  | (871)      
|Year Ended December 31, 1997                            | 767         |  | (438)              |  | 329        
|Company's recognition of equity in earnings             |             |  |                    |  |            
|and developer fees                                      |             |  |                    |  |            
|Year Ended December 31, 1999                            | 1,026       |  | -                  |  | 1,026      
|Year Ended December 31, 1998                            | 1,084       |  | -                  |  | 1,084      
|Year Ended December 31, 1997                            | 1,417       |  | -                  |  | 1,417      
|                                                        |             |  |                    |  |            
|Summary of Cash Flows:                                  |             |  |                    |  |            
|Cash flows from operating activities                    |             |  |                    |  |            
|Year Ended December 31, 1999                            | $     6,702 |  | $          (3,486) |  | $     3,216
|Year Ended December 31, 1998                            | 5,338       |  | (5,433)            |  | (95)       
|Year Ended December 31, 1997                            | 4,911       |  | (1,499)            |  | 3,412      
|Company's share of cash flows from operating activities |             |  |                    |  |            
|Year Ended December 31, 1999                            | 2,383       |  | (1,743)            |  | 640        
|Year Ended December 31, 1998                            | 1,852       |  | (2,717)            |  | (865)      
|Year Ended December 31, 1997                            | 1,801       |  | (750)              |  | 1,051      
|Operating cash distributions                            |             |  |                    |  |            
|Year Ended December 31, 1999                            | 4,110       |  | -                  |  | 4,110      
|Year Ended December 31, 1998                            | 5,309       |  | -                  |  | 5,309      
|Year Ended December 31, 1997                            | 1,355       |  | 9,292              |  | 10,647     
|Company's share of operating cash distributions         |             |  |                    |  |            
|Year Ended December 31, 1999                            | 2,076       |  | -                  |  | 2,076      
|Year Ended December 31, 1998                            | 1,795       |  | -                  |  | 1,795      
|Year Ended December 31, 1997                            | 509         |  | 4,646              |  | 5,155      

The unconsolidated rental properties partnerships as of December 31, 1999 include 15 partnerships owning 3,767 rental units in 18 apartment complexes and two partnerships owning two complexes consisting of 308 of the 392 units converted to
condominiums.  These complexes are owned by Alturas Del Senorial Associates Limited Partnership, Bannister Associates Limited Partnership, Bayamon Gardens Associates Limited Partnership, Brookside Gardens Limited Partnership, Carolina Associates Limited
Partnership, Colinas de San Juan Associates Limited Partnership, Crossland Associates Limited Partnership, Essex Apartments Associates Limited Partnership, Huntington Associates Limited Partnership, Jardines de Caparra Associates Limited Partnership,
Lakeside Apartments Limited Partnership, Monserrate Associates Limited Partnership, Monte de Oro Associates Limited Partnership, New Center Associates Limited Partnership, San Anton Associates Limited Partnership, Turabo Limited Dividend Partnership and
Valle del Sol Limited Partnership.  The Company holds a general partner interest in these partnerships and generally shares in zero to 5% of profits, losses and cash flow from operations until such time as the limited partners have received cash
distributions equal to their capital contributions.  Thereafter, the Company generally shares in 50% of cash distributions from operations.  Pursuant to the partnership agreements, the general partners of the unconsolidated partnerships are prohibited
from selling or refinancing the apartment complexes without majority limited partner approval.  Due to the absence of control and non-majority ownership, these partnerships are accounted for under the equity method of accounting.

During 1997, the rental complexes owned by Monte de Oro and New Center were refinanced to provide distributions to their partners and funds to convert the rental units into condominiums.  Rental revenues started to decline in 1997 as the units were
vacated in preparation for conversion.  The construction is completed and, as of December 31, 1999, 84 sales have closed.  The remaining condominiums are under contract for sale.

Homebuilding Joint Venture

The Company holds a 50% joint venture interest in Escorial Builders S.E. ("Escorial Builders").  Escorial Builders was formed in 1995 to purchase lots from the Company and construct homes for resale.  It purchased land to construct 118 units in
1997 and land to construct 98 units in 1996. The profit on these lots was deferred until sold by Escorial Builders to a third party.  As of December 31, 1999, all of the homes were sold to third parties.  The Company's share of the income and its
investment are included with ACPT's assets related to homebuilding in the accompanying consolidated financial statements.  The following tables summarize Escorial Builders' financial information (in thousands):

|SUMMARY OF FINANCIAL POSITION:                           |                    |  |                   |  |             
|-------------------------------------------------------- | ------------------ |  | ----------------- |  | ------------
|                                                         |                    |  |                   |  |             
|                                                         | As of December 31, |  |                  
|                                                         | 1999               |  | 1998              |  |             
|                                                         |                    |  |                   |  |             
|Total assets                                             | $            316   |  | $           9,396 |  |             
|Total liabilities                                        | 30                 |  | 7,107             |  |             
|Total equity                                             | 286                |  | 2,289             |  |             
|Company's investment                                     | 143                |  | 1,145             |  |             
|                                                         |                    |  |                   |  |             
|                                                         |                    |  |                   |  |             
|SUMMARY OF OPERATIONS:                                   |                    |  |                   |  |             
|                                                         |                    |  |                   |  |             
|                                                         | For the Year Ended
|                                                         | 1999               |  | 1998              |  | 1997        
|                                                         |                    |  |                   |  |             
|Total revenue                                            | $       11,152     |  | $         12,324  |  | $      2,491
|Net income                                               | 746                |  | 1,107             |  | 183         
|Company's recognition of equity  in earnings             | 373                |  | 554               |  | 92          
|                                                         |                    |  |                   |  |             
|                                                         |                    |  |                   |  |             
|SUMMARY OF OPERATING CASH FLOWS:                         |                    |  |                   |  |             
|                                                         |                    |  |                   |  |             
|                                                         | For the Year Ended
|                                                         | 1999               |  | 1998              |  | 1997        
|                                                         |                    |  |                   |  |             
|Cash flow from operating  activities                     | $         8,586    |  | $           5,043 |  | $    (7,119)
|Company's share of cash flows  from operating activities | 4,293              |  | 2,521             |  | (3,600)     
|Operating cash distributions                             | 2,750              |  | -                 |  | -           
|Company's share of operating cash  distributions         | 1,375              |  | -                 |  | -           

Commercial Land Lease Partnership

In December 1998, the Company obtained a limited partner interest in ELI, S.E. ("ELI"), a partnership formed for the purpose of constructing a building to lease to the State Insurance Fund of the Government of Puerto Rico.  ACPT contributed the
land in exchange for 48% of future income generated by the thirty-year lease of the building and $700,000.  The building is expected to be ready for occupancy in the summer of 2000.  The following tables summarize ELI's financial information (in thousands):

|SUMMARY OF FINANCIAL POSITION:                           |                    |  |                      |  |                
|-------------------------------------------------------- | ------------------ |  | -------------------- |  | ---------------
|                                                         |                    |  |                      |  |                
|                                                         | As of December 31, |  |                     
|                                                         | 1999               |  | 1998                 |  |                
|                                                         |                    |  |                      |  |                
|Total assets                                             | $      31,188      |  | $         31,475     |  |                
|Total liabilities                                        | 27,675             |  | 27,482               |  |                
|Total equity                                             | 3,513              |  | 3,993                |  |                
|Company's investment                                     | 4,996              |  | 4,535                |  |                
|                                                         |                    |  |                      |  |                
|                                                         |                    |  |                      |  |                
|SUMMARY OF OPERATIONS:                                   |                    |  |                      |  |                
|                                                         |                    |  |                      |  |                
|                                                         | For the Year Ended
|                                                         | 1999               |  | 1998                 |  | 1997           
|                                                         |                    |  |                      |  |                
|Total revenue                                            | $               -  |  | $                  - |  | $             -
|Net loss                                                 | (7)                |  | (7)                  |  | -              
|Company's recognition of equity  in losses               | (3)                |  | (3)                  |  | -              
|                                                         |                    |  |                      |  |                
|                                                         |                    |  |                      |  |                
|SUMMARY OF OPERATING CASH FLOWS:                         |                    |  |                      |  |                
|                                                         |                    |  |                      |  |                
|                                                         | For the Year Ended
|                                                         | 1999               |  | 1998                 |  | 1997           
|                                                         |                    |  |                      |  |                
|Cash flow from operating  activities                     | $     (12,365)     |  | $         (9,482)    |  | $             -
|Company's share of cash flows  from operating activities | (4,946)            |  | (3,793)              |  | -              
|Operating cash distributions                             | 480                |  | -                    |  | -              
|Company's share of operating cash  distributions (a)     | 396                |  | -                    |  | -              









|(4) | DEBT
|--- | ----

The Company's outstanding debt is collateralized primarily by land, land improvements, receivables, investment properties, investments in partnerships, and rental properties.  The following table summarizes the indebtedness of the Company at
December 31, 1999 and 1998 (in thousands):

|                                  | Maturity  |  | Interest  |       |  | Outstanding As Of
|--------------------------------- | --------- |  | --------- | ----- |  | -----------------
|                                  | Dates     |  | Rates (a) |       |  | December 31,     
|                                  | From/To   |  | From/To   |       |  | 1999             
|Related to community development: |           |  |           |       |  |                  
|Recourse debt                     | Demand/   |  | P+1%/     | (b,c) |  | $    42,497      
|                                  | 08-02-09  |  | 10.0%     |       |  |                  
|Related to investment properties: |           |  |           |       |  |                  
|Recourse debt                     | Demand    |  | 8.59%     | (d)   |  | 882              
|Non-recourse debt                 | 10-01-19/ |  | 6.85%/    |       |  | 38,188           
|                                  | 10-01-28  |  | 8.5%      |       |  |                  
|General:                          |           |  |           |       |  |                  
|Recourse debt                     | 04-01-00/ |  | 9.00%/    |       |  | 376              
|                                  | 04-01-04  |  | 18.5%     |       |  |                  
|Total debt                        |           |  |           |       |  | $    81,943      



ACPT's loans contain various financial, cross-collateral, cross-default, technical and restrictive provisions; the most significant of which requires the Company and IGC together to maintain a ratio of combined aggregate liabilities to combined
tangible net worth of no greater than three to one and seven and a half to one for the Company by itself.  The material negative covenants require ACPT to obtain prior approval before incurring any liens on its assets or incurring any additional
indebtedness.  ACPT is prohibited from making distributions in excess of the minimum distributions required by ACPT's Declaration of Trust without prior lender approval.  Lender approval is also required prior to LDA making cash distributions in excess of
distributions to pay income taxes on LDA generated taxable income unless certain cash flow conditions exist that provide adequate working capital for debt service and operations for the following twelve months.  Lender approval is required prior to ACPT
making any guarantee or loan out of the normal course of business.  ACPT is prohibited from selling or disposing substantially all of its assets outside the ordinary course of business or entering into any significant new line of business.  LDA may not
enter into any transaction with any affiliate out of the normal course of business and for terms less favorable than would be obtained in an arm's-length transaction without prior lender approval.  Prior approval is also required for any change in the
ownership of LDA, any amendments to LDA's partnership agreement, or any merger, reorganization or acquisition of LDA.

As of December 31, 1999, the $42,497,000 of recourse debt related to community development assets is fully collateralized by substantially all of the community development assets.  Approximately $14,975,000 of this amount is further secured by
investments in apartment rental partnerships.

As of December 31, 1999, recourse investment property debt is secured by cash receipts received by the Company pursuant to the terms of a sales contract.  The non-recourse investment properties debt is collateralized by apartment projects and
secured by the Federal Housing Administration ("FHA") or the Maryland Housing Fund.  Mortgage notes payable of $6,972,000 have stated interest rates of 7.5% and 7.75%; however, after deducting interest subsidies provided by HUD, the effective interest
rate over the life of the loans is 1%.

ACPT's weighted average interest rate during 1999 on its variable rate debt was 10.27%.

The stated maturities (assuming no accelerations) of ACPT's indebtedness at December 31, 1999 are as follows (in thousands):

| | 2000       |  | $  14,316
| | ---------- |  | ---------
| | 2001       |  | 3,637    
| | 2002       |  | 13,363   
| | 2003       |  | 3,755    
| | 2004       |  | 3,769    
| | Thereafter |  | 43,103   
| |            |  | $  81,943

The interest costs incurred were accounted for as follows (in thousands):

| |             |  | December 31,
| | ----------- |  | ------------
| |             |  | 1999        
| |             |  |             
| | Expensed    |  | $     4,183 
| | Capitalized |  | 3,002       
| |             |  | $     7,185 

|(5) | COMMITMENTS AND CONTINGENT LIABILITIES
|--- | --------------------------------------

As of December 31, 1999, ACPT is guarantor of $4,546,000 of letters of credit and surety bonds for land development completion.

ACPT entered into a consulting and retirement compensation agreement with IGC's founder and Chief Executive Officer, James J. Wilson, effective October 5, 1998 (the "Consulting Agreement"). The Consulting Agreement provides for annual cash payments
during the first two years of $500,000 and annual cash payments for eight years thereafter of $200,000.

During 1997, two substantially debt free complexes owned by two unconsolidated partnerships were refinanced to provide condominium conversion construction funds and distributions to their owners.  The Company guaranteed these loans, which cannot
exceed $24,900,000.  In January 1998, two additional residential rental properties owned by separate unconsolidated partnerships, were refinanced with Firstbank of Puerto Rico.  The Company guaranteed these loans which amount to $10,000,000.  The new
mortgage loans mature concurrently with the housing assistance payment contracts, at which time the Company expects to refinance the mortgages and obtain a five year extension with HUD to continue operating the projects as subsidized rental properties.

On February 24, 2000, an officer of the Company was named as a defendant in a claim alleging destruction and defacement of property in relation to the construction of a county road in Charles County.  The claim consists of three counts.  Counts one
and two seek judgment rulings for $10,000,000 in compensatory and $10,000,000 in punitive damages from each defendant and count three seeks an easement and right of way to the county road.  The actions performed, which are directly related to the filing
of this claim were completed by St. Charles Community, LLC, a subsidiary of ACPT.  In addition to an officer of the Company, IGC and one of its officers were also specifically named as defendants in the claim.  As part of the restructure, any liability
suffered by IGC or previous officers that result from actions undertaken by ACPT will be covered by an indemnification from ACPT.  Based on advice of counsel, the Company believes that an offer to convey the easement and right of way would satisfy the
Plaintiff's and result in little or no economic loss.  Although the management of both companies intend to vigorously defend themselves against these allegations, there can be no guarantee they will be successful.

On November 17, 1997, Nissan Auto, Inc., filed a claim in the Superior Court of San Juan, Puerto Rico against the Company and eighteen other parties.  The charges stem from the construction of the overpass which goes directly into the Parque
Escorial Development.  Nissan Auto alleges that the construction material and heavy equipment blocked the entrances to their business causing irreparable damages.  In addition to that, they allege that the construction was extended in time and that
aggravated the situation.  The plaintiffs are asking for $2,000,000 in compensatory damages for lost business, additional damages not to be determined until the problem is cured and $120,000 for other damages and costs.  On February 11, 2000, IGP filed a
suit in the Superior Court of San Juan, Puerto Rico adding General Accident Insurance Company and Royal Insurance Company, IGP's insurance companies, as third party defendants to the suit.

Wal-Mart Puerto Rico, Inc. ("Wal-Mart") filed suit against the Company regarding a construction contract dispute.  Wal-Mart appointed a construction manager responsible for the oversite of the construction.  The actual construction costs exceeded
the contract amount.  Both parties claim that their maximum share of the total cost was limited and the other party is responsible for any costs that exceeded the agreed upon amount.  As a good faith gesture, the Company paid the construction contractor
$600,000 of the disputed costs.  An additional $400,000-$500,000 of costs are unpaid.  A status conference was held on September 20, 1999 where the judge granted an additional term of sixty days to end discovery.  Another status conference was held
January 14, 2000.  We are now concentrating in the discovery that is necessary.

In the normal course of business, ACPT is involved in various pending or unasserted claims.  In the opinion of management, these will not have a material impact on the financial condition or future operations of ACPT.



|(6) | LEASES
|--- | ------

ACPT operates certain property and equipment under leases, some with purchase options that expire at various dates through 2005.  ACPT is also obligated under several non-cancelable operating leases for office space and equipment.  Future minimum
lease payments are as follows (in thousands):

| |                                   |  | Operating   |  | Capitalized 
| | --------------------------------- |  | ----------- |  | ------------
| |                                   |  | Leases      |  | Leases      
| |                                   |  |             |  |             
| | 2000                              |  | $       397 |  | $         96
| | 2001                              |  | 312         |  | 73          
| | 2002                              |  | 161         |  | 63          
| | 2003                              |  | 152         |  | 41          
| | 2004                              |  | 151         |  | 26          
| | Thereafter                        |  | 230         |  | -           
| | Total minimum lease payments      |  | $     1,403 |  | $       299 
| | Less amount representing interest |  |             |  | 45          
| | Present value of lease payments   |  |             |  | $       254 

Rental expense under non-cancelable operating leases was $404,000 in 1999, $415,000 in 1998 and $417,000 in 1997 and is included in general and administrative expenses in the accompanying consolidated statements of income.

|(7) | RELATED PARTY TRANSACTIONS
|--- | --------------------------

ACPT, certain officers and trustees of ACPT, IGC and a general partner of IGC, Interstate Business Corporation ("IBC"), have ownership interests in various entities that conduct business with the Company.  The financial impact of the related party
transactions on the accompanying consolidated financial statements are reflected below (in thousands):

|CONSOLIDATED STATEMENTS OF INCOME:                  |      |  | Years Ended December 31,
|--------------------------------------------------- | ---- |  | ------------------------
|                                                    |      |  | 1999                    
|Community Development - Land Sales (A)              |      |  |                         
|IGC                                                 |      |  | $       -               
|Homebuilding joint venture                          |      |  | 1,577                   
|Affiliate of IBC, general partner of IGC, and James |      |  |                         
|Michael Wilson, trustee and former IGC director     | (A2) |  | -                       
|                                                    |      |  | $ 1,577                 
|Cost of Land Sales                                  |      |  |                         
|IGC                                                 |      |  | $       -               
|Homebuilding joint venture                          |      |  | 1,319                   
|Affiliate of IBC, general partner of IGC, and James |      |  |                         
|Michael Wilson, trustee and former IGC director     | (A2) |  | -                       
|                                                    |      |  | $ 1,319                 



|                                                                              |          |     | Years Ended December 31,
|----------------------------------------------------------------------------- | -------- | --- | ------------------------
|                                                                              |          |     | 1999                    
|Management and Other Fees (B)                                                 |          |     |                         
|Unconsolidated subsidiaries                                                   |          |     | $ 2,018                 
|Affiliate of IBC, general partner of IGC                                      | (B1)     |     | 385                     
|Affiliate of James Michael Wilson, trustee, former IGC director, Thomas       |          |     |                         
|B. Wilson, trustee and former IGC director, and James J. Wilson, IGC director |          | 161 |                         
|Affiliate of James Michael Wilson, trustee and former IGC director, Thomas    |          |     |                         
|B. Wilson, trustee and former IGC director, James J. Wilson, IGC director,    |          |     |                         
|and an Affiliate of IBC, general partner of IGC                               |          |     | 66                      
|                                                                              |          |     | $ 2,630                 
|Interest and Other Income                                                     |          |     |                         
|Unconsolidated subsidiaries                                                   |          |     | $    232                
|Affiliate of IGC former director                                              |          |     | 296                     
|Affiliate of IBC, general partner of IGC                                      |          |     | -                       
|Affiliate of Thomas B. Wilson, trustee and former IGC director                |          |     | -                       
|                                                                              |          |     | $    528                
|General and Administrative Expense                                            |          |     |                         
|Affiliate of IBC, general partner of IGC                                      | (C1)     |     | $    310                
|Reserve additions and other write-offs-                                       |          |     |                         
|Affiliate of IBC, general partner of IGC                                      | (B2, B3) |     | -                       
|Affiliate of IGC former director                                              | (A1)     |     | -                       
|Affiliate of Thomas B. Wilson, trustee and former IGC director                |          |     | -                       
|Unconsolidated subsidiaries                                                   | (B3)     |     | 34                      
|Reimbursement to Affiliate of Thomas B. Wilson, trustee and                   |          |     |                         
|former IGC director                                                           |          |     | 164                     
|Reimbursement to IBC for ACPT's share of  J. Michael Wilson's salary          |          |     | 90                      
|Reimbursement of administrative costs-IGC                                     | (C6)     |     | (184)                   
|James J. Wilson, IGC director                                                 | (C3,C5)  |     | 500                     
|                                                                              |          |     | $    914                
|Interest Expense                                                              |          |     |                         
|Unconsolidated subsidiaries                                                   |          |     | $      17               
|IGC                                                                           | (C4)     |     | 254                     
|IBC, general partner of IGC                                                   |          |     | -                       
|                                                                              |          |     | $    271                





|CONSOLIDATED BALANCE SHEETS:                 |              |      |                 |   |                |     |                   |      
|-------------------------------------------- | ------------ | ---- | --------------- | - | -------------- | --- | ----------------- | -----
|                                             |              |      |                 |   | Increase       |     |                   |      
|                                             |              |      | Balance         |   | (Decrease)     |     | Balance           |      
|                                             |              |      | December 31,    |   | in Reserves    |     | December 31,      |      
|                                             |              |      | 1999            |   | 1999           |     | 1998              |      
|Assets Related to Rental Properties          |              |      |                 |   |                |     |                   |      
|Receivables, all unsecured and due           |              |      |                 |   |                |     |                   |      
|on demand-                                   |              |      |                 |   |                |     |                   |      
|Unconsolidated subsidiaries                  |              |      | $       3,943   |   | $           34 |     | $         2,575   |      
|Affiliate of IBC, general partner of IGC     |              | 91   |                 | - |                | 126 |                   | (110)
|Affiliate of James Michael Wilson, trustee,  |              |      |                 |   |                |     |                   |      
|former IGC director and James J. Wilson,     |              |      |                 |   |                |     |                   |      
|IGC director                                 |              |      | 25              |   | -              |     | 39                |      
|                                             |              |      | $       4,059   |   | $           34 |     | $         2,740   |      
|                                             |              |      |                 |   |                |     |                   |      
|Assets Related to Community Development      |              |      |                 |   |                |     |                   |      
|Notes receivable and accrued interest-       |              |      |                 |   |                |     |                   |      
|Affiliate of a former IGC director,          | Interest 10% |      |                 |   |                |     |                   |      
|secured by land                              | payments     |      |                 |   |                |     |                   |      
|                                             | per month    |      |                 |   |                |     |                   |      
|                                             | $27,000,     |      |                 |   |                |     |                   |      
|                                             | matured      |      |                 |   |                |     |                   |      
|                                             | September 1, |      |                 |   |                |     |                   |      
|                                             | 1999         | (A1) | $             - |   | $           -  |     | $         1,970   |      
|                                             |              |      |                 |   |                |     |                   |      
|Other Assets                                 |              |      |                 |   |                |     |                   |      
|Receivables - All unsecured                  |              |      |                 |   |                |     |                   |      
|Affiliate of IBC, general partner            | demand       |      |                 |   |                |     |                   |      
|of IGC, and Thomas B. Wilson                 |              |      |                 |   |                |     |                   |      
|trustee, former IGC director                 |              |      | $            77 |   | $           -  |     | $              20 |      
|IBC, general partner of IGC                  | demand       |      | -               |   | -              |     | 32                |      
|IGC                                          |              |      | 29              |   | -              |     | 99                |      
|                                             |              |      | $          106  |   | $           -  |     | $            151  |      
|                                             |              |      |                 |   |                |     |                   |      
|Liabilities Related to Community Development |              |      |                 |   |                |     |                   |      
|Notes payable                                |              |      |                 |   |                |     |                   |      
|IGC                                          |              | (C4) | $       8,154   |   | $           -  |     | $         7,500   |      
|                                             |              |      |                 |   |                |     |                   |      
|Accounts payable                             |              |      |                 |   |                |     |                   |      
|Whitman, Requardt                            |              | (C2) | $          188  |   | $           -  |     | $            139  |      
|                                             |              |      |                 |   |                |     |                   |      
|Due to Affiliate                             |              | (C7) | $       2,302   |   | $           -  |     | $         2,188   |      
|                                             |              |      |                 |   |                |     |                   |      
|Other Liabilities                            |              |      |                 |   |                |     |                   |      
|IBC, general partner of IGC                  |              |      | $          125  |   | $           -  |     | $               - |      
|Affiliate of IBC, general partner of IGC     |              | 100  |                 | - |                | 61  |                   | -    
|Affiliate of IBC, general partner of IGC,    |              |      |                 |   |                |     |                   |      
|and Thomas B. Wilson trustee, former         |              |      |                 |   |                |     |                   |      
|IGC director                                 |              |      | 37              |   | -              |     | 15                |      
|Affiliate of James Michael Wilson, trustee,  |              |      |                 |   |                |     |                   |      
|Former IGC director and James J. Wilson,     |              |      |                 |   |                |     |                   |      
|IGC director                                 |              |      | 6               |   | -              |     | 32                |      
|                                             |              |      | $          268  |   | $           -  |     | $            108  |      



(A)		Land Sales

The Company sells land to affiliates and non-affiliates on similar terms.  The sales prices to affiliates are based on third party appraisals, payable in cash or a combination of a 20% cash down payment and a note for the balance.  The notes
receivable are secured by deeds of trust on the land sold, and bear an interest rate equal to that charged at that time for land sales.  The notes mature in one year or mature in five or less years with annual amortizations.  As circumstances dictate, the
maturity dates and repayment terms of the notes receivable from affiliates or non-affiliates have been modified.  Any sales transactions that vary from these terms are described below:



|       |                                                                                                                                                                                                                                 
|------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1)(2) | On June 30, 1997, the Company sold 374 acres to an affiliate of IBC for $3,000,000 and recognized a profit of $1,311,000.  As payment for this parcel, the Company received a 20% down payment and assumption of a note payable.

(B)		Management and Other Services

The Company provides management and other support services to its unconsolidated subsidiaries and other related entities in the normal course of business.  These fees are typically collected on a monthly basis, one month in arrears.  These
receivables are unsecured and due on demand.  Certain partnerships experiencing cash shortfalls have not paid timely.  These receivable balances are reserved until satisfied or the prospect of collectibility improves.  Decreases to the reserves for other
than routine cash payments are discussed below:



|(1) | During the second quarter of 1997, an affiliate of IBC purchased the management fees receivable of $190,000 due from Chastleton, Coachman's, Rolling Hills, and Village Lake for a cash payment of $190,000.  The collection of
these receivables had previously been questionable and they had been fully reserved.  This transaction resulted in income recognition of $190,000.
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | During the third quarter of 1998, an affiliate of IBC guaranteed the payment of management fees due from Chastleton, Coachman's, Rolling Hills and Village Lake.  The collection of these fees had previously been questionable
and they had been fully reserved.                                                                                                                 
|(3) | The collectibility of management fee receivables is evaluated quarterly.  Any increase or decrease in the reserves is reflected accordingly as additional expenses or recovery of such expenses.                                                                                                                                                                                  

(C)	OTHER

Other transactions with related parties are as follows:



|(1) | The Company rents executive office space and other property from affiliates both in the United States and Puerto Rico pursuant to leases that expire through 2005.  In management's opinion, all leases with affiliated persons
are on terms generally available from unaffiliated persons for comparable property.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------





|(2) | Thomas J. Shafer became a director of IGMC and a trustee of ACPT in 1998 after his retirement from Whitman, Requardt, where he was a Senior Partner.  Whitman, Requardt provides engineering services to ACPT.  In management's
opinion, services performed are on terms available to other clients.                                                                                                                                                                                         
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(3) | James J. Wilson, as a former partner of IGP, was entitled to priority distributions made by each housing partnership in which IGP is the general partner up until the Distribution Date.  If IGP received a distribution which
represents 1% or less of a partnership's total distribution, Mr. Wilson received the entire distribution.  If IGP received a distribution which represents more than 1% of a partnership's total distribution, Mr. Wilson received the first 1% of such total.
|(4) | Pursuant to the terms of IGC's restructuring, IGC retained a note receivable due from LDA.  In addition to the portion of interest incurred on this note payable to IGC that was expensed, interest costs of $414,000 and
$500,000 were allocated to land development and capitalized in the years ended 1999 and 1998, respectively.                                                                                                                                                        
|(5) | Fees paid to James J. Wilson pursuant to a consulting and retirement agreement.  Effective October 5, 1998, the consulting agreement provides for annual cash payments for the first two years of $500,000 and annual cash
payments for eight years thereafter of $200,000.  At Mr. Wilson's request, these payments are made to IGC.                                                                                                                                                        
|(6) | During the transition period after the Distribution, the Company provided land development, accounting, tax, human resources, payroll processing and other miscellaneous administrative support services to IGC.  After the
transition period, ACPT has agreed to continue to provide human resources, payroll processing and tax services to IGC on a cost reimbursement basis.                                                                                                             
|(7) | Reflects ACPT's obligation to reimburse IGC for the taxes that were generated by Puerto Rico source income prior to the Distribution date.  This obligation accompanied the Puerto Rico assets that were transferred to ACPT
during IGC's restructuring.                                                                                                                                                                                                                                     

|(8) | PURCHASE OF MINORITY INTEREST IN LDA
|--- | ------------------------------------

On July 30, 1998, the Company redeemed the 20% minority interest in Land Development Associates S.E. ("LDA") from an outside partner for $3,100,000 and assumed a $472,000 deferred tax obligation.  LDA also repaid a $2,400,000 note due to an
affiliate of this unrelated partner.  This transaction was financed with a $5,600,000 loan from a commercial bank.  The loan bears interest at prime plus 1%, matures on June 30, 2000 and is collateralized by an assignment of the 20% partnership interest
in LDA and a second mortgage on Parque El Comandante land held by LDA.  The Company employed the purchase method of accounting for this transaction.

|(9) | PUERTO RICO EXPROPRIATION
|--- | -------------------------

During the third quarter of 1998, a Puerto Rico government agency expropriated 52 cuerdas located in Parque El Comandante and deposited $783,000 into an account for the Company.  The Company believes that the market value is significantly higher
and therefore has begun the appeal process to increase payment received to the land's current market price.  As a result, during the third quarter the basis of the land was removed from inventory but no corresponding income or loss was recorded.  This
transaction will be recorded as a sale in the period that the Company and the government agree upon the fair market value of this property.  In January 2000, the Puerto Rico Highway Authority agreed to update their appraisal.



|(10) | OPTIONS, APPRECIATION RIGHTS AND WARRANTS
|---- | -----------------------------------------

ACPT adopted an employee share incentive plan (the "Share Incentive Plan") and a Trustees share incentive plan (the "Trustee Share Plan") to provide for share-based incentive compensation for officers, key employees and Trustees.

Under the Share Incentive Plan, the Compensation Committee of the Board of Trustees (the "Compensation Committee") may grant to key employees the following types of share-based incentive compensation awards ("Awards") (i) options to purchase a
specified number of shares ("Options"), (ii) forfeitable shares that vest upon the occurrence of certain vesting criteria ("Restricted Shares"), or (iii) Share Appreciation Rights ("Rights") that entitle the holder to receive upon exercise an amount
payable in cash, shares or other property (or any combination of the foregoing) equal to the difference between the market value of shares and a base price fixed on the date of grant.  A total of 208,000 shares have been reserved for issuance under the
Share Incentive Plan.

The Share Incentive Plan authorizes the Compensation Committee to determine the exercise price and manner of payment for Options and the base price for Rights.  The Compensation Committee also is authorized to determine the duration and vesting
criteria for Awards, including whether vesting will be accelerated upon a change in control of ACPT.

Rights of key employees under Awards are not transferable other than to immediate family members or by will or the laws of intestate succession.

The Trustee Share Plan authorizes the Board of Trustees, in its discretion, to grant to eligible Trustees awards of the same types and terms of Awards as provided under the Share Incentive Plan.  Only Trustees who are not employees of ACPT or any
affiliated company are eligible to receive Awards under the Trustee Share Plan.  A total of 52,000 shares have been reserved for issuance under the Trustee Share Plan.

Certain employees held options and incentive rights granted by the Predecessor.  Pursuant to the terms of the restructure, the exercise price of the options and the base price of the rights were allocated between the Predecessor and ACPT based on
their average closing prices for twenty days after they began trading independently.  As a result, in 1998 the Company granted options and incentive rights solely to separate the existing benefits into two parts.  The awards were not adjusted in any other
manner so as to provide additional compensation or reduce the employees' benefit.  During 1999, the Company assumed the obligation from an affiliated company, Equus, of certain options and rights granted an executive officer, Carlos Rodriguez, while he
was an employee of the Predecessor.  Mr. Rodriguez transferred to an affiliated company in 1998 and then returned to the Company to head up the Puerto Rico operations when that position became available in 1999.

Options

As a result of the restructuring in 1998, the Company issued 8,200 Options to employees that held IGC options, all of which expired during 1999.  In addition, 3,000 options are outstanding.  Each option entitles the employee to purchase one ACPT
share and .8145 Equus Unit for an exercise price of $6.52 and expire on August 1, 2001.  The Company's management determined that the fair value of these options is not material to the financial statements.



Share Appreciation Rights

As of December 31, 1999, the dates that the 55,300 share appreciation rights become exercisable and their expiration dates are as follows:

| |                        |  | Rights Expiring
| | ---------------------- |  | ---------------
| |                        |  | May 15,        
| | Rights Exercisable at: |  | 2004           
| |                        |  |                
| | December 31, 1999      |  | 30,300         
| | August 13, 2000        |  |                
| | August 13, 2001        |  |                
| | August 13, 2002        |  |                
| |                        |  | 30,300         

During 1997, the Company recognized $105,000 of compensation expense in connection with the outstanding rights.  During 1998, $85,000 of this expense incurred by the Predecessor and ACPT was recovered due to a decline in the market price of the
Predecessor's units and the Company's shares.  During 1999, the market price remained lower than the base price and, therefore, no expense was recognized during the year.

Warrants

Pursuant to the terms of the restructure and the Banc One loan agreement, ACPT issued 112,500 warrants to Banc One to replace the 225,000 warrants issued by the Predecessor.  These warrants have an exercise price of $6.10 per warrant.  An
additional 37,500 warrants bearing an exercise price of $5.0345 were issued in 1999.  The warrants were valued using the Black Sholes method upon issuance.  These warrants have been recorded at their fair value of $430,000, net of amortization of
$102,000.  For each year the loan remains outstanding, the Company must grant Banc One an additional 37,500 warrants to purchase 37,500 common shares of ACPT.  The future warrants will bear an exercise price at the lesser of $6.10 or the average price of
the issued shares during the twenty days immediately preceding the grant date.  All warrants expire at the latter of July 31, 2002 or four years after the loan has been paid in full.

|(11) | RETIREMENT AND PROFIT SHARING PLANS
|---- | -----------------------------------

ACPT assumed all of IGC's obligations under the IGC Retirement Plan for the ACPT employees and in 1998 established its own retirement plan (the "Retirement Plan").  Employees are eligible to participate in the Retirement Plan when they have
completed a minimum employment period of 1,000 hours.  The Retirement Plan is a defined contribution plan which provides for contributions by ACPT for the accounts of eligible employees in amounts equal to 4% of base salaries and wages not in excess of
the U.S. Social Security taxable wage base, and 8% of salaries (limited to $160,000) that exceed that wage base.  Eligible employees also may make voluntary contributions to their accounts and self direct the investment of their account balances in
various investment funds offered under the plan.  The Retirement Plan also contains a profit sharing provision that allows the Company to make cash awards to selected employees, a portion of which is contributed to the Retirement Plan.  Contributions to
the Retirement Plan were $271,000 and $53,000 in 1999 and 1998, respectively.  Prior to October 5, 1998, ACPT's employees participated in IGC's plan.





|(12) | INCOME TAXES
|---- | ------------

American Management and American Land are subject to federal and state income tax.  Due to the loss of REIT status by American Rental on July 1, 1999, American Rental became subject to federal and state income tax effective January 1, 1999.  As a
U.S. Company doing business in Puerto Rico, ACPT is subject to Puerto Rico income tax on its Puerto Rico based income.  Therefore, the calculation below for the provision for income taxes includes only income from American Management, American Land,
American Rental and Puerto Rico source income.  The following table reconciles the effective rate (in thousands, except amounts in %):

|                                   |         | December 31,
|---------------------------------- | ------- | ------------
|                                   |         | 1999        
|                                   |         |             
|                                   |         | Amount      
|                                   |         |             
|Taxes at statutory U.S. federal    |         |             
|income tax rate                    |         | $   1,757   
|Income taxed directly              |         |             
|to partners                        |         | -           
|State income taxes, net of         |         |             
|federal tax benefit                |         | 32          
|Income only subject to             |         |             
|foreign tax                        |         | (288)       
|Tax effect of change in tax status | (1,539) |             
|Spin-off costs, permanent          |         |             
|differences and other              |         | 56          
|                                   |         | $        18 





The provision for income taxes includes the following components (in thousands):

|              |  | Years Ended December 31,
|------------- |  | ------------------------
|              |  | 1999                    
|              |  |                         
|Current:      |  |                         
|United States |  | $         286           
|Puerto Rico   |  | 1,617                   
|              |  | 1,903                   
|              |  |                         
|Deferred:     |  |                         
|United States |  | (1,713)                 
|Puerto Rico   |  | (172)                   
|              |  | (1,885)                 
|              |  | $          18           





The components of deferred taxes payable include the following:

|                                                                                      |  | At December 31,
|------------------------------------------------------------------------------------- |  | ---------------
|                                                                                      |  | 1999           
|                                                                                      |  | (In thousands) 
|                                                                                      |  |                
|Tax on amortization of deferred income related to long-term                           |  |                
|Receivables from partnerships operating in Puerto Rico                                |  | $       520    
|Receivables from partnerships operating in United States                              |  | 373            
|Tax on equity in earnings of partnerships operating in Puerto Rico                    |  | 436            
|Tax benefit on equity in earnings of partnerships operating in United States          |  | (1,335)        
|Tax on land development costs capitalized for book purposes but                       |  |                
|Deducted currently for tax purposes                                                   |  | 1,470          
|Difference in Puerto Rico commercial venture                                          |  | 626            
|Tax on interest income, payable when collected                                        |  | 545            
|Tax benefit on sale to related party deferred for book purposes but currently taxable |  | -              
|Tax on collection of note receivable                                                  |  | 1,493          
|Difference in basis of U.S. partnership assets                                        |  | (689)          
|Other                                                                                 |  | (28)           
|                                                                                      |  | $    3,411     

Deferred income taxes reflect the "temporary differences" between amounts of assets and liabilities for financial reporting purposes as determined in accordance with SFAS No. 109, "Accounting for Income Taxes," and such amounts as measured by tax
laws.

|(13) | FAIR VALUE OF FINANCIAL INSTRUMENTS
|---- | -----------------------------------

The balance sheet carrying amounts of cash and cash equivalents, receivables and other current assets approximate fair value due to the short-term nature of these items.  Fair value of long-term debt instruments was determined by discounting future
cash flows using ACPT's current market rates.  As of December 31, 1999 and 1998, the fair value of long-term debt instruments were $79,573,000 and $86,108,000, respectively.

|(14) | SEGMENT INFORMATION
|---- | -------------------

ACPT has two reportable segments:  U.S. operations and Puerto Rico operations.  The U.S. operations include investments in rental properties, community development and management services.  The Puerto Rico operations include investments in rental
properties, investments in commercial properties, community development, management services and homebuilding through a joint venture.



The accounting policies of the segments are the same as those described in the summary of significant accounting policies.  The following presents the segment information for the years ended December 31, 1999, 1998 and 1997 (in thousands):

|                                                 | United       |  | Puerto        |  | Inter-       |  |               
|------------------------------------------------ | ------------ |  | ------------- |  | ------------ |  | --------------
|                                                 | States       |  | Rico          |  | Segment      |  | Total         
|                                                 |              |  |               |  |              |  |               
|1999:                                            |              |  |               |  |              |  |               
|                                                 |              |  |               |  |              |  |               
|Total revenues                                   | $     15,747 |  | $      17,020 |  | $      (220) |  | $       32,547
|Interest income                                  | 73           |  | 927           |  | (220)        |  | 780           
|Interest expense                                 | 3,421        |  | 948           |  | (186)        |  | 4,183         
|Depreciation and amortization                    | 1,868        |  | 180           |  | -            |  | 2,048         
|Income before income taxes and minority interest | 1,257        |  | 3,786         |  | (24)         |  | 5,019         
|(Benefit) provision for income taxes             | (1,427)      |  | 1,445         |  | -            |  | 18            
|Net income                                       | 2,270        |  | 2,341         |  | (24)         |  | 4,587         
|Total assets                                     | 74,053       |  | 53,527        |  | (6,172)      |  | 121,408       
|Additions to long lived assets                   | 3,535        |  | 7,117         |  | -            |  | 10,652        
|                                                 |              |  |               |  |              |  |               
|1998:                                            |              |  |               |  |              |  |               
|                                                 |              |  |               |  |              |  |               
|Total revenues                                   | $     15,329 |  | $      16,686 |  | $      (250) |  | $       31,765
|Interest income                                  | 78           |  | 410           |  | (250)        |  | 238           
|Interest expense                                 | 3,122        |  | 852           |  | (250)        |  | 3,724         
|Depreciation and amortization                    | 1,781        |  | 145           |  | -            |  | 1,926         
|Income before income taxes and minority interest | 593          |  | 2,799         |  | (224)        |  | 3,168         
|Provision for income taxes                       | 707          |  | 582           |  | -            |  | 1,289         
|Net (loss) income                                | (454)        |  | 1,860         |  | (224)        |  | 1,182         
|Total assets                                     | 73,131       |  | 48,533        |  | (3,498)      |  | 118,166       
|Additions to long lived assets                   | 6,578        |  | 1,957         |  | -            |  | 8,535         
|                                                 |              |  |               |  |              |  |               
|1997:                                            |              |  |               |  |              |  |               
|                                                 |              |  |               |  |              |  |               
|Total revenues                                   | $     17,664 |  | $      10,940 |  | $      (475) |  | $       28,129
|Interest income                                  | 167          |  | 944           |  | (475)        |  | 636           
|Interest expense                                 | 3,098        |  | 1,197         |  | (475)        |  | 3,820         
|Depreciation and amortization                    | 1,706        |  | 144           |  | -            |  | 1,850         
|Income before income taxes and minority interest | 850          |  | 1,768         |  | (154)        |  | 2,464         
|Provision for income taxes                       | -            |  | 470           |  | -            |  | 470           
|Net income                                       | 549          |  | 999           |  | (154)        |  | 1,394         
|Total assets                                     | 70,472       |  | 50,113        |  | (5,463)      |  | 115,122       
|Additions to long lived assets                   | 3,315        |  | 3,449         |  | -            |  | 6,764         







|(15) | QUARTERLY SUMMARY (UNAUDITED)
|---- | -----------------------------

ACPT's quarterly results are summarized as follows:

|                               |  | Year Ended December 31, 1999            
|------------------------------ |  | ----------------------------------------
|                               |  | 1st                                     
|                               |  | Quarter                                 
|                               |  | (In thousands, except per share amounts)
|                               |  |                                         
|Revenues                       |  | $      4,823                            
|Income (loss) before taxes and |  |                                         
|Minority interest              |  | 174                                     
|Net income (loss)              |  | 9                                       
|Basic earnings per share:      |  |                                         
|Net income (loss)              |  | -                                       
|                               |  |                                         
|                               |  |                                         
|                               |  | Year Ended December 31, 1998            
|                               |  | 1st                                     
|                               |  | Quarter                                 
|                               |  | (In thousands, except per share amounts)
|                               |  |                                         
|Revenues                       |  | $      9,788                            
|Income (loss) before taxes and |  |                                         
|minority interest              |  | 1,525                                   
|Net income (loss)              |  | 1,001                                   
|Basic earnings per share:      |  |                                         
|Net income (loss)              |  | 0.19                                    

|(16) | SUPPLEMENTAL CASH FLOW INFORMATION
|---- | ----------------------------------

Interest paid and income taxes paid were as follows for the years ended December 31 (in thousands):

| |                   |  | 1999          |  | 1998           |  | 1997       
| | ----------------- |  | ------------- |  | -------------- |  | -----------
| |                   |  |               |  |                |  |            
| | Interest paid     |  | $     6,120   |  | $     6,248    |  | $     5,583
| | Income taxes paid |  | $          18 |  | $            - |  | $     3,828





|AMERICAN COMMUNITY PROPERTIES TRUST
SCHEDULE III
REAL ESTATE AND ACCUMULATED DEPRECIATION
AS OF DECEMBER 31, 1999
INITIAL AND SUBSEQUENT COSTS AND ENCUMBRANCES(In thousands)
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                             
|Description                                                                                                                                                                  
|                                                                                                                                                                             
|Bannister Apartments                                                                                                                                                         
|Garden Apartments                                                                                                                                                            
|St. Charles, MD                                                                                                                                                              
|                                                                                                                                                                             
|Brookmont Apartments                                                                                                                                                         
|Garden Apartments                                                                                                                                                            
|St. Charles, MD                                                                                                                                                              
|                                                                                                                                                                             
|Brookside Gardens Apartments                                                                                                                                                 
|Garden Shared Housing                                                                                                                                                        
|St. Charles, MD                                                                                                                                                              
|                                                                                                                                                                             
|Crossland Apartments                                                                                                                                                         
|Garden Apartments                                                                                                                                                            
|St. Charles, MD                                                                                                                                                              
|                                                                                                                                                                             
|Essex Village Apts.                                                                                                                                                          
|Garden Apartments                                                                                                                                                            
|Richmond, VA                                                                                                                                                                 
|                                                                                                                                                                             
|Fox Chase Apartments                                                                                                                                                         
|Garden Apartments                                                                                                                                                            
|St. Charles, MD                                                                                                                                                              
|                                                                                                                                                                             
|Headen Apartments                                                                                                                                                            
|Garden Apartments                                                                                                                                                            
|St. Charles, MD                                                                                                                                                              
|                                                                                                                                                                             
|Huntington Apartments                                                                                                                                                        
|Garden Apartments                                                                                                                                                            
|St. Charles, MD                                                                                                                                                              



|                      |  |              |  |       |  | Bldgs. &     |  | Subsequent
|--------------------- |  | ------------ |  | ----- |  | ------------ |  | ----------
|Description           |  | Encumbrances |  | Land  |  | Improvements |  | Costs     
|                      |  |              |  |       |  |              |  |           
|Lakeside Apartments   |  | 2,088        |  | 440   |  | 3,649        |  | 91        
|Garden Apartments     |  |              |  |       |  |              |  |           
|St. Charles, MD       |  |              |  |       |  |              |  |           
|                      |  |              |  |       |  |              |  |           
|Lancaster Apartments  |  | 4,171        |  | 484   |  | 4,292        |  | 247       
|Garden Apartments     |  |              |  |       |  |              |  |           
|St. Charles, MD       |  |              |  |       |  |              |  |           
|                      |  |              |  |       |  |              |  |           
|New Forest Apartments |  | 11,888       |  | 1,229 |  | 12,102       |  | 638       
|Garden Apartments     |  |              |  |       |  |              |  |           
|St. Charles, MD       |  |              |  |       |  |              |  |           
|                      |  |              |  |       |  |              |  |           
|Palmer Apartments     |  | 4,041        |  | 471   |  | 4,788        |  | 589       
|Garden Apartments     |  |              |  |       |  |              |  |           
|St. Charles, MD       |  |              |  |       |  |              |  |           
|                      |  |              |  |       |  |              |  |           
|Terrace Apartments    |  | 4,756        |  | 497   |  | 5,377        |  | 656       
|Garden Apartments     |  |              |  |       |  |              |  |           
|St. Charles, MD       |  |              |  |       |  |              |  |           
|                      |  |              |  |       |  |              |  |           
|Alturas Del Senorial  |  | 2,825        |  | 345   |  | 4,185        |  | 162       
|Highrise Apts.        |  |              |  |       |  |              |  |           
|Rio Piedras, PR       |  |              |  |       |  |              |  |           
|                      |  |              |  |       |  |              |  |           
|Bayamon Gardens       |  | 9,065        |  | 1,153 |  | 12,050       |  | 483       
|Highrise/Garden Apts. |  |              |  |       |  |              |  |           
|Bayamon, PR           |  |              |  |       |  |              |  |           
|                      |  |              |  |       |  |              |  |           
|Colinas De San Juan   |  | 8,062        |  | 900   |  | 10,742       |  | 496       
|Highrise Apts.        |  |              |  |       |  |              |  |           
|Carolina, PR          |  |              |  |       |  |              |  |           
|                      |  |              |  |       |  |              |  |           
|De Diego              |  | 6,113        |  | 601   |  | 6,718        |  | 296       
|Highrise Apts.        |  |              |  |       |  |              |  |           
|Rio Piedras, PR       |  |              |  |       |  |              |  |           
|                      |  |              |  |       |  |              |  |           
|Jardines De Caparra   |  | 4,598        |  | 546   |  | 5,719        |  | 1,124     
|Garden Apartments     |  |              |  |       |  |              |  |           
|Bayamon, PR           |  |              |  |       |  |              |  |           



|                     |  |                 |  |          |  | Bldgs. &       |  | Subsequent 
|-------------------- |  | --------------- |  | -------- |  | -------------- |  | -----------
|Description          |  | Encumbrances    |  | Land     |  | Improvements   |  | Costs      
|                     |  |                 |  |          |  |                |  |            
|Monserrate I         |  | 2,274           |  | 543      |  | 10,436         |  | 733        
|Highrise Apts.       |  |                 |  |          |  |                |  |            
|Carolina, PR         |  |                 |  |          |  |                |  |            
|                     |  |                 |  |          |  |                |  |            
|Monserrate II        |  | 10,486          |  | 731      |  | 11,172         |  | 573        
|Highrise Apts.       |  |                 |  |          |  |                |  |            
|Carolina, PR         |  |                 |  |          |  |                |  |            
|                     |  |                 |  |          |  |                |  |            
|San Anton            |  | 2,706           |  | 313      |  | 3,525          |  | 865        
|Highrise Apts.       |  |                 |  |          |  |                |  |            
|Carolina, PR         |  |                 |  |          |  |                |  |            
|                     |  |                 |  |          |  |                |  |            
|Santa Juana          |  | 6,800           |  | 509      |  | 6,748          |  | 260        
|Highrise Apts.       |  |                 |  |          |  |                |  |            
|Caguas, PR           |  |                 |  |          |  |                |  |            
|                     |  |                 |  |          |  |                |  |            
|Torre De Las Cumbres |  | 5,341           |  | 466      |  | 5,954          |  | 294        
|Highrise Apts.       |  |                 |  |          |  |                |  |            
|Rio Piedras, PR      |  |                 |  |          |  |                |  |            
|                     |  |                 |  |          |  |                |  |            
|Valle Del Sol        |  | 10,758          |  | 992      |  | 14,017         |  | 490        
|Highrise Apts.       |  |                 |  |          |  |                |  |            
|Bayamon, PR          |  |                 |  |          |  |                |  |            
|                     |  |                 |  |          |  |                |  |            
|Vistas Del Turabo    |  | 1,745           |  | 354      |  | 2,508          |  | 533        
|Highrise Apts.       |  |                 |  |          |  |                |  |            
|Caguas, PR           |  |                 |  |          |  |                |  |            
|                     |  |                 |  |          |  |                |  |            
|Total Properties     |  | $       140,279 |  | $ 15,619 |  | $      177,696 |  | $     7,856





|AMERICAN COMMUNITY PROPERTIES TRUST
SCHEDULE III
REAL ESTATE AND ACCUMULATED DEPRECIATION
AS OF DECEMBER 31, 1999
TOTAL CAPITALIZED COSTS AND ACCUMULATED DEPRECIATION(In thousands)
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                                    
|Description                                                                                                                                                                         
|                                                                                                                                                                                    
|Bannister Apartments                                                                                                                                                                
|Garden Apartments                                                                                                                                                                   
|St. Charles, MD                                                                                                                                                                     
|                                                                                                                                                                                    
|Brookmont Apartments                                                                                                                                                                
|Garden Apartments                                                                                                                                                                   
|St. Charles, MD                                                                                                                                                                     
|                                                                                                                                                                                    
|Brookside Gardens Apartments                                                                                                                                                        
|Garden Shared Housing                                                                                                                                                               
|St. Charles, MD                                                                                                                                                                     
|                                                                                                                                                                                    
|Crossland Apartments                                                                                                                                                                
|Garden Apartments                                                                                                                                                                   
|St. Charles, MD                                                                                                                                                                     
|                                                                                                                                                                                    
|Essex Village Apts.                                                                                                                                                                 
|Garden Apartments                                                                                                                                                                   
|Richmond, VA                                                                                                                                                                        
|                                                                                                                                                                                    
|Fox Chase Apartments                                                                                                                                                                
|Garden Apartments                                                                                                                                                                   
|St. Charles, MD                                                                                                                                                                     
|                                                                                                                                                                                    
|Headen Apartments                                                                                                                                                                   
|Garden Apartments                                                                                                                                                                   
|St. Charles, MD                                                                                                                                                                     
|                                                                                                                                                                                    
|Huntington Apartments                                                                                                                                                               
|Garden Apartments                                                                                                                                                                   
|St. Charles, MD                                                                                                                                                                     



|                      |  |       |  | Bldgs. &     |  |        |  | Accumulated 
|--------------------- |  | ----- |  | ------------ |  | ------ |  | ------------
|Description           |  | Land  |  | Improvements |  | Total  |  | Depreciation
|                      |  |       |  |              |  |        |  |             
|Lakeside Apartments   |  | 440   |  | 3,740        |  | 4,180  |  | 321         
|Garden Apartments     |  |       |  |              |  |        |  |             
|St. Charles, MD       |  |       |  |              |  |        |  |             
|                      |  |       |  |              |  |        |  |             
|Lancaster Apartments  |  | 484   |  | 4,539        |  | 5,023  |  | 1,793       
|Garden Apartments     |  |       |  |              |  |        |  |             
|St. Charles, MD       |  |       |  |              |  |        |  |             
|                      |  |       |  |              |  |        |  |             
|New Forest Apartments |  | 1,229 |  | 12,740       |  | 13,969 |  | 3,814       
|Garden Apartments     |  |       |  |              |  |        |  |             
|St. Charles, MD       |  |       |  |              |  |        |  |             
|                      |  |       |  |              |  |        |  |             
|Palmer Apartments     |  | 471   |  | 5,377        |  | 5,848  |  | 4,365       
|Garden Apartments     |  |       |  |              |  |        |  |             
|St. Charles, MD       |  |       |  |              |  |        |  |             
|                      |  |       |  |              |  |        |  |             
|Terrace Apartments    |  | 497   |  | 6,033        |  | 6,530  |  | 4,842       
|Garden Apartments     |  |       |  |              |  |        |  |             
|St. Charles, MD       |  |       |  |              |  |        |  |             
|                      |  |       |  |              |  |        |  |             
|Alturas Del Senorial  |  | 345   |  | 4,347        |  | 4,692  |  | 2,273       
|Highrise Apts.        |  |       |  |              |  |        |  |             
|Rio Piedras, PR       |  |       |  |              |  |        |  |             
|                      |  |       |  |              |  |        |  |             
|Bayamon Gardens       |  | 1,153 |  | 12,533       |  | 13,686 |  | 6,030       
|Highrise/Garden Apts. |  |       |  |              |  |        |  |             
|Bayamon, PR           |  |       |  |              |  |        |  |             
|                      |  |       |  |              |  |        |  |             
|Colinas De San Juan   |  | 900   |  | 11,238       |  | 12,138 |  | 5,439       
|Highrise Apts.        |  |       |  |              |  |        |  |             
|Carolina, PR          |  |       |  |              |  |        |  |             
|                      |  |       |  |              |  |        |  |             
|De Diego              |  | 601   |  | 7,014        |  | 7,615  |  | 3,531       
|Highrise Apts.        |  |       |  |              |  |        |  |             
|Rio Piedras, PR       |  |       |  |              |  |        |  |             
|                      |  |       |  |              |  |        |  |             
|Jardines De Caparra   |  | 546   |  | 6,843        |  | 7,389  |  | 3,518       
|Garden Apartments     |  |       |  |              |  |        |  |             
|Bayamon, PR           |  |       |  |              |  |        |  |             



|                                          |  |                 |  | Bldgs. &       |  |           |  | Accumulated  
|----------------------------------------- |  | --------------- |  | -------------- |  | --------- |  | -------------
|Description                               |  | Land            |  | Improvements   |  | Total     |  | Depreciation 
|                                          |  |                 |  |                |  |           |  |              
|Monserrate I                              |  | 543             |  | 11,169         |  | 11,712    |  | 5,850        
|Highrise Apts.                            |  |                 |  |                |  |           |  |              
|Carolina, PR                              |  |                 |  |                |  |           |  |              
|                                          |  |                 |  |                |  |           |  |              
|Monserrate II                             |  | 731             |  | 11,745         |  | 12,476    |  | 5,921        
|Highrise Apts.                            |  |                 |  |                |  |           |  |              
|Carolina, PR                              |  |                 |  |                |  |           |  |              
|                                          |  |                 |  |                |  |           |  |              
|San Anton                                 |  | 313             |  | 4,390          |  | 4,703     |  | 2,644        
|Highrise Apts.                            |  |                 |  |                |  |           |  |              
|Carolina, PR                              |  |                 |  |                |  |           |  |              
|                                          |  |                 |  |                |  |           |  |              
|Santa Juana                               |  | 509             |  | 7,008          |  | 7,517     |  | 3,572        
|Highrise Apts.                            |  |                 |  |                |  |           |  |              
|Caguas, PR                                |  |                 |  |                |  |           |  |              
|                                          |  |                 |  |                |  |           |  |              
|Torre De Las Cumbres                      |  | 466             |  | 6,248          |  | 6,714     |  | 3,168        
|Highrise Apts.                            |  |                 |  |                |  |           |  |              
|Rio Piedras, PR                           |  |                 |  |                |  |           |  |              
|                                          |  |                 |  |                |  |           |  |              
|Valle Del Sol                             |  | 992             |  | 14,507         |  | 15,499    |  | 6,190        
|Highrise Apts.                            |  |                 |  |                |  |           |  |              
|Bayamon, PR                               |  |                 |  |                |  |           |  |              
|                                          |  |                 |  |                |  |           |  |              
|Vistas Del Turabo                         |  | 354             |  | 3,041          |  | 3,395     |  | 1,308        
|Highrise Apts.                            |  |                 |  |                |  |           |  |              
|Caguas, PR                                |  |                 |  |                |  |           |  |              
|                                          |  |                 |  |                |  |           |  |              
|Total Properties                          |  | $        15,619 |  | $      185,552 |  | $ 201,171 |  | $     100,569
|                                          |  |                 |  |                |  |           |  |              
|NOTE TO TOTAL CAPITALIZED COSTS:          |  |                 |  |                | 
|                                          |  |                 |  |                |  |           |  |              
|THE AGGREGATE COST FOR FEDERAL INCOME TAX |  |                
|PURPOSES FOR U.S. AND P.R. PROPERTIES IS  |  |                 |  | $     165,970 





|AMERICAN COMMUNITY PROPERTIES TRUST
SCHEDULE III
REAL ESTATE AND ACCUMULATED DEPRECIATION
AS OF DECEMBER 31, 1999
TOTAL CAPITALIZED COSTS AND ACCUMULATED DEPRECIATION(In thousands)
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                                    
|                                                                                                                                                                                    
|Description                                                                                                                                                                         
|                                                                                                                                                                                    
|Bannister Apartments                                                                                                                                                                
|Garden Apartments                                                                                                                                                                   
|St. Charles, MD                                                                                                                                                                     
|                                                                                                                                                                                    
|Brookmont Apartments                                                                                                                                                                
|Garden Apartments                                                                                                                                                                   
|St. Charles, MD                                                                                                                                                                     
|                                                                                                                                                                                    
|Brookside Gardens Apartments                                                                                                                                                        
|Garden Shared Housing                                                                                                                                                               
|St. Charles, MD                                                                                                                                                                     
|                                                                                                                                                                                    
|Crossland Apartments                                                                                                                                                                
|Garden Apartments                                                                                                                                                                   
|St. Charles, MD                                                                                                                                                                     
|                                                                                                                                                                                    
|Essex Village Apts.                                                                                                                                                                 
|Garden Apartments                                                                                                                                                                   
|Richmond, VA                                                                                                                                                                        
|                                                                                                                                                                                    
|Fox Chase Apartments                                                                                                                                                                
|Garden Apartments                                                                                                                                                                   
|St. Charles, MD                                                                                                                                                                     
|                                                                                                                                                                                    
|Headen Apartments                                                                                                                                                                   
|Garden Apartments                                                                                                                                                                   
|St. Charles, MD                                                                                                                                                                     
|                                                                                                                                                                                    
|Huntington Apartments                                                                                                                                                               
|Garden Apartments                                                                                                                                                                   
|St. Charles, MD                                                                                                                                                                     



|                      |  | Date        |  |                     
|--------------------- |  | ----------- |  | --------------------
|                      |  | Constructed |  |                     
|Description           |  | Or Acquired |  | Depreciable Life    
|                      |  |             |  |                     
|Lakeside Apartments   |  | 7/1/96      |  | Bldg - 40 Yrs       
|Garden Apartments     |  | Constructed |  | Bldg Equip - 5/7 Yrs
|St. Charles, MD       |  |             |  |                     
|                      |  |             |  |                     
|Lancaster Apartments  |  | 12/31/85    |  | Bldg - 40 Yrs       
|Garden Apartments     |  | Constructed |  | Bldg Equip - 5/7 Yrs
|St. Charles, MD       |  |             |  |                     
|                      |  |             |  |                     
|New Forest Apartments |  | 6/28/88     |  | Bldg - 40 Yrs       
|Garden Apartments     |  | Constructed |  | Bldg Equip - 5/7 Yrs
|St. Charles, MD       |  |             |  |                     
|                      |  |             |  |                     
|Palmer Apartments     |  | 3/31/80     |  | Bldg - 40 Yrs       
|Garden Apartments     |  | Constructed |  | Bldg Equip - 5/7 Yrs
|St. Charles, MD       |  |             |  |                     
|                      |  |             |  |                     
|Terrace Apartments    |  | 11/1/79     |  | Bldg - 40 Yrs       
|Garden Apartments     |  | Constructed |  | Bldg Equip - 5/7 Yrs
|St. Charles, MD       |  |             |  |                     
|                      |  |             |  |                     
|Alturas Del Senorial  |  | 11/17/79    |  | Bldg - 40 Yrs       
|Highrise Apts.        |  | Constructed |  | Bldg Equip - 5/7 Yrs
|Rio Piedras, PR       |  |             |  |                     
|                      |  |             |  |                     
|Bayamon Gardens       |  | 7/6/81      |  | Bldg - 40 Yrs       
|Highrise/Garden Apts. |  | Constructed |  | Bldg Equip - 5/7 Yrs
|Bayamon, PR           |  |             |  |                     
|                      |  |             |  |                     
|Colinas De San Juan   |  | 3/20/81     |  | Bldg - 40 Yrs       
|Highrise Apts.        |  | Constructed |  | Bldg Equip - 5/7 Yrs
|Carolina, PR          |  |             |  |                     
|                      |  |             |  |                     
|De Diego              |  | 3/20/80     |  | Bldg - 40 Yrs       
|Highrise Apts.        |  | Constructed |  | Bldg Equip - 5/7 Yrs
|Rio Piedras, PR       |  |             |  |                     
|                      |  |             |  |                     
|Jardines De Caparra   |  | 4/1/80      |  | Bldg - 40 Yrs       
|Garden Apartments     |  | Constructed |  | Bldg Equip - 5/7 Yrs
|Bayamon, PR           |  |             |  |                     



|                     |  | Date        |  |                     
|-------------------- |  | ----------- |  | --------------------
|                     |  | Constructed |  |                     
|Description          |  | Or Acquired |  | Depreciable Life    
|                     |  |             |  |                     
|Monserrate I         |  | 5/1/79      |  | Bldg - 40 Yrs       
|Highrise Apts.       |  | Constructed |  | Bldg Equip - 5/7 Yrs
|Carolina, PR         |  |             |  |                     
|                     |  |             |  |                     
|Monserrate II        |  | 1/30/80     |  | Bldg - 40 Yrs       
|Highrise Apts.       |  | Constructed |  | Bldg Equip - 5/7 Yrs
|Carolina, PR         |  |             |  |                     
|                     |  |             |  |                     
|San Anton            |  | 12/10/74    |  | Bldg - 40 Yrs       
|Highrise Apts.       |  | Acquired    |  | Bldg Equip - 5/7 Yrs
|Carolina, PR         |  |             |  |                     
|                     |  |             |  |                     
|Santa Juana          |  | 2/8/80      |  | Bldg - 40 Yrs       
|Highrise Apts.       |  | Constructed |  | Bldg Equip - 5/7 Yrs
|Caguas, PR           |  |             |  |                     
|                     |  |             |  |                     
|Torre De Las Cumbres |  | 12/6/79     |  | Bldg - 40 Yrs       
|Highrise Apts.       |  | Constructed |  | Bldg Equip - 5/7 Yrs
|Rio Piedras, PR      |  |             |  |                     
|                     |  |             |  |                     
|Valle Del Sol        |  | 3/15/83     |  | Bldg - 40 Yrs       
|Highrise Apts.       |  | Constructed |  | Bldg Equip - 5/7 Yrs
|Bayamon, PR          |  |             |  |                     
|                     |  |             |  |                     
|Vistas Del Turabo    |  | 12/30/83    |  | Bldg - 40 Yrs       
|Highrise Apts.       |  | Acquired    |  | Bldg Equip - 5/7 Yrs
|Caguas, PR           |  |             |  |                     





|AMERICAN COMMUNITY PROPERTIES TRUST
SCHEDULE III
REAL ESTATE AND ACCUMULATED DEPRECIATION
AS OF DECEMBER 31, 1999 AND 1998(In thousands)
|----------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                        
|                                                                                                                                        
|                                                                                                                                        
|                                                                                                                                        
|Real Estate at December 31, 1997                                                                                                        
|Additions for 1998:                                                                                                                     
|Improvements                                                                                                                            
|Deductions for 1998:                                                                                                                    
|Dispositions                                                                                                                            
|Real Estate of December 31, 1998                                                                                                        
|Additions for 1999:                                                                                                                     
|Improvements                                                                                                                            
|Deductions for 1999:                                                                                                                    
|Dispositions                                                                                                                            
|Real Estate at December 31, 1999                                                                                                        
|                                                                                                                                        
|                                                                                                                                        
|                                                                                                                                        
|Accumulated depreciation at December 31, 1997                                                                                           
|Additions for 1998:                                                                                                                     
|Depreciation expense                                                                                                                    
|Deductions for 1998:                                                                                                                    
|Dispositions                                                                                                                            
|Accumulated depreciation at December 31, 1998                                                                                           
|Additions for 1999:                                                                                                                     
|Depreciation expense                                                                                                                    
|Deductions for 1999:                                                                                                                    
|Dispositions                                                                                                                            
|Accumulated depreciation at December 31, 1999                                                                                           











|ITEM 9. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES
|------- | -------------------------------------------------------------------------------------

None.



PART III

Certain information required by Part III is omitted from the Report.  The Registrant will file a definitive proxy statement with the Securities and Exchange Commission (the "Commission") pursuant to Regulation 14A (the "Proxy Statement") not later
than 120 days after the end of the fiscal year covered by this Report, and certain information to be included therein is incorporated herein by reference.  Only those sections of the Proxy Statement which specifically address the items set forth herein
are incorporated by reference.  Such incorporation does not include the Performance Graph included in the Proxy Statement.

|ITEM 10. | TRUSTEES AND EXECUTIVE OFFICERS
|-------- | -------------------------------

The information required by this Item with respect to executive officers of the Company is set forth in Item 4A. The information required by this Item with respect to trustees is incorporated by reference to the Company's Proxy Statement to be
filed with the Commission for its annual shareholders' meeting to be held in June 2000.

Pedro R. Vazquez's, trustee, Form 3 disclosing no ownership in the Company was filed 26 days late in 1999.

|ITEM 11. | EXECUTIVE COMPENSATION
|-------- | ----------------------

The information required by this Item is incorporated by reference to the Company's Proxy Statement to be filed with the Commission for its annual shareholders' meeting to be held in June 2000.

|ITEM 12. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
|-------- | --------------------------------------------------------------

The information required by this Item is incorporated by reference to the Company's Proxy Statement to be filed with the Commission for its annual shareholders' meeting to be held in June 2000.

|ITEM 13. | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
|-------- | ----------------------------------------------

The information required by this Item is incorporated by reference to the Company's Proxy Statement to be filed with the Commission for its annual shareholders' meeting to be held in June 2000.



|ITEM 14. | EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
|-------- | ---------------------------------------------------------------

(a)	1.Financial Statements

The following financial statements of American Community Properties Trust are contained herein:

Report of Independent Public Accountants

Consolidated Statements of Income for the years ended December 31, 1999, 1998 and 1997

Consolidated Balance Sheets as of December 31, 1999 and 1998

Consolidated Statements of Changes in Partners' Capital for the years ended December 31, 1999, 1998 and 1997

Consolidated Statements of Cash Flows for the years ended December 31, 1999, 1998 and 1997

Notes to Consolidated Financial Statements for the years ended December 31, 1999, 1998 and 1997

2.Financial Statement Schedules

The following financial statement schedules are contained herein:



Report of Independent Public Accountants

Schedule III -- Real Estate and Accumulated Depreciation

3.Exhibits

Exhibits required by Securities and Exchange Commission Section 601 of Regulation S-K.

|Exhibit No. | Description of Exhibit                                                                                                                                                                                                                                                                                                                                                                                                                                                       | Reference                                                                                  
|----------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                            
|2           | Form of Restructuring Agreement dated as of August 21, 1998 between the Company and Interstate General Company L.P. ("IGC")                                                                                                                                                                                                                                                                                                                                                  | Exhibit 2 to Registration Statement on Form S-11 No. 333-58835 of the Company ("Form S-11")
|3.1         | Form of Restated Declaration of Trust of the Company                                                                                                                                                                                                                                                                                                                                                                                                                         | Exhibit 3.1 to Form S-11                                                                   
|3.2         | Bylaws of the Company                                                                                                                                                                                                                                                                                                                                                                                                                                                        | Exhibit 3.2 to Form S-11                                                                   
|4.1         | Form of Common Share Certificate                                                                                                                                                                                                                                                                                                                                                                                                                                             | Exhibit 4.1 to Form S-11                                                                   
|10.1        | Employment Agreement, dated August 25, 1998, between the Company and Edwin L. Kelly                                                                                                                                                                                                                                                                                                                                                                                          | Exhibit 10.1 to Form S-11                                                                  
|10.2        | Employment Agreement, dated August 25, 1998, between the Company and Francisco Arrivi Cros                                                                                                                                                                                                                                                                                                                                                                                   | Exhibit 10.2 to Form S-11                                                                  
|10.3        | Employment Agreement, dated August 25, 1998, between the Company and Paul A. Resnik                                                                                                                                                                                                                                                                                                                                                                                          | Exhibit 10.3 to Form S-11                                                                  
|10.4        | Form of Consulting Agreement, dated August 24, 1998, between the Company and James J. Wilson                                                                                                                                                                                                                                                                                                                                                                                 | Exhibit 10.4 to Form S-11                                                                  
|10.5        | Employees' Share Incentive Plan                                                                                                                                                                                                                                                                                                                                                                                                                                              | Exhibit 10.5 to Form S-11                                                                  
|10.6        | Trustee's Share Incentive Plan                                                                                                                                                                                                                                                                                                                                                                                                                                               | Exhibit 10.6 to Form S-11                                                                  
|10.7        | Housing Management Agreement, dated May 12, 1994, between IGC and Capital Park Associates                                                                                                                                                                                                                                                                                                                                                                                    | Exhibit 10.7 to Form S-11                                                                  
|10.8        | Housing Management Agreement, dated January 1, 1987, between IGC and Chastleton Apartments Associates                                                                                                                                                                                                                                                                                                                                                                        | Exhibit 10.8 to Form S-11                                                                  
|10.9        | Housing Management Agreement, dated September 30, 1983, between IGC and G.L. Limited Partnership                                                                                                                                                                                                                                                                                                                                                                             | Exhibit 10.9 to Form S-11                                                                  
|10.10       | Master Loan Agreement dated as of August 1, 1997 by and among Interstate General Company L.P. and American Community Properties Trust, St. Charles Community, LLC and Banc One Capital Partners IV, Ltd.                                                                                                                                                                                                                                                                     | Exhibit 10.10 to Form 10-Q for the quarter ended June 30, 1998                             
|10.11       | First Amendment to Master Loan Agreement between Interstate General Company L.P., American Community Properties Trust, St. Charles Community, LLC and Banc One Capital Partners, IV, Ltd dated September 30, 1997                                                                                                                                                                                                                                                            | Exhibit 10.11 to Form 10-Q for the quarter ended June 30, 1998                             
|10.12       | First Modification to Credit Facility and Second Amendment to Master Loan Agreement between Banc One Capital Partners IV, Ltd., Interstate General Company L.P., American Community Properties Trust, St.Charles Community,
LLC, James J. Wilson, J. Michael Wilson, Edwin L. Kelly, American Rental Properties Trust, American Rental Management Company, American Land Development U.S., Inc., IGP Group Corp., and American Housing Properties L.P. dated October 1, 1998 | Exhibit 10.1 to Form 10-Q for the quarter ended September 30, 1998                         
|10.13       | Seventh Amendment to Second Amended and Restated Certificate and Agreement of Limited Partnership of Interstate General Properties Limited Partnership S.E. dated October 1, 1998                                                                                                                                                                                                                                                                                            | Exhibit 10.2 to Form 10-Q for the quarter ended September 30, 1998                         



|10.14 | Consulting Agreement between St. Charles Community, LLC and Thomas J. Shafer dated January 1, 1998 | Exhibit 10.14 to 1998 Form   10-K
|----- | -------------------------------------------------------------------------------------------------- | ---------------------------------
|21.   | List of Subsidiaries of American Community Properties Trust                                        | Filed herewith                   
|      |                                                                                                    |                                  
|(b)   | Reports on Form 8-K
     Form 8-K dated July 8, 1999                                               |                                  
|      |                                                                                                    |                                  
|(c)   | Exhibits
     See (a) 2, above.                                                                    |                                  
|      |                                                                                                    |                                  
|(d)   | Financial Statement Schedules
     See (a) 2, above.                                               |                                  



SIGNATURES



Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

|                       | AMERICAN COMMUNITY PROPERTIES TRUST                        
|---------------------- | -----------------------------------------------------------
|                       | (Registrant)                                               
|                       |                                                            
|Dated:  March 27, 2000 | By:/s/ J. Michael Wilson                                   
|                       | J. Michael Wilson
     Chairman and Chief Executive Officer
|                       |                                                            
|                       |                                                            
|Dated:  March 31, 2000 | By:/s/ Cynthia L. Hedrick                                  
|                       | Cynthia L. Hedrick
     Vice President and Controller      
|                       |                                                            
|                       |                                                            

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated:



|Signature                             | Title                                          | Date          
|------------------------------------- | ---------------------------------------------- | --------------
|                                      |                                                |               
|/s/ J Michael WilsonJ. Michael Wilson | Chairman, Chief Executive Officer and Trustee  | March 28, 2000
|/s/ Edwin L. KellyEdwin L. Kelly      | President, Chief Operating Officer and Trustee | March 30, 2000
|/s/ Thomas B. WilsonThomas B. Wilson  | Trustee                                        | March 30, 2000
|/s/ Thomas J. ShaferThomas J. Shafer  | Trustee                                        | March 30, 2000
|/s/ T. Michael Scott
T. Michael Scott | Trustee                                        | March 28, 2000
|                                      |                                                |               
|                                      |                                                |               
|                                      |                                                |               
|                                      |                                                |               
|                                      |                                                |