##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549
 FORM 10-K
 ANNUAL REPORT
PURSUANT TO SECTIONS 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2006
 OR
 o
    
    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 0-20707
 COLONIAL REALTY LIMITED PARTNERSHIP
  Delaware
    
    63-1098468(State or other jurisdiction 
of incorporation)
    
    (IRS Employer
Identification Number)
 2101 Sixth Avenue North, Suite 750, Birmingham, Alabama 35203  (Address of principal executive offices) (Zip Code)
 (205) 250-8700
  Title of each class
    
    Name of each exchange on which registeredNot Applicable
    
    Not Applicable
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Documents Incorporated by Reference
  TABLE OF CONTENTS  PART IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. Properties.Item 3. Legal ProceedingsItem 4. Submission of Matters to a Vote of Security HoldersPART IIItem 5. Market for Registrants Common Equity and Related Shareholder MattersItem 6. Selected Financial DataItem 7. Managements Discussion and Analysis of Financial Condition and Results of Operations.Item 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPART IIIItem 10. Trustees and Executive Officers of the RegistrantItem 11. Executive CompensationItem 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related TransactionsItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesSIGNATURESEX-12.1 RATIO OF EARNINGS TO FIXED CHARGESEX-21.1 LIST OF SUBSIDIARIESEX-23.1 CONSENT OF PRICEWATERHOUSECOOPERS LLPEX-31.1 SECTION 302 CERTIFICATION OF CEOEX-31.2 SECTION 302 CERTIFICATION OF CFOEX-32.1 SECTION 906 CERTIFICATION OF CEOEX-32.2 SECTION 906 CERTIFICATION OF CFO    Table of Contents  
 PART I
  
    
    national and local economic, business and real estate conditions including, but
not limited to, the effect of demand for multifamily units, office and retail rental
space, the extent, strength and duration of any economic recovery, such as the
effects on demand for units and rental space and the creation of new multifamily,
office and retail developments, availability and creditworthiness of tenants, the
level of lease rents, and the availability of financing for both tenants and us;
    
    adverse changes in real estate markets, including, but not limited to, the extent
of tenant bankruptcies, financial difficulties and defaults, the extent of future
demand for multifamily units and office and retail space in our core markets and
barriers of entry into new markets which we may seek to enter in the future, the
extent of decreases in rental rates, competition, our ability to identify and
consummate attractive acquisitions on favorable terms, our ability to consummate any
planned dispositions in a timely manner on acceptable terms;
    
    our ability to implement our strategic plan to focus predominately on multifamily
properties;
    
    actions, strategies and performance of affiliates that we may not control or
companies, including joint ventures, in which we have made investments;
    
    changes in operating costs, including real estate taxes, utilities, and insurance;
    
    higher than expected construction costs;
    
    development or conversion of for-sale projects could adversely affect our results of operations;
    
    legislative or other regulatory decisions, including government approvals,
actions and initiatives, including the need for compliance with environmental and
safety requirements, and changes in laws and regulations or the interpretation
thereof;
    
    effects of tax legislative action;
    
    our general partners ability to continue to maintain its status as a Real Estate
Investment Trust (REIT) for federal income tax purposes, our ability to maintain
our status as a partnership for federal income tax purposes, the ability of certain
of our subsidiaries to maintain their status as taxable REIT subsidiaries for
federal income tax purposes, and our ability and the ability of our subsidiaries to
operate effectively within the limitations imposed by these rules;
    
    effect of any rating agency actions on the cost and availability of new debt financings;
    
    level and volatility of interest rates or capital market conditions;
    
    effect of any terrorist activity or other heightened geopolitical crisis; and
    
    other factors affecting the real estate industry generally.
  2
    Table of Contents  Item 1. Business.
 As used herein, the terms CRLP, we, us and our refer to Colonial Realty Limited
Partnership, a Delaware limited partnership, and its subsidiaries and other affiliates, including,
Colonial Properties Services Limited Partnership(CPSLP), Colonial Properties Services, Inc
(CPSI), CLNL Acquisition Sub, LLC and Colonial VRS L.L.C. or, as the context may require,
Colonial Realty Limited Partnership only. As used herein, the term the Trust includes Colonial
Properties Trust, an Alabama real estate investment trust, and one or more of its subsidiaries and
other affiliates, including CRLP, CPSLP and Colonial Properties Services, Inc. (CPSI), CLNL
Acquisition Sub, LLC or, as the context may require, Colonial Properties Trust only.
    Formation of the Trust and CRLP
  Merger with Cornerstone Realty Income Trust
   3
    Table of Contents  Acquisitions and Developments
  TotalTotal Units/
    
    
    CostLocation
    
    Square Feet (1)
    
    
    (in thousands)Consolidated Acquisitions:Multifamily PropertiesColonial Village at Willow Creek
    
    Dallas, TX
    
    
    478
    
    
    $
    39,250Colonial Grand at McDaniel Farm
    
    Atlanta, GA
    
    
    424
    
    
    
    41,000Colonial Village at Shoal Creek
    
    Dallas, TX
    
    
    408
    
    
    
    33,870Colonial Village at Chancellor Park
    
    Charlotte, NC
    
    
    340
    
    
    
    27,800Colonial Grand at Scottsdale
    
    Phoenix, AZ
    
    
    180
    
    
    
    29,620Colonial Grand at Pleasant Hill
    
    Atlanta, GA
    
    
    502
    
    
    
    45,350Colonial Grand at Shiloh
    
    Atlanta, GA
    
    
    498
    
    
    
    50,400Colonial Village at Oakbend
    
    Dallas, TX
    
    
    426
    
    
    
    31,950Colonial Grand at University Center
    
    Charlotte, NC
    
    
    156
    
    
    
    14,250Colonial Grand at Cypress Cove
    
    Charleston, SC
    
    
    264
    
    
    
    29,100$
    342,590Office PropertiesThe Peachtree (2)
    
    Atlanta, GA
    
    
    50,000
    
    
    
    8,300Total Consolidated Acquisitions
    
    
    
    
    
    
    
    $
    350,890Unconsolidated Acquisitions:Multifamily Properties(3)Colonial Grand at Huntcliff
    
    Atlanta, GA
    
    
    358
    
    
    $
    8,000Colonial Village at Matthews
    
    Charlotte, NC
    
    
    370
    
    
    
    4,900Belterra
    
    Fort Worth, TX
    
    
    288
    
    
    
    2,700Park Crossing
    
    Fairfield, CA
    
    
    200
    
    
    
    3,400Total Unconsolidated Acquisitions
    
    
    
    
    
    
    
    $
    19,000Completed Developments:Multifamily PropertiesColonial Grand at Silverado Reserve
    
    Austin, TX
    
    
    238
    
    
    $
    24,065Retail PropertiesColonial Pinnacle Tutwiler Farm
    
    Birmingham, AL
    
    
    450,000
    
    
    
    33,221Colonial Pinnacle Turkey Creek (4)
    
    Knoxville, TN
    
    
    477,000
    
    
    
    39,300927,000
    
    
    $
    72,521Total Completed Developments
    
    
    
    
    
    
    
    $
    96,586
 
 (1)
    
    Square footage includes anchor-owned square footage.(2)
    
    Represents additional(3)
    
    Amount represents our portion of the acquisition cost, including mortgage debt issued or assumed.(4)
    
    Represents 50% of the development costs, as we are a 50% equity partner in this development. 4
    Table of Contents  Acquisitions
  Multifamily Properties
 Colonial Grand at Huntcliff
 Colonial Village at Matthews 
 Colonial Village at Willow Creek
 Colonial Grand at McDaniel Farm 
 Colonial Village at Shoal Creek 
 Colonial Village at Chancellor Park 
 Colonial Grand at Scottsdale 
 Colonial Grand at Pleasant Hill 
 Colonial Grand at Shiloh 
 Belterra 
 Colonial Village at Oakbend 
 5
    Table of Contents  Park Crossing 
 Colonial Grand at University Center
 Colonial Grand at Cypress Cove
 Office Property
 The Peachtree 
 Completed Developments
 Multifamily Property
 Colonial Grand at Silverado Reserve 
 Retail Properties
 Colonial Pinnacle Tutwiler Farms 
 Colonial Pinnacle Turkey Creek 
 Continuing Development Activity
  6
    Table of Contents  Total
    
    
    
    
    
    
    
    
    
    
    CostsUnits/
    
    
    
    
    
    
    Estimated
    
    
    CapitalizedSquare
    
    
    Estimated
    
    
    Total Costs
    
    
    to DateFeet (1)
    
    
    Completion
    
    
    (in thousands)
    
    
    (in thousands)Multifamily Projects:Colonial Grand at Round Rock
    
    
    422
    
    
    
    2007
    
    
    $
    34,500
    
    
    $
    34,101Colonial Grand at Huntersville
    
    
    250
    
    
    
    2007
    
    
    
    26,100
    
    
    
    5,768Colonial Grand at Double Creek
    
    
    300
    
    
    
    2008
    
    
    
    31,800
    
    
    
    4,853Colonial Grand at Ayrsley
    
    
    368
    
    
    
    2008
    
    
    
    34,900
    
    
    
    7,200Colonial Grand at Traditions
    
    
    324
    
    
    
    2008
    
    
    
    41,400
    
    
    
    6,629Colonial Grand at Shelby Farms II
    
    
    154
    
    
    
    2008
    
    
    
    13,400
    
    
    
    1,352Colonial Grand at Sweetwater
    
    
    195
    
    
    
    2008
    
    
    
    23,500
    
    
    
    5,376Colonial Grand at Ridell Ranch
    
    
    376
    
    
    
    2008
    
    
    
    34,300
    
    
    
    3,723Colonial Grand at Randal Park
    
    
    600
    
    
    
    2010
    
    
    
    75,900
    
    
    
    7,503Office Projects:Northrop Grumman
    
    
    110,000
    
    
    
    2007
    
    
    
    17,300
    
    
    
    12,750Colonial Center TownPark 300
    
    
    150,000
    
    
    
    2007
    
    
    
    20,600
    
    
    
    15,574Colonial Brookwood Center
    
    
    169,000
    
    
    
    2007
    
    
    
    40,300
    
    
    
    18,237Metropolitan (2)
    
    
    155,000
    
    
    
    2008
    
    
    
    35,200
    
    
    
    5,499Retail Projects:Colonial Pinnacle Craft Farms I
    
    
    376,000
    
    
    
    2007
    
    
    
    42,500
    
    
    
    22,880Colonial Pinnacle Tutwiler Farm II
    
    
    85,000
    
    
    
    2007
    
    
    
    15,100
    
    
    
    7,953Colonial Promenade Alabaster II
    
    
    354,000
    
    
    
    2007
    
    
    
    21,200
    
    
    
    9,558Colonial Promenade Fultondale
    
    
    360,000
    
    
    
    2008
    
    
    
    24,800
    
    
    
    6,616Colonial Promenade Tannehill
    
    
    373,000
    
    
    
    2008
    
    
    
    41,000
    
    
    
    19,161Metropolitan (2)
    
    
    189,000
    
    
    
    2008
    
    
    
    52,800
    
    
    
    7,053Colonial Pinnacle Craft Farms II
    
    
    67,000
    
    
    
    2009
    
    
    
    13,500
    
    
    
    9,843For-Sale Projects:Regatta at James Island
    
    
    212
    
    
    
    2007
    
    
    
    25,000
    
    
    
    23,878Colonial Traditions at Gulf Shores (Lots)
    
    
    371
    
    
    
    2007
    
    
    
    21,000
    
    
    
    20,474Southgate on Fairview
    
    
    47
    
    
    
    2007
    
    
    
    16,500
    
    
    
    3,708The Renwick
    
    
    85
    
    
    
    2007
    
    
    
    24,300
    
    
    
    10,826Cypress Village (Townhouse Units & Lots)
    
    
    196
    
    
    
    2007
    
    
    
    60,300
    
    
    
    43,183Grander
    
    
    30
    
    
    
    2007
    
    
    
    16,600
    
    
    
    12,723Spanish Oaks (Lots)
    
    
    200
    
    
    
    2007
    
    
    
    9,800
    
    
    
    7,562Metropolitan (2)
    
    
    98
    
    
    
    2008
    
    
    
    41,200
    
    
    
    4,135Other Projects and Undeveloped Land:TownPark Land and Infrastructure
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    15,443Heathrow Land and Infrastructure
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    12,704Land & Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    67,931Total Consolidated Construction in Progress
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    434,196UnconsolidatedColonial Grand at Canyon Creek (3)
    
    
    336
    
    
    
    2007
    
    
    
    8,600
    
    
    
    7,537Regents Park (4)
    
    
    23
    
    
    
    2007
    
    
    
    15,000
    
    
    
    9,168Colonial Promenade Smyrna (5)
    
    
    410,000
    
    
    
    2008
    
    
    
    16,000
    
    
    
    5,937Total Unconsolidated Construction in Progress
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    22,642
 
 (1)
    
    Square footage includes anchor-owned square footage for retail properties.(2)
    
    This project is part of a mixed-use development.(3)
    
    Development costs represent 25% of total development costs, as we are a 25% partner in
this project.(4)
    
    Development costs represent 40% of total development costs, as we are a 40% partner in
this project.(5)
    
    Development costs represent 50% of total development costs, as we are a 50% partner in
this project. 7
    Table of Contents  Continuing Multifamily Development Activity
 Colonial Grand at Round Rock 
 Colonial Grand at Huntersville 
 Colonial Grand at Double Creek 
 Colonial Grand at Ayrsley 
 Colonial Grand at Traditions 
 Colonial Grand at Shelby Farms II 
 Colonial Grand at Sweetwater 
 Colonial Grand at Ridell Ranch 
 Colonial Grand at Randal Park 
 Colonial Grand at Canyon Creek 
  8
    Table of Contents  Continuing Office Development Activity
 Northrop Grumman 
 Colonial Center TownPark 300 
 Colonial Brookwood Center 
 Metropolitan  ,
 Continuing Retail Development Activity
 Colonial Pinnacle Craft Farms I 
 Colonial Pinnacle Tutwiler Farm II 
 Colonial Promenade Alabaster II 
 Colonial Promenade Fultondale 
 Colonial Promenade Tannehill 
 Metropolitan  ,
 Colonial Pinnacle Craft Farms II 
 9
    Table of Contents  Colonial Promenade Smyrna 
 Continuing For-Sale Development Activity
  Regatta at James Island formerly Central Park) 
 Colonial Traditions at Gulf Shores 
 Southgate on Fairview (formerly Colonial Traditions at South Park) 
 The Renwick 
 Regents Park
 Cypress Village
 Grander
 Spanish Oaks
 Metropolitan
 10
    Table of Contents  Dispositions
   Units/Square
    
    
    
    
    
    
    Gain onProperty
    
    Location
    
    Feet
    
    
    Sales Price
    
    
    Sales of Property(in thousands)
    
    
    (in thousands)MultifamilyArbor Trace
    
    Norfolk, VA
    
    
    148
    
    
    $
    14,750
    
    
    $
    830Colonial Grand at Galleria
    
    Birmingham, AL
    
    
    1,080
    
    
    
    73,000
    
    
    
    26,942Colonial Grand at Riverchase
    
    Birmingham, AL
    
    
    468
    
    
    
    36,200
    
    
    
    12,084Colonial Grand at Whitemarsh
    
    Savannah, GA
    
    
    352
    
    
    
    39,000
    
    
    
    Colonial Village at Caledon Woods
    
    Greenville, SC
    
    
    350
    
    
    
    22,900
    
    
    
    5,995Colonial Village at Estrada
    
    Dallas, TX
    
    
    248
    
    
    
    9,600
    
    
    
    Colonial Village at Haverhill
    
    San Antonio, TX
    
    
    322
    
    
    
    25,800
    
    
    
    8,057Colonial Village at Paces Glen
    
    Charlotte, NC
    
    
    172
    
    
    
    6,000
    
    
    
    Colonial Village at Remington Place
    
    Raleigh, NC
    
    
    136
    
    
    
    7,900
    
    
    
    542Colonial Village at Research Park
    
    Huntsville, AL
    
    
    736
    
    
    
    45,800
    
    
    
    17,581CMS Joint Ventures (4 properties)
    
    (2)
    
    
    762
    
    
    
    5,960
    
    
    
    1,869Colonial Village at Stone Brook
    
    Atlanta, GA
    
    
    188
    
    
    
    9,383
    
    
    
    Copper Crossing
    
    Fort Worth, TX
    
    
    400
    
    
    
    14,200
    
    
    
    Rancho Viejo (1)
    
    Phoenix, AZ
    
    
    266
    
    
    
    3,497
    
    
    
    954Summerwalk
    
    Charlotte, NC
    
    
    160
    
    
    
    8,200
    
    
    
    The Meadows I, II & III
    
    Asheville, NC
    
    
    392
    
    
    
    28,400
    
    
    
    The Timbers
    
    Raleigh, NC
    
    
    176
    
    
    
    7,600
    
    
    
    The Trestles
    
    Raleigh, NC
    
    
    280
    
    
    
    11,600
    
    
    
    DRA Southwest (15 properties)
    
    (3)
    
    
    3,957
    
    
    
    108,000
    
    
    
    39,735OfficeColonial Bank Centre
    
    Miami, FL
    
    
    235,500
    
    
    
    62,382
    
    
    
    17,135Colonial Center Heathrow 500
    
    Orlando, FL
    
    
    75,900
    
    
    
    13,655
    
    
    
    2,016Colonial Center Mansell Overlook (4
properties)(4)
    
    Atlanta, GA
    
    
    876,800
    
    
    
    140,600
    
    
    
    29,211DRA/Colonial Office JV (1 property)
    
    Dallas, TX
    
    
    152,200
    
    
    
    2,888
    
    
    
    DRA/Colonial Office JV (2 properties)
    
    (5)
    
    
    1,363,900
    
    
    
    23,565
    
    
    
    DRA/Colonial Office JV (3 properties)
    
    (6)
    
    
    535,200
    
    
    
    11,220
    
    
    
    Interstate Park
    
    Montgomery, AL
    
    
    227,000
    
    
    
    22,665
    
    
    
    10,186Retail(7)Colonial Promenade Boulevard Square (8)
    
    Pembroke Pines, FL
    
    
    220,700
    
    
    
    42,480
    
    
    
    2,449Colonial Promenade Deerfield (8)
    
    Deerfield Beach, FL
    
    
    378,700
    
    
    
    49,583
    
    
    
    608Colonial Shoppes College Parkway (8)
    
    Fort Myers, FL
    
    
    78,900
    
    
    
    15,243
    
    
    
    3,460Colonial Shoppes Pines Plaza (8)
    
    Pembroke Pines, FL
    
    
    68,200
    
    
    
    14,569
    
    
    
    1,065Tutwiler Farm (2 properties) (9)
    
    Birmingham, AL
    
    
    959,000
    
    
    
    90,000
    
    
    
    33,811Total
    
    
    
    
    
    
    
    $
    966,640
    
    
    $
    214,530
  11
    Table of Contents  (1)
    
    During the second quarter of 2006, we disposed of our 20% interest in Rancho Viejo,
which is reflected above.
 (2)
    
    The CMS properties included Colonial Grand at Barrington, Macon, GA; Colonial Village
at Hillwood, Montgomery, AL; Colonial Grand at Inverness Lakes, Mobile, AL; and Colonial
Village at Stockbridge, Atlanta, GA. During the first quarter of 2006, we disposed of our
interests (10%  15%) in these properties, which is reflected above.
 (3)
    
    This disposition included 15 properties which were part of a single transaction -
Arabian Trails, Fairway Crossing, La Entrada, and Posada del Este located in Phoenix, AZ;
Casas Lindas, Colonial del Rio, Hacienda del Rio, Pinnacle Heights, and Springhill located
in Tucson; Desert Lakes, Pinnacle Flamingo West, and Talavera located in Las Vegas, NV; and
Pinnacle Estates, Pinnacle High Desert, and Pinnacle High Resort located in Albuquerque,
NM. During the fourth quarter of 2006, we disposed of our interests (20%  24%) in these
properties, which is reflected above.
 (4)
    
    This disposition, which took place during the second quarter of 2006, included Colonial
Center at Mansell Overlook, Colonial Center at Mansell Overlook 400, Shoppes at Mansell and
Lakeside at Mansell, which consists of four mid-rise buildings, five low-rise buildings,
two retail strip centers, and land available for development. We sold 100% of Colonial
Center at Mansell Overlook 400 and retained a 15% interest in the mid-rise buildings,
retail strip centers and development land.
 (5)
    
    The DRA/Colonial Office JV properties, which were sold during the third quarter of
2006, included Vanguard Center, Charlotte, NC and Tallahassee Center, Tallahassee, FL.
 (6)
    
    The DRA/Colonial Office JV properties, which were sold during the second quarter of
2006, included 6600 Campus Circle, Dallas, TX; Paragon Place, Richmond, VA; and Gwinnett
Center, Atlanta, GA.
 (7)
    
    Retail square footage includes total square footage of asset including anchor owned
square footage.
 (8)
    
    These dispositions were part of a single transaction that occurred on March 10, 2006.
We retained a 10% interest in these properties through November 2006, and then disposed of
our remaining 10% interest on December 1, 2006.
 (9)
    
    This disposition, which took place during the fourth quarter of 2006, included two
properties  Colonial Pinnacle at Tutwiler Farm and Colonial Promenade at Tutwiler Farm.
   For-Sale Projects
  Twelve Months EndedDecember 31,(amounts in thousands)
    
    2006
    
    
    2005Condominium conversion revenues
    
    $
    117,732
    
    
    $
    79,322Condominium conversion costs
    
    
    (86,614
    )
    
    
    (65,976
    )Gains on condominium conversion sales, before
minority interest and income taxes
    
    
    31,118
    
    
    
    13,346For-sale residential revenues
    
    
    12,513
    
    
    
    For-sale residential costs
    
    
    (9,683
    )
    
    
    Gains on for-sale residential sales, before
minority interest and income taxes
    
    
    2,830
    
    
    
    Minority interest
    
    
    (1,967
    )
    
    
    (5,245
    )Provision for income taxes
    
    
    (9,825
    )
    
    
    (3,660
    )Gains on condominium conversion and for-sale residential sales,
net of minority interest and income taxes
    
    $
    22,156
    
    
    $
    4,441
 12
    Table of Contents  Recent Events
 Property Acquisitions
  Property Dispositions 
 Property Name
    
    Location
    
    Units
    
    
    Sales Price(in millions)Beacon Hill
    
    Charlotte, NC
    
    
    349
    
    
    $
    15.9Clarion Crossing
    
    Raleigh, NC
    
    
    260
    
    
    
    15.9Colonial Grand at Enclave
    
    Atlanta, GA
    
    
    200
    
    
    
    16.9Colonial Village at Poplar Place
    
    Atlanta, GA
    
    
    324
    
    
    
    19.6Colonial Village at Regency Place
    
    Raleigh, NC
    
    
    180
    
    
    
    10.3Colonial Village at Spring Lake
    
    Atlanta, GA
    
    
    188
    
    
    
    11.5Colonial Village at Timothy Woods
    
    Athens, GA
    
    
    204
    
    
    
    13.2$
    103.3
  13
    Table of Contents  Distribution 
 Business Strategy
  
    
    realizing growth in income from our existing portfolio of properties;
    
    selectively acquiring additional multifamily apartment communities in growth markets
located in the Sunbelt region of the United States;
    
    developing multifamily, office and retail properties (individually or as mixed-use
communities) in growth markets located in the Sunbelt region of the United States, where we
have first-hand knowledge of growth patterns and local economic conditions;
    
    developing merchant build properties and for-sale communities;
 
    
    recycling capital by selectively disposing of assets that have reached their maximum
investment potential and reinvesting the proceeds into opportunities with more growth
potential;
    
    managing our own properties as well as commercial assets through joint venture
investments, which enables us to better control operating expenses and establish long-term
relationships with our office and retail tenants;
    
    completing existing condominium conversion projects;
    
    maintaining our third-party property management business, which increases cash flow and
establishes additional relationships with investors and tenants; and
    
    employing a comprehensive capital maintenance program to maintain properties in
first-class condition.
   14
    Table of Contents  Financing Strategy
  
    
    maintaining conservative debt service and fixed charge coverage ratios in order to
sustain our investment grade status;
    
    extending and sequencing the maturity dates of our debt;
    
    borrowing primarily at fixed rates; and
    
    generally pursuing long-term debt financings and refinancings on an unsecured basis.
    Property Management
  Operational Structure
  Multifamily Division
 15
    Table of Contents  Office Division.
 Retail Division.
 Competition
 Competition for acquisitions could reduce the number of acquisition opportunities available to
us and result in increased prices for properties, which could adversely affect our return on
properties we purchase
 Seasonality
  Environmental Matters
 We could incur significant costs related to environmental issues
which could adversely affect our results of operations through increased compliance costs or our
financial condition if we become subject to a significant liability
 Insurance
 Uninsured or underinsured losses
could adversely affect our financial condition.
 Employees
  16
    Table of Contents  Tax Status
   Available Information
 www.colonialprop.com
 17
    Table of Contents  Executive Officers of the Trust
  Thomas H. Lowder
 C. Reynolds Thompson, III,
 Weston M. Andress
 John P. Rigrish
 18
    Table of Contents  Paul F. Earle
 Robert A. Bo Jackson
 Charles A. McGehee
 John E. Tomlinson
 19
    Table of Contents  Item 1A. Risk Factors
  Risks Associated with our Current Strategy to Change our Asset Mix
 We are in the process of changing our business plan to focus predominately on multifamily
properties and face certain risks inherent in the implementation of this strategy.
  
    
    potential disruptions in our operations;
    
    the diversion of managements attention from day-to-day operations to the disposition of
our office and retail assets;
    
    we may experience difficulties and incur unanticipated expenses relating to the proposed
dispositions;
    
    we may not achieve anticipated cost savings and operating efficiencies from our focus on
multifamily properties; and
    
    multifamily properties may not perform as well as we anticipate due to various factors,
including changes in economic conditions and the demand for multifamily properties
generally.
 Our joint venture investments could be
adversely affected by our lack of sole decision-making authority, our reliance on our joint venture
partners financial condition, any disputes that may arise between us and our joint venture
partners and our exposure to potential losses from the actions of our joint venture partners.
 As a result of our strategic plan to focus predominately on multifamily properties, our
revenues will be significantly influenced by demand for multifamily properties generally, and a
decrease in such demand would likely have a greater adverse effect on our revenues than if we owned
a more diversified real estate portfolio.
  Risks Associated with Real Estate
 We face numerous risks associated with the real estate industry that could adversely affect
our results of operations through decreased revenues or increased costs.
  
    
    worsening of national and regional economic conditions, as well as the local economic
conditions in our principal market areas;
 20
    Table of Contents  
    
    the existence and quality of the competition, such as the attractiveness of our property
as compared to our competitors properties based on considerations such as convenience of
location, rental rates, amenities and safety record;
    
    increased operating costs, including increased real property taxes, maintenance, insurance and utilities costs;
    
    weather conditions that may increase or decrease energy costs and other weather-related expenses;
    
    oversupply of multifamily, office or retail space or a reduction in demand for real
estate in the markets in which our properties are located;
    
    a favorable interest rate environment that may result in a significant number of
potential tenants of our multifamily properties deciding to purchase homes instead of
renting; and
    
    changing trends in the demand by consumers for merchandise offered by retailers
conducting business at our retail properties.
  Real estate investments are illiquid, and therefore we may not be able to sell our properties
in response to economic changes which could adversely affect our results of operations or financial
condition.
  We are subject to significant regulation, which could adversely affect our results of
operations through increased costs and/or an inability to pursue business opportunities.
  Compliance or failure to comply with the Americans with Disabilities Act could result in
substantial costs.
  Risks Associated with Our Operations
 The development or conversion of for-sale projects could adversely affect our results of
operations.
  
    
    we may be unable to obtain, or face delays in obtaining, necessary zoning, land-use,
building, occupancy, and other required governmental permits and authorizations, which
could result in increased development costs and/or lower than expected sales;
    
    local real estate market conditions, such as oversupply or reduction in demand, may
result in reduced or fluctuating sales;
 21
    Table of Contents  
    
    we may incur development or conversion costs for a property that exceed original
estimates due to increased materials, labor or other costs or unforeseen environmental
conditions, which could make completion of the property uneconomical;
    
    land, insurance and construction costs continue to increase in our markets and may
continue to increase in the future and we may be unable to attract rents, or sales prices
with respect to for-sale product, that compensate for these increases in costs;
    
    for-sale properties under development or acquired for development usually generate
little or no cash flow until completion of development and sale of a significant number of
homes or condominium units and may experience operating deficits after the date of
completion and until such homes or condominium units are sold;
    
    we may abandon development or conversion opportunities that we have already begun to
explore, and we may fail to recover expenses already incurred in connection with exploring
any such opportunities;
    
    buyers may be unable to qualify for financing;
    
    sale prices may be lower than anticipated;
    
    we may be unable to close on sales of individual units under contract; and
    
    we could be subject to liability claims from condominium associations or others
asserting that construction performed was defective, resulting in litigation and/or
settlement discussions.
  Our properties may not generate sufficient rental income to pay our expenses if we are unable
to lease our new properties or renew leases or re-lease space at our existing properties as leases
expire, which may adversely affect our operating results.
  
    
    local conditions such as an oversupply of, or reduction in demand for, multifamily, office or retail properties;
    
    the attractiveness of our properties to residents, shoppers and tenants;
    
    decreases in market rental rates; and
    
    our ability to collect rent from our tenants.
   We may not be able to control our operating costs or our expenses may remain constant, even if
our revenues decrease, causing our results of operations to be adversely affected.
  
    
    the need to pay for insurance and other operating costs, including real estate taxes, which could increase over time;
    
    the need periodically to repair, renovate and re-lease space;
    
    the cost of compliance with governmental regulation, including zoning and tax laws;
    
    the potential for liability under applicable laws;
    
    interest rate levels; and
    
    the availability of financing.
  22
    Table of Contents  An economic downturn, a natural disaster or an act of terrorism in an area in which our
properties are concentrated could adversely affect our results of operations or financial
condition.
  Tenant bankruptcies and downturns in tenants businesses may adversely affect our operating
results by decreasing our revenues.
  Risks associated with the property management, leasing and brokerage businesses could
adversely affect our results of operations by decreasing our revenues.
  
    
    management contracts or service agreements with third-party owners will be terminated
and lost to competitors;
    
    contracts will not be renewed upon expiration or will not be available for renewal on
terms consistent with current terms; and
    
    leasing and brokerage activity generally may decline.
  We could incur significant costs related to environmental issues which could adversely affect
our results of operations through increased compliance costs or our financial condition if we
become subject to a significant liability.
  23
    Table of Contents  Costs associated with moisture infiltration and resulting mold remediation may be costly.
  Uninsured or underinsured losses could adversely affect our financial condition.
   Competition for acquisitions could reduce the number of acquisition opportunities available to
us and result in increased prices for properties, which could adversely affect our return on
properties we purchase.
  24
    Table of Contents  We may be unable to successfully integrate and effectively manage the properties we acquire,
which could adversely affect our results of operations.
  We may not be able to achieve the anticipated financial and operating results from our
acquisitions, which would adversely affect our operating results.
  We may be unable to develop new properties or redevelop existing properties successfully,
which could adversely affect our results of operations due to unexpected costs, delays and other
contingencies.
  
    
    significant expenditure of money and time on projects that may be delayed or never be completed;
    
    higher than projected construction costs;
    
    lack of availability of debt or equity financing on acceptable terms;
    
    failure to meet anticipated occupancy or rent levels;
    
    failure to obtain zoning, occupancy or other governmental approvals;
    
    changes in applicable zoning and land use laws may require us to abandon projects
prior to their completion, resulting in the loss of development costs incurred up to
the time of abandonment; and
    
    late completion because of construction delays, delays in the receipt of zoning,
occupancy and other approvals or other factors outside of our control.
  Our joint venture investments could be adversely affected by our lack of sole decision-making
authority, our reliance on our joint venture partners financial condition, any disputes that may
arise between us and our joint venture partners and our exposure to potential losses from the
actions of our joint venture partners.
  
    
    we share decision-making authority with some of our joint venture partners regarding
major decisions affecting the ownership or operation of the joint venture and the joint
venture properties, such as the sale of the properties or the making of additional capital
contributions for the benefit of the properties, which may prevent us from taking actions
that are opposed by those joint venture partners;
 25
    Table of Contents  
    
    prior consent of our joint venture partners is required for a sale or transfer to a
third party of our interests in the joint venture, which restricts our ability to dispose
of our interest in the joint venture;
    
    our joint venture partners might become bankrupt or fail to fund their share of required
capital contributions, which may delay construction or development of a joint venture
property or increase our financial commitment to the joint venture;
    
    our joint venture partners may have business interests or goals with respect to the
joint venture properties that conflict with our business interests and goals, which could
increase the likelihood of disputes regarding the ownership, management or disposition of
such properties;
    
    disputes may develop with our joint venture partners over decisions affecting the joint
venture properties or the joint venture, which may result in litigation or arbitration that
would increase our expenses and distract our officers and/or trustees from focusing their
time and effort on our business, and possibly disrupt the day-to-day operations of the
property such as by delaying the implementation of important decisions until the conflict
or dispute is resolved; and
    
    we may suffer losses as a result of the actions of our joint venture partners with
respect to our joint venture investments.
 Risks Associated with Our Indebtedness and Financing
 We have substantial indebtedness and our cash flow may not be sufficient to make required
payments on our indebtedness or repay our indebtedness as it matures.
 ,
   Our degree of leverage could limit our ability to obtain additional financing which would
negatively impact our results of operation and financial condition.
  Due to the amount of our variable rate debt, rising interest rates would adversely affect our
results of operation.
  26
    Table of Contents  We have entered into debt agreements with covenants that restrict our operating activities,
which could adversely affect our results of operations, and violation of these restrictive
covenants could adversely affect our financial condition through debt defaults or acceleration.
  
    
    collateralized debt to total asset value ratio;
    
    fixed charge coverage ratio;
    
    total liabilities to total asset value ratio;
    
    total permitted investments to total asset value ratio; and
    
    unencumbered leverage ratio.
  
    
    incur collateralized and unsecured indebtedness;
    
    sell all or substantially all or our assets; and
    
    engage in mergers, consolidations and acquisitions.
  Our inability to obtain sufficient third party financing could adversely affect our results of
operations and financial condition because we depend on third party financing for our development,
expansion or acquisition activities.
  Our senior notes do not have an established trading market; therefore, holders of our notes
may not be able to sell their notes.
  Risks Associated with Our Organization
 Some of the Trusts trustees and officers have conflicts of interest and could exercise
influence in a manner inconsistent with the holders of interests in CRLP.
   27
    Table of Contents  Restrictions on the acquisition and change in control of the Trust may have adverse effects on
the value of our common units.
  The Trusts Declaration of Trust contains ownership limits and restrictions on
transferability.
 
    
    9.8%, in either number of shares or value (whichever is more restrictive), of any class
of outstanding shares of the Trust;
    
    5% in number or value (whichever is more restrictive), of the outstanding common shares
and any outstanding excess shares of the Trust; and
    
    in the case of certain excluded holders related to the Lowder family: 29% by one
individual; 34% by two individuals; 39% by three individuals; or 44% by four individuals.
  The Trusts Declaration of Trust permits the Board of Trustees to issue preferred shares with
terms that may discourage a third party from acquiring the Trust.
 The Trusts Declaration of Trust and Bylaws contain other possible anti-takeover provisions.
 
    
    a prohibition on shareholder action by written consent;
    
    the ability to remove trustees only at a meeting of shareholders called for that
purpose, by the affirmative vote of the holders of not less than two-thirds of the shares
then outstanding and entitled to vote in the election of trustees;
    
    the limitation that a special meeting of shareholders can be called only by the
president or chairman of the board or upon the written request of shareholders holding
outstanding shares representing at least 25% of all votes entitled to be cast at the
special meeting;
    
    the advance written notice requirement for shareholders to nominate a trustee before a
meeting of shareholders; and
    
    the requirement that the amendment of certain provisions of the Trusts Declaration of
Trust relating to the removal of trustees, the termination of the Trust and any provision
that would have the effect of amending these provisions, require the affirmative vote of
the holders of two-thirds of the Trusts shares then outstanding.
 The Board of Trustees of the Trust has adopted a shareholder rights plan that could discourage
a third party from making a proposal to acquire the Trust.
  28
    Table of Contents  We may change our business policies in the future, which could adversely affect our financial
condition or results of operations.
  Risks Associated with Income Tax Laws
 The Trusts failure to qualify as a REIT could have adverse tax consequences.
   Even if the Trust qualifies as a REIT, we and our subsidiaries will be required to pay some
taxes.
  If the IRS were to challenge successfully our status as a partnership for federal income tax
purposes, the Trust would cease to qualify as a REIT and suffer other adverse consequences.
  29
    Table of Contents  Item 1B. Unresolved Staff Comments.
  30
    Table of Contents  Item 2. Properties.
 General
  Summary of Properties
 Total 2006
    
    
    Percent ofUnits/
    
    
    Property
    
    
    Total 2006
    
    
    PercentageNumber of
    
    
    NRA/
    
    
    Revenue (2)
    
    
    Property
    
    
    Occupancy atType of Property
    
    Properties
    
    
    GRA (1)
    
    
    (in thousands)
    
    
    Revenue (2)
    
    
    Dec. 31, 2006 (3)Multifamily
    
    
    127
    
    
    
    38,111
    (4)
    
    $
    320,519
    
    
    
    53.1
    %
    
    
    95.5%Office
    
    
    53
    
    
    
    16,927,194
    (5)
    
    
    172,368
    
    
    
    28.6
    %
    
    
        93.5%Retail
    
    
    43
    
    
    
    12,737,995
    (6)
    
    
    110,287
    
    
    
    18.3
    %
    
    
    93.1%Total
    
    
    223
    
    
    
    
    
    
    $
    603,174
    (7)
    
    
    100.0
    %
 
 (1)
    
    Units (in this table only) refers to multifamily units, NRA refers to net rentable area
of office space and GRA refers to gross retail area, which includes gross leasable area and
space owned by anchor tenants.(2)
    
    Includes our proportionate share of revenue from those multifamily, office and retail
properties accounted for under the equity method, and our share of the revenues from
properties disposed in 2006.(3)
    
    Excludes the units/square feet of development or expansion phases of three multifamily
properties, one office property and one retail property that had not achieved stabilized
occupancy as of December 31, 2006.(4)
    
    Amount includes 5,884 units at 19 multifamily apartment communities, in which we
maintain a 5.0%  35.0% ownership interest.(5)
    
    Amount includes 10,393,000 square feet at 23 office properties, in which we maintain a
15.0%  33.33% ownership interest.(6)
    
    Amount includes 5,466,700 square feet at 10 retail properties, in which we maintain a
10.0%  50.0% ownership interest. Square footage includes anchor-owned square footage.(7)
    
    Amount includes $67,120 of our proportionate share of revenue from unconsolidated
properties and $88,148 of revenue from properties classified as discontinued operations during
2006. In order to arrive at consolidated property revenues of $447,906, in accordance with
GAAP, these amounts must be removed from the total property revenue. Management believes
including our proportionate share of revenue from unconsolidated properties and revenues from
discontinued operations provides investors with a more complete description of our gross
revenues (See Note 8  Segment Information in our Notes to Consolidated Financial Statements
contained in Item 8 of this Form
10-K). Multifamily Properties
   31
    Table of Contents  Multifamily Properties
 Average
    
    
    Total Multifamily
    
    
    Percent of TotalYear
    
    Number
    
    
    Approximate
    
    
    
    
    
    
    Rental
    
    
    Property
    
    
    2006 MultifamilyMultifamily
    
    
    
    
    
    
    
    Completed
    
    of
    
    
    Rentable Area
    
    
    Percent
    
    
    Rate
    
    
    Revenue for
    
    
    PropertyProperty (1)
    
    
    
    
    
    Location
    
    (2)
    
    Units (3)
    
    
    (Square Feet)
    
    
    Occupied
    
    
    Per Unit
    
    
    2006
    
    
    Revenue (4)Alabama:CG at Edgewater
    
    
    
    
    
    Huntsville
    
    1990
    
    
    500
    
    
    
    541,650
    
    
    
    96.0
    %
    
    $
    749
    
    
    $
    4,409,406
    
    
    
    1.4
    %CG at Galleria
    
    
    
    
    
    Birmingham
    
    1986/1996
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8,939,627
    (8)
    
    
    2.8
    %CG at Inverness Lakes II
    
    
    (7
    )
    
    Mobile
    
    1996
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    96,153
    (8)
    
    
    0.0
    %CG at Liberty Park
    
    
    
    
    
    Birmingham
    
    2000
    
    
    300
    
    
    
    338,684
    
    
    
    96.0
    %
    
    
    1,044
    
    
    
    3,388,376
    
    
    
    1.1
    %CG at Madison
    
    
    
    
    
    Huntsville
    
    2000
    
    
    336
    
    
    
    354,592
    
    
    
    94.9
    %
    
    
    828
    
    
    
    3,256,419
    
    
    
    1.0
    %CG at Mountain Brook
    
    
    (7
    )
    
    Birmingham
    
    1987/1991
    
    
    392
    
    
    
    392,700
    
    
    
    96.7
    %
    
    
    786
    
    
    
    518,529
    
    
    
    0.2
    %CG at Promenade
    
    
    
    
    
    Montgomery
    
    2000
    
    
    384
    
    
    
    478,220
    
    
    
    92.2
    %
    
    
    901
    
    
    
    3,943,668
    
    
    
    1.2
    %CG at Riverchase
    
    
    
    
    
    Birmingham
    
    1984/1991
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,322,083
    (8)
    
    
    1.3
    %Colony Woods
    
    
    (7
    )
    
    Birmingham
    
    1988
    
    
    414
    
    
    
    450,682
    
    
    
    91.3
    %
    
    
    752
    
    
    
    349,820
    
    
    
    0.1
    %CV at Ashford Place
    
    
    
    
    
    Mobile
    
    1983
    
    
    168
    
    
    
    145,600
    
    
    
    98.2
    %
    
    
    611
    
    
    
    1,188,370
    
    
    
    0.4
    %CV at Hillwood
    
    
    
    
    
    Montgomery
    
    1984
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    45,762
    (8)
    
    
    0.0
    %CV at Huntleigh Woods
    
    
    
    
    
    Mobile
    
    1978
    
    
    233
    
    
    
    198,861
    
    
    
    94.8
    %
    
    
    585
    
    
    
    1,625,909
    
    
    
    0.5
    %CV at Inverness
    
    
    
    
    
    Birmingham
    
    1986/87/90
    
    
    586
    
    
    
    508,597
    
    
    
    95.7
    %
    
    
    680
    
    
    
    4,155,182
    
    
    
    1.3
    %CV at Inverness Lakes I
    
    
    
    
    
    Mobile
    
    1983
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    49,569
    (8)
    
    
    0.0
    %CV at Research Park
    
    
    
    
    
    Huntsville
    
    1987/1994
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,561,785
    (8)
    
    
    1.7
    %CV at Rocky Ridge
    
    
    (7
    )
    
    Birmingham
    
    1984
    
    
    226
    
    
    
    258,900
    
    
    
    95.6
    %
    
    
    756
    
    
    
    271,562
    
    
    
    0.1
    %CV at Trussville
    
    
    
    
    
    Birmingham
    
    1996/1997
    
    
    376
    
    
    
    410,340
    
    
    
    92.3
    %
    
    
    801
    
    
    
    3,366,856
    
    
    
    1.1
    %Madison at Shoal Run
    
    
    (7
    )
    
    Birmingham
    
    1985
    
    
    276
    
    
    
    249,300
    
    
    
    93.5
    %
    
    
    684
    
    
    
    219,535
    
    
    
    0.1
    %Meadows at Brook Highland
    
    
    (7
    )
    
    Birmingham
    
    1987
    
    
    400
    
    
    
    465,605
    
    
    
    93.2
    %
    
    
    756
    
    
    
    321,099
    
    
    
    0.1
    %The Grove at Riverchase
    
    
    (7
    )
    
    Birmingham
    
    1996
    
    
    345
    
    
    
    344,625
    
    
    
    93.3
    %
    
    
    835
    
    
    
    614,869
    
    
    
    0.2
    %Subtotal  Alabama
    
    
    
    
    
    
    
    
    
    
    4,936
    
    
    
    5,138,356
    
    
    
    94.4
    %
    
    
    774
    
    
    
    46,644,579
    
    
    
    14.6
    %ArizonaArabian Trials
    
    
    
    
    
    Scottsdale
    
    1986
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    719,840
    (8)
    
    
    0.2
    %Casa Lindas
    
    
    
    
    
    Tucson
    
    1986
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    310,095
    (8)
    
    
    0.1
    %CG at Scottsdale
    
    
    
    
    
    Scottsdale
    
    1999
    
    
    180
    
    
    
    182,857
    
    
    
    95.6
    %
    
    
    1,277
    
    
    
    1,028,994
    (6)
    
    
    0.3
    %Colonia del Rio
    
    
    
    
    
    Tucson
    
    1985
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    368,719
    (8)
    
    
    0.1
    %Fairway Crossing
    
    
    
    
    
    Phoenix
    
    1986
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    598,884
    (8)
    
    
    0.2
    %Hacienda del Rio
    
    
    
    
    
    Tucson
    
    1983
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    369,178
    (8)
    
    
    0.1
    %La Entrada
    
    
    
    
    
    Scottsdale
    
    1988
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    247,835
    (8)
    
    
    0.1
    %Pinnancle Heights
    
    
    
    
    
    Tucson
    
    1995
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    772,630
    (8)
    
    
    0.2
    %Posada del Este
    
    
    
    
    
    Phoenix
    
    1979
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    317,558
    (8)
    
    
    0.1
    %Rancho Viejo
    
    
    
    
    
    Phoenix
    
    1985
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    157,570
    (8)
    
    
    0.0
    %Springhill
    
    
    
    
    
    Tucson
    
    1988
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    387,393
    (8)
    
    
    0.1
    %Subtotal  Arizona
    
    
    
    
    
    
    
    
    
    
    180
    
    
    
    182,857
    
    
    
    95.6
    %
    
    
    1,277
    
    
    
    5,278,696
    
    
    
    1.6
    %CaliforniaPark Crossing (7)
    
    
    
    
    
    Fairfield
    
    2006
    
    
    200
    
    
    
    209,928
    
    
    LU
    (9)
 
    
    
    
    
    
    32,787
    (6)
    
    
    0.0
    %Subtotal  California
    
    
    
    
    
    
    
    
    
    
    200
    
    
    
    209,928
    
    
    
    
    
    
    
    
    
    
    
    32,787
    
    
    
    0.0
    %Florida:Azur at Metrowest
    
    
    
    
    
    Orlando
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    732,884
    (10)
    
    
    0.2
    %Capri at Hunters Creek
    
    
    
    
    
    Orlando
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    865,181
    (10)
    
    
    0.3
    %CG at Bayshore
    
    
    (7
    )
    
    Bradenton
    
    1997
    
    
    376
    
    
    
    374,156
    
    
    
    93.1
    %
    
    
    863
    
    
    
    1,012,419
    
    
    
    0.3
    %CG at Cypress Crossing
    
    
    
    
    
    Orlando
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,192,876
    (10)
    
    
    0.4
    %CG at Heather Glen
    
    
    
    
    
    Orlando
    
    2000
    
    
    448
    
    
    
    523,228
    
    
    
    99.6
    %
    
    
    969
    
    
    
    5,411,635
    
    
    
    1.7
    %CG at Heathrow
    
    
    
    
    
    Orlando
    
    1997
    
    
    312
    
    
    
    353,040
    
    
    
    94.2
    %
    
    
    1,015
    
    
    
    3,683,590
    
    
    
    1.1
    %CG at Hunters Creek
    
    
    
    
    
    Orlando
    
    1997
    
    
    496
    
    
    
    624,464
    
    
    
    97.4
    %
    
    
    997
    
    
    
    6,233,530
    
    
    
    1.9
    %CG at Lakewood Ranch
    
    
    
    
    
    Sarasota
    
    1999
    
    
    288
    
    
    
    301,656
    
    
    
    96.9
    %
    
    
    1,040
    
    
    
    3,672,821
    
    
    
    1.1
    %CG at Metrowest
    
    
    
    
    
    Orlando
    
    1997
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    671,973
    (8)
    
    
    0.2
    %CG at Palma Sola
    
    
    (7
    )
    
    Bradenton
    
    1992
    
    
    340
    
    
    
    293,272
    
    
    
    97.1
    %
    
    
    836
    
    
    
    835,513
    
    
    
    0.3
    %CG at Seven Oaks
    
    
    
    
    
    Tampa
    
    2004
    
    
    318
    
    
    
    301,131
    
    
    
    96.5
    %
    
    
    983
    
    
    
    3,831,694
    
    
    
    1.2
    %CG at TownPark
    
    
    
    
    
    Orlando
    
    2002
    
    
    456
    
    
    
    564,056
    
    
    
    94.5
    %
    
    
    1,079
    
    
    
    6,020,126
    
    
    
    1.9
    %CG at Town Park Reserve
    
    
    
    
    
    Orlando
    
    2004
    
    
    80
    
    
    
    77,416
    
    
    
    97.5
    %
    
    
    1,167
    
    
    
    1,161,368
    
    
    
    0.4
    %CV at Twin Lakes
    
    
    
    
    
    Orlando
    
    2004
    
    
    460
    
    
    
    138,200
    
    
    
    93.0
    %
    
    
    943
    
    
    
    5,186,724
    
    
    
    1.6
    %Portofino at Jensen Beach
    
    
    
    
    
    Jensen Beach
    
    2002
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    288,056
    (10)
    
    
    0.1
    %Murano at Delray Beach
    
    
    
    
    
    Delray Beach
    
    2002
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    462,064
    (10)
    
    
    0.1
    %Subtotal  Florida
    
    
    
    
    
    
    
    
    
    
    3,574
    
    
    
    3,550,619
    
    
    
    95.9
    %
    
    
    975
    
    
    
    41,262,454
    
    
    
    12.9
    %Georgia:CG at Barrett Creek
    
    
    
    
    
    Atlanta
    
    1999
    
    
    332
    
    
    
    309,962
    
    
    
    97.6
    %
    
    
    783
    
    
    
    3,344,480
    
    
    
    1.0
    %CG at Barrington Club
    
    
    
    
    
    Macon
    
    1996
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    51,168
    (8)
    
    
    0.0
    %CG at Berkeley Lake
    
    
    
    
    
    Atlanta
    
    1998
    
    
    180
    
    
    
    244,217
    
    
    
    96.1
    %
    
    
    1,087
    
    
    
    2,038,545
    
    
    
    0.6
    %CG at Enclave
    
    
    
    
    
    Atlanta
    
    1995
    
    
    200
    
    
    
    296,868
    
    
    
    96.0
    %
    
    
    924
    
    
    
    2,041,543
    (11)
    
    
    0.6
    %CG at Hammocks
    
    
    
    
    
    Savannah
    
    1997
    
    
    308
    
    
    
    323,844
    
    
    
    96.4
    %
    
    
    914
    
    
    
    3,469,495
    
    
    
    1.1
    %CG at Huntcliff
    
    
    (7
    )
    
    Atlanta
    
    1997
    
    
    358
    
    
    
    364,633
    
    
    
    96.9
    %
    
    
    1,176
    
    
    
    678,529
    (6)
    
    
    0.2
    %CG at McDaniel Farm
    
    
    
    
    
    Atlanta
    
    1997
    
    
    424
    
    
    
    456,834
    
    
    
    94.8
    %
    
    
    944
    
    
    
    2,478,004
    (6)
    
    
    0.8
    %CG at McGinnis Ferry
    
    
    
    
    
    Atlanta
    
    1997
    
    
    434
    
    
    
    509,455
    
    
    
    90.6
    %
    
    
    960
    
    
    
    4,462,636
    
    
    
    1.4
    %CG at Mount Vernon
    
    
    
    
    
    Atlanta
    
    1997
    
    
    213
    
    
    
    257,180
    
    
    
    95.3
    %
    
    
    1,138
    
    
    
    2,649,145
    
    
    
    0.8
    %CG at Pleasant Hill
    
    
    
    
    
    Atlanta
    
    1996
    
    
    502
    
    
    
    501,816
    
    
    
    93.4
    %
    
    
    993
    
    
    
    1,601,541
    (6)
    
    
    0.5
    %CG at River Oaks
    
    
    
    
    
    Atlanta
    
    1992
    
    
    216
    
    
    
    276,208
    
    
    
    94.9
    %
    
    
    1,069
    
    
    
    2,180,337
    
    
    
    0.7
    %CG at River Plantation
    
    
    
    
    
    Atlanta
    
    1994
    
    
    232
    
    
    
    310,364
    
    
    
    94.0
    %
    
    
    1,063
    
    
    
    2,418,647
    
    
    
    0.8
    %CG at Shiloh
    
    
    
    
    
    Atlanta
    
    2002
    
    
    498
    
    
    
    533,412
    
    
    
    95.8
    %
    
    
    1,151
    
    
    
    1,613,725
    (6)
    
    
    0.5
    %CG at Sugarloaf
    
    
    
    
    
    Atlanta
    
    2002
    
    
    250
    
    
    
    328,552
    
    
    
    97.2
    %
    
    
    1,020
    
    
    
    2,632,961
    
    
    
    0.8
    %CG at Whitemarsh
    
    
    
    
    
    Savannah
    
    2002
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    283,371
    (8)
    
    
    0.1
    %CV at Greentree
    
    
    
    
    
    Savannah
    
    1984
    
    
    194
    
    
    
    165,216
    
    
    
    99.0
    %
    
    
    725
    
    
    
    1,662,771
    
    
    
    0.5
    %CV at Huntington
    
    
    
    
    
    Savannah
    
    1986
    
    
    147
    
    
    
    121,112
    
    
    
    98.6
    %
    
    
    765
    
    
    
    1,351,987
    
    
    
    0.4
    %CV at Marsh Cove
    
    
    
    
    
    Savannah
    
    1983
    
    
    188
    
    
    
    197,200
    
    
    
    95.7
    %
    
    
    833
    
    
    
    1,783,967
    
    
    
    0.6
    %CV at Poplar Place
    
    
    
    
    
    Atlanta
    
    1989/1995
    
    
    324
    
    
    
    299,730
    
    
    
    93.5
    %
    
    
    757
    
    
    
    2,781,093
    (11)
    
    
    0.9
    %CV at Spring Lake
    
    
    
    
    
    Atlanta
    
    1986
    
    
    188
    
    
    
    189,712
    
    
    
    97.2
    %
    
    
    779
    
    
    
    1,510,167
    (11)
    
    
    0.5
    %CV at Stockbridge
    
    
    
    
    
    Stockbridge
    
    1993/1994
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    68,564
    (8)
    
    
    0.0
    %CV at Stone Brook
    
    
    
    
    
    Atlanta
    
    1986
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    43,595
    (8)
    
    
    0.0
    %CV at Timothy Woods
    
    
    
    
    
    Athens
    
    1996
    
    
    204
    
    
    
    211,444
    
    
    
    94.1
    %
    
    
    828
    
    
    
    1,641,905
    (11)
    
    
    0.5
    %Merritt at Godley Station
    
    
    (7
    )
    
    Savannah
    
    2005
    
    
    312
    
    
    
    337,344
    
    
    
    95.8
    %
    
    
    915
    
    
    
    1,209,465
    
    
    
    0.4
    %Subtotal  Georgia
    
    
    
    
    
    
    
    
    
    
    5,704
    
    
    
    6,235,103
    
    
    
    95.3
    %
    
    
    960
    
    
    
    43,997,641
    
    
    
    13.7
    %
 32
    Table of Contents  Average
    
    
    Total Multifamily
    
    
    Percent of TotalYear
    
    Number
    
    
    Approximate
    
    
    
    
    
    
    Rental
    
    
    Property
    
    
    2006 MultifamilyMultifamily
    
    
    
    
    
    
    
    Completed
    
    of
    
    
    Rentable Area
    
    
    Percent
    
    
    Rate
    
    
    Revenue for
    
    
    PropertyProperty (1)
    
    
    
    
    
    Location
    
    (2)
    
    Units (3)
    
    
    (Square Feet)
    
    
    Occupied
    
    
    Per Unit
    
    
    2006
    
    
    Revenue (4)Mississippi:CG at The Reservoir
    
    
    
    
    
    Jackson
    
    2000
    
    
    170
    
    
    
    195,605
    
    
    
    97.1
    %
    
    
    905
    
    
    
    1,827,146
    (11)
    
    
    0.6
    %CG at Natchez Trace
    
    
    
    
    
    Jackson
    
    1995/1997
    
    
    328
    
    
    
    342,800
    
    
    
    94.8
    %
    
    
    785
    
    
    
    2,826,967
    (11)
    
    
    0.9
    %Subtotal  Mississippi
    
    
    
    
    
    
    
    
    
    
    498
    
    
    
    538,405
    
    
    
    95.6
    %
    
    
    826
    
    
    
    4,654,113
    
    
    
    1.5
    %North Carolina:Autumn Park
    
    
    
    
    
    Greensboro
    
    2001/2004
    
    
    402
    
    
    
    403,776
    
    
    
    94.3
    %
    
    
    872
    
    
    
    3,463,311
    
    
    
    1.1
    %Beacon Hill
    
    
    
    
    
    Charlotte
    
    1985
    
    
    349
    
    
    
    256,075
    
    
    
    94.6
    %
    
    
    681
    
    
    
    2,251,796
    (11)
    
    
    0.7
    %CG at Arringdon
    
    
    
    
    
    Raleigh/Durham
    
    2003
    
    
    320
    
    
    
    311,200
    
    
    
    96.6
    %
    
    
    923
    
    
    
    2,778,736
    
    
    
    0.9
    %CG at Beverly Crest
    
    
    
    
    
    Charlotte
    
    1996
    
    
    300
    
    
    
    278,685
    
    
    
    90.7
    %
    
    
    842
    
    
    
    2,714,216
    
    
    
    0.8
    %CG at Crabtree Valley
    
    
    
    
    
    Raleigh
    
    1997
    
    
    210
    
    
    
    209,670
    
    
    
    97.1
    %
    
    
    910
    
    
    
    1,894,098
    
    
    
    0.6
    %CG at Legacy Park
    
    
    
    
    
    Charlotte
    
    2001
    
    
    288
    
    
    
    300,768
    
    
    
    94.8
    %
    
    
    867
    
    
    
    2,587,205
    
    
    
    0.8
    %CG at Mallard Creek
    
    
    
    
    
    Charlotte
    
    2004
    
    
    252
    
    
    
    232,646
    
    
    
    95.6
    %
    
    
    895
    
    
    
    2,243,900
    
    
    
    0.7
    %CG at Mallard Lake
    
    
    
    
    
    Charlotte
    
    1998
    
    
    302
    
    
    
    300,806
    
    
    
    93.7
    %
    
    
    875
    
    
    
    2,696,595
    
    
    
    0.8
    %CG at Patterson Place
    
    
    
    
    
    Durham
    
    1997
    
    
    252
    
    
    
    236,756
    
    
    
    95.2
    %
    
    
    936
    
    
    
    2,407,407
    
    
    
    0.8
    %CG at Research Park
    
    
    (7
    )
    
    Raleigh
    
    2002
    
    
    370
    
    
    
    383,978
    
    
    
    92.7
    %
    
    
    962
    
    
    
    633,537
    
    
    
    0.2
    %CG at Trinity Commons
    
    
    
    
    
    Raleigh
    
    2000/2002
    
    
    462
    
    
    
    484,404
    
    
    
    94.8
    %
    
    
    871
    
    
    
    3,984,013
    
    
    
    1.2
    %CG at University Center
    
    
    
    
    
    Charlotte
    
    2006
    
    
    156
    
    
    
    167,028
    
    
    
    94.2
    %
    
    
    824
    
    
    
    230,640
    (6)
    
    
    0.1
    %CG at Wilmington
    
    
    
    
    
    Wilmington
    
    1998/2002
    
    
    390
    
    
    
    355,896
    
    
    
    96.4
    %
    
    
    737
    
    
    
    3,433,079
    
    
    
    1.1
    %Clarion Crossing
    
    
    
    
    
    Raleigh
    
    1972
    
    
    260
    
    
    
    227,064
    
    
    
    97.7
    %
    
    
    858
    
    
    
    1,901,140
    (11)
    
    
    0.6
    %CV at Chancellor Park
    
    
    
    
    
    Charlotte
    
    1996
    
    
    340
    
    
    
    326,410
    
    
    
    90.7
    %
    
    
    740
    
    
    
    1,537,898
    (6)
    
    
    0.5
    %CV at Charleston Place
    
    
    
    
    
    Charlotte
    
    1986
    
    
    214
    
    
    
    172,405
    
    
    
    91.6
    %
    
    
    688
    
    
    
    1,470,879
    
    
    
    0.5
    %CV at Deerfield
    
    
    
    
    
    Raleigh
    
    1985
    
    
    204
    
    
    
    198,180
    
    
    
    95.6
    %
    
    
    850
    
    
    
    1,665,512
    
    
    
    0.5
    %CV at Greystone
    
    
    
    
    
    Charlotte
    
    1998/2000
    
    
    408
    
    
    
    386,988
    
    
    
    93.9
    %
    
    
    759
    
    
    
    3,112,524
    
    
    
    1.0
    %CV at Highland Hills
    
    
    
    
    
    Raleigh
    
    1987
    
    
    264
    
    
    
    277,324
    
    
    
    95.8
    %
    
    
    947
    
    
    
    2,129,767
    
    
    
    0.7
    %CV at Matthews
    
    
    (7
    )
    
    Charlotte
    
    1990
    
    
    270
    
    
    
    255,712
    
    
    
    91.5
    %
    
    
    831
    
    
    
    436,287
    (6)
    
    
    0.1
    %CV at Meadow Creek
    
    
    
    
    
    Charlotte
    
    1984
    
    
    250
    
    
    
    230,430
    
    
    
    96.4
    %
    
    
    707
    
    
    
    1,749,846
    
    
    
    0.5
    %CV at Mill Creek
    
    
    
    
    
    Greensboro
    
    1984
    
    
    220
    
    
    
    209,680
    
    
    
    97.3
    %
    
    
    651
    
    
    
    1,489,578
    
    
    
    0.5
    %CV at Paces Glen
    
    
    
    
    
    Charlotte
    
    1986
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    65,282
    (8)
    
    
    0.0
    %CV at Pinnacle Ridge
    
    
    
    
    
    Asheville
    
    1948/1985
    
    
    166
    
    
    
    146,856
    
    
    
    99.3
    %
    
    
    704
    
    
    
    1,255,818
    
    
    
    0.4
    %CV at Regency Place
    
    
    
    
    
    Raleigh
    
    1986
    
    
    180
    
    
    
    156,900
    
    
    
    95.0
    %
    
    
    765
    
    
    
    1,293,488
    (11)
    
    
    0.4
    %CV at Remington Place
    
    
    
    
    
    Raleigh
    
    1985
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    51,495
    (8)
    
    
    0.0
    %CV at South Tryon
    
    
    
    
    
    Charlotte
    
    2002
    
    
    216
    
    
    
    236,088
    
    
    
    95.8
    %
    
    
    835
    
    
    
    1,813,215
    
    
    
    0.6
    %CV at Stone Point
    
    
    
    
    
    Charlotte
    
    1986
    
    
    192
    
    
    
    172,928
    
    
    
    96.4
    %
    
    
    740
    
    
    
    1,528,223
    
    
    
    0.5
    %CV at Timber Crest
    
    
    
    
    
    Charlotte
    
    2000
    
    
    282
    
    
    
    273,408
    
    
    
    94.7
    %
    
    
    829
    
    
    
    2,231,596
    
    
    
    0.7
    %Glen Eagles I & II
    
    
    
    
    
    Greensboro
    
    1990/2000
    
    
    310
    
    
    
    313,520
    
    
    
    95.5
    %
    
    
    771
    
    
    
    2,375,721
    
    
    
    0.7
    %Heatherwood
    
    
    
    
    
    Charlotte
    
    1980
    
    
    476
    
    
    
    438,563
    
    
    
    93.9
    %
    
    
    703
    
    
    
    3,315,751
    
    
    
    1.0
    %Parkside at Woodlake
    
    
    
    
    
    Raleigh
    
    1996
    
    
    266
    
    
    
    255,124
    
    
    
    97.7
    %
    
    
    765
    
    
    
    2,016,725
    
    
    
    0.6
    %Summerwalk
    
    
    
    
    
    Charlotte
    
    1983
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    58,685
    (8)
    
    
    0.0
    %The Meadows I, II & III
    
    
    
    
    
    Asheville
    
    1974/2001
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    643,847
    (8)
    
    
    0.2
    %The Timbers
    
    
    
    
    
    Raleigh
    
    1983
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    67,952
    (8)
    
    
    0.0
    %The Trestles
    
    
    
    
    
    Raleigh
    
    1987
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    373,461
    (8)
    
    
    0.1
    %Subtotal  North Carolina
    
    
    
    
    
    
    
    
    
    
    8,571
    
    
    
    8,199,268
    
    
    
    94.8
    %
    
    
    813
    
    
    
    63,903,222
    
    
    
    19.9
    %New MexicoPinnacle Estates
    
    
    (7
    )
    
    Albuquerque
    
    1998
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    708,394
    (8)
    
    
    0.2
    %Pinnacle High Desert
    
    
    (7
    )
    
    Albuquerque
    
    1998
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,133,569
    (8)
    
    
    0.4
    %Pinnacle High Resort
    
    
    (7
    )
    
    Albuquerque
    
    1998
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    685,913
    (8)
    
    
    0.2
    %Subtotal  New Mexico
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,527,876
    
    
    
    0.8
    %NevadaDesert Lakes
    
    
    (7
    )
    
    Las Vegas
    
    1991
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    482,528
    (8)
    
    
    0.2
    %Pinnacle Flamingo West
    
    
    (7
    )
    
    Las Vegas
    
    1998
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    854,836
    (8)
    
    
    0.3
    %Talavera
    
    
    (7
    )
    
    Las Vegas
    
    1995
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    971,649
    (8)
    
    
    0.3
    %Subtotal  Nevada
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,309,013
    
    
    
    0.7
    %South Carolina:Arbors at Windsor Lake
    
    
    (7
    )
    
    Columbia
    
    1991
    
    
    228
    
    
    
    216,240
    
    
    
    94.3
    %
    
    
    782
    
    
    
    205,899
    
    
    
    0.1
    %Cape Landing
    
    
    
    
    
    Myrtle Beach
    
    1997/1998
    
    
    288
    
    
    
    268,632
    
    
    
    91.7
    %
    
    
    743
    
    
    
    2,476,968
    
    
    
    0.8
    %CG at Cypress Cove
    
    
    
    
    
    Charleston
    
    2001
    
    
    264
    
    
    
    303,996
    
    
    
    96.6
    %
    
    
    900
    
    
    
    26,101
    (6)
    
    
    0.0
    %CG at Quarterdeck
    
    
    
    
    
    Charleston
    
    1987
    
    
    230
    
    
    
    218,880
    
    
    
    94.8
    %
    
    
    890
    
    
    
    2,433,305
    
    
    
    0.8
    %CV at Caledon Wood
    
    
    
    
    
    Greenville
    
    1995/1996
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    14,100
    (8)
    
    
    0.0
    %CV at Hampton Pointe
    
    
    
    
    
    Charleston
    
    1986
    
    
    304
    
    
    
    314,600
    
    
    
    97.4
    %
    
    
    774
    
    
    
    2,803,433
    
    
    
    0.9
    %CV at Waters Edge
    
    
    
    
    
    Charleston
    
    1985
    
    
    204
    
    
    
    187,640
    
    
    
    95.6
    %
    
    
    732
    
    
    
    1,773,131
    
    
    
    0.6
    %CV at Westchase
    
    
    
    
    
    Charleston
    
    1985
    
    
    352
    
    
    
    248,391
    
    
    
    99.1
    %
    
    
    663
    
    
    
    2,881,743
    
    
    
    0.9
    %CV at Windsor Place
    
    
    
    
    
    Charleston
    
    1985
    
    
    224
    
    
    
    213,440
    
    
    
    93.3
    %
    
    
    717
    
    
    
    1,913,194
    
    
    
    0.6
    %Merritt at James Island
    
    
    
    
    
    Charleston
    
    2002
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    181,336
    (8)
    
    
    0.1
    %Mira Vista at James Island
    
    
    
    
    
    Charleston
    
    2002
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    484,878
    (10)
    
    
    0.2
    %Stone Ridge
    
    
    (7
    )
    
    Columbia
    
    1972
    
    
    191
    
    
    
    196,170
    
    
    
    92.1
    %
    
    
    648
    
    
    
    103,568
    
    
    
    0.0
    %Subtotal  South Carolina
    
    
    
    
    
    
    
    
    
    
    2,285
    
    
    
    2,167,989
    
    
    
    95.3
    %
    
    
    760
    
    
    
    15,297,656
    
    
    
    4.8
    %TennesseeCG at Bellevue
    
    
    
    
    
    Nashville
    
    1996
    
    
    349
    
    
    
    343,977
    
    
    
    95.4
    %
    
    
    922
    
    
    
    3,467,030
    
    
    
    1.1
    %CG at Brentwood
    
    
    (7
    )
    
    Nashville
    
    1995
    
    
    254
    
    
    
    286,922
    
    
    
    95.7
    %
    
    
    1,015
    
    
    
    734,066
    
    
    
    0.2
    %CG at Shelby Farms
    
    
    
    
    
    Memphis
    
    1998
    
    
    296
    
    
    
    317,596
    
    
    
    93.9
    %
    
    
    853
    
    
    
    2,865,252
    
    
    
    0.9
    %CV at Hendersonville
    
    
    (7
    )
    
    Nashville
    
    1992
    
    
    364
    
    
    
    341,752
    
    
    
    96.2
    %
    
    
    713
    
    
    
    678,199
    
    
    
    0.2
    %Subtotal  Tennessee
    
    
    
    
    
    
    
    
    
    
    1,263
    
    
    
    1,290,247
    
    
    
    95.3
    %
    
    
    864
    
    
    
    7,744,547
    
    
    
    2.4
    %
 33
    Table of Contents  Average
    
    
    Total Multifamily
    
    
    Percent of TotalYear
    
    Number
    
    
    Approximate
    
    
    
    
    
    
    Rental
    
    
    Property
    
    
    2006 MultifamilyMultifamily
    
    
    
    
    
    
    
    Completed
    
    of
    
    
    Rentable Area
    
    
    Percent
    
    
    Rate
    
    
    Revenue for
    
    
    PropertyProperty (1)
    
    
    
    
    
    Location
    
    (2)
    
    Units (3)
    
    
    (Square Feet)
    
    
    Occupied
    
    
    Per Unit
    
    
    2006
    
    
    Revenue (4)Texas:Belterra
    
    
    (7
    )
    
    Fort Worth
    
    2006
    
    
    288
    
    
    
    278,292
    
    
    LU
    (9)
    
    
    
    
    
    
    80,866
    (6)
    
    
    0.0
    %Brookfield
    
    
    
    
    
    Dallas
    
    1984
    
    
    232
    
    
    
    165,648
    
    
    
    94.4
    %
    
    
    597
    
    
    
    1,440,908
    
    
    
    0.4
    %CG at Canyon Creek
    
    
    (7
    )
    
    Austin
    
    DEV
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    87,967
    
    
    
    0.0
    %CG at Bear Creek
    
    
    
    
    
    Fort Worth
    
    1998
    
    
    436
    
    
    
    394,969
    
    
    
    95.9
    %
    
    
    986
    
    
    
    4,090,590
    
    
    
    1.3
    %CG at Round Rock
    
    
    
    
    
    Austin
    
    2006
    
    
    422
    
    
    
    429,650
    
    
     LU
    (9)
    
    
    
   
    
    
    1,814,853
    
    
    
    0.6
    %CG at Silverado Reserve
    
    
    
    
    
    Austin
    
    2006
    
    
    256
    
    
    
    267,776
    
    
    
    94.1
    %
    
    
    1,056
    
    
    
    1,475,459
    
    
    
    0.5
    %CG at Valley Ranch
    
    
    
    
    
    Dallas
    
    1997
    
    
    396
    
    
    
    462,123
    
    
    
    97.2
    %
    
    
    1,112
    
    
    
    4,987,223
    
    
    
    1.6
    %Copper Crossing
    
    
    
    
    
    Fort Worth
    
    1980/1981
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    483,067
    (8)
    
    
    0.2
    %Cottonwood Crossing
    
    
    
    
    
    Fort Worth
    
    1985
    
    
    200
    
    
    
    150,200
    
    
    
    98.5
    %
    
    
    589
    
    
    
    1,196,584
    
    
    
    0.4
    %Cunningham
    
    
    (7
    )
    
    Austin
    
    2000
    
    
    280
    
    
    
    257,338
    
    
    
    98.6
    %
    
    
    855
    
    
    
    483,338
    
    
    
    0.2
    %CV at Bear Creek
    
    
    
    
    
    Fort Worth
    
    1984
    
    
    120
    
    
    
    90,600
    
    
    
    98.3
    %
    
    
    696
    
    
    
    886,517
    
    
    
    0.3
    %CV at Bedford
    
    
    
    
    
    Fort Worth
    
    1983
    
    
    238
    
    
    
    153,986
    
    
    
    97.9
    %
    
    
    610
    
    
    
    1,625,253
    
    
    
    0.5
    %CV at Canyon Hills
    
    
    
    
    
    Austin
    
    1996
    
    
    229
    
    
    
    163,056
    
    
    
    99.1
    %
    
    
    728
    
    
    
    1,827,020
    
    
    
    0.6
    %CV at Estrada
    
    
    
    
    
    Dallas
    
    1983
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    333,907
    (8)
    
    
    0.1
    %CV at Haverhill
    
    
    
    
    
    San Antonio
    
    1997
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,448,748
    (8)
    
    
    0.8
    %CV at Main Park
    
    
    
    
    
    Dallas
    
    1984
    
    
    192
    
    
    
    226,944
    
    
    
    98.4
    %
    
    
    810
    
    
    
    1,685,984
    
    
    
    0.5
    %CV at North Arlington
    
    
    
    
    
    Fort Worth
    
    1985
    
    
    240
    
    
    
    190,560
    
    
    
    95.4
    %
    
    
    695
    
    
    
    1,790,523
    
    
    
    0.6
    %CV at Oak Bend
    
    
    
    
    
    Dallas
    
    1996
    
    
    426
    
    
    
    382,690
    
    
    
    97.4
    %
    
    
    862
    
    
    
    958,104
    (6)
    
    
    0.3
    %CV at Pear Ridge
    
    
    
    
    
    Dallas
    
    1988
    
    
    242
    
    
    
    187,308
    
    
    
    95.8
    %
    
    
    721
    
    
    
    1,914,600
    
    
    
    0.6
    %CV at Quarry Oaks
    
    
    
    
    
    Austin
    
    1996
    
    
    533
    
    
    
    459,800
    
    
    
    96.4
    %
    
    
    798
    
    
    
    4,458,063
    
    
    
    1.4
    %CV at Sierra Vista
    
    
    
    
    
    Austin
    
    1999
    
    
    232
    
    
    
    204,400
    
    
    
    98.3
    %
    
    
    789
    
    
    
    1,953,536
    
    
    
    0.6
    %CV at Silverado
    
    
    
    
    
    Austin
    
    2004
    
    
    238
    
    
    
    38,100
    
    
    
    95.8
    %
    
    
    1,014
    
    
    
    2,235,207
    
    
    
    0.7
    %CV at Willow Creek
    
    
    
    
    
    Fort Worth
    
    1996
    
    
    478
    
    
    
    429,909
    
    
    
    97.3
    %
    
    
    938
    
    
    
    2,555,376
    (6)
    
    
    0.8
    %Grayson Square I & II
    
    
    
    
    
    Fort Worth
    
    1985/1986
    
    
    450
    
    
    
    380,500
    
    
    
    98.0
    %
    
    
    771
    
    
    
    3,847,115
    
    
    
    1.2
    %Paces Cove
    
    
    
    
    
    Dallas
    
    1982
    
    
    328
    
    
    
    219,760
    
    
    
    94.5
    %
    
    
    583
    
    
    
    2,035,139
    
    
    
    0.6
    %Paces Point
    
    
    
    
    
    Dallas
    
    1985
    
    
    300
    
    
    
    228,600
    
    
    
    92.0
    %
    
    
    654
    
    
    
    2,146,237
    
    
    
    0.7
    %Remington Hills
    
    
    
    
    
    Dallas
    
    1984
    
    
    362
    
    
    
    345,710
    
    
    
    97.8
    %
    
    
    887
    
    
    
    3,187,974
    
    
    
    1.0
    %Shoal Creek
    
    
    
    
    
    Fort Worth
    
    1996
    
    
    408
    
    
    
    388,426
    
    
    
    95.8
    %
    
    
    1,098
    
    
    
    2,316,529
    (6)
    
    
    0.7
    %Summer Tree
    
    
    
    
    
    Dallas
    
    1980
    
    
    232
    
    
    
    133,400
    
    
    
    98.3
    %
    
    
    551
    
    
    
    1,432,208
    
    
    
    0.4
    %Subtotal  Texas
    
    
    
    
    
    
    
    
    
    
    7,758
    
    
    
    6,629,745
    
    
    
    96.7
    %
    
    
    751
    
    
    
    55,778,898
    
    
    
    17.4
    %Virginia:Arbor Trace
    
    
    
    
    
    Norfolk
    
    1985
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    555,587
    (8)
    
    
    0.2
    %Ashley Park
    
    
    
    
    
    Richmond
    
    1988
    
    
    272
    
    
    
    208,064
    
    
    
    95.6
    %
    
    
    745
    
    
    
    2,228,969
    
    
    
    0.7
    %CV at Chase Gayton
    
    
    
    
    
    Richmond
    
    1984
    
    
    328
    
    
    
    311,196
    
    
    
    94.2
    %
    
    
    902
    
    
    
    3,077,225
    
    
    
    1.0
    %CV at Greenbrier
    
    
    
    
    
    Richmond
    
    1980
    
    
    258
    
    
    
    219,460
    
    
    
    99.2
    %
    
    
    933
    
    
    
    2,999,453
    
    
    
    0.9
    %CV at Hampton Glen
    
    
    
    
    
    Richmond
    
    1986
    
    
    232
    
    
    
    182,824
    
    
    
    96.6
    %
    
    
    845
    
    
    
    2,243,347
    
    
    
    0.7
    %CV at Harbour Club
    
    
    
    
    
    Norfolk
    
    1988
    
    
    214
    
    
    
    173,972
    
    
    
    91.1
    %
    
    
    940
    
    
    
    2,453,088
    
    
    
    0.8
    %CV at Tradewinds
    
    
    
    
    
    Norfolk
    
    1988
    
    
    284
    
    
    
    263,920
    
    
    
    97.2
    %
    
    
    915
    
    
    
    2,939,925
    
    
    
    0.9
    %CV at Waterford
    
    
    
    
    
    Richmond
    
    1989
    
    
    312
    
    
    
    292,066
    
    
    
    99.7
    %
    
    
    882
    
    
    
    2,920,486
    
    
    
    0.9
    %CV at West End
    
    
    
    
    
    Richmond
    
    1987
    
    
    224
    
    
    
    156,332
    
    
    
    97.3
    %
    
    
    798
    
    
    
    2,076,568
    
    
    
    0.6
    %Mayflower Seaside
    
    
    
    
    
    Norfolk
    
    1950
    
    
    265
    
    
    
    183,542
    
    
    
    91.3
    %
    
    
    1,095
    
    
    
    3,269,523
    
    
    
    1.0
    %Trolley Square East & West
    
    
    
    
    
    Richmond
    
    1964/1965
    
    
    328
    
    
    
    180,372
    
    
    
    93.9
    %
    
    
    753
    
    
    
    2,921,596
    
    
    
    0.9
    %Trophy Chase I & II
    
    
    
    
    
    Charlottesville
    
    1970
    
    
    425
    
    
    
    372,526
    
    
    
    92.7
    %
    
    
    771
    
    
    
    3,401,120
    
    
    
    1.1
    %Subtotal  Virginia
    
    
    
    
    
    
    
    
    
    
    3,142
    
    
    
    2,544,274
    
    
    
    95.3
    %
    
    
    864
    
    
    
    31,086,887
    
    
    
    9.7
    %TOTAL
    
    
    
    
    
    
    
    
    
    
    38,111
    
    
    
    38,854,780
    
    
    
    95.5
    %
    
    
    825
    (5)
    
    $
    320,518,370
    
    
    
    100.00
    %
 
 (1)
    
    All multifamily properties are 100% owned by us with the exception of the properties
noted in (7) below. In the listing of multifamily property names, CG has been used as an
abbreviation for Colonial Grand and CV as an abbreviation for Colonial Village.(2)
    
    Year initially completed and, where applicable, year(s) in which additional phases were
completed at the property.(3)
    
    Units (in this table only) refer to multifamily apartment units. Number of units
includes all apartment units occupied or available for occupancy at December 31, 2006.(4)
    
    Percent of Total Multifamily 2006 Property Revenue represents each propertys
proportionate share of revenue from our 127 multifamily properties, including the
partially-owned properties, as well as 36 properties sold during 2006 and three that were
converted to condominiums.(5)
    
    Represents weighted average rental rate per unit of the 124 multifamily properties not
in lease-up at December 31, 2006.(6)
    
    Represents revenues from the date of our acquisition of this property in 2006 through
December 31, 2006.(7)
    
    We hold a 5%  35% non-controlling interest in these joint ventures.(8)
    
    Represents revenues from January 1, 2006 through the date the properties were sold
during 2006.(9)
    
    These properties are currently in lease-up (LU) and are not included in the Percent
Occupied and Average Rental Rate per Unit totals.(10)
    
    These properties are condominium conversions properties that are classified as held
for sale.(11)
    
    These are operating properties that are classified as held for sale. 
 34
    Table of Contents  Average BaseNumber
    
    Percent
    
    Rental RateYear-End
    
    of Units (1)
    
    Leased (2)
    
    Per UnitDecember 31, 2006
    
    
    38,111
    
    
    
    95.5
    %
    
    $
    825December 31, 2005
    
    
    44,337
    
    
    
    95.3
    %
    
    $
    771December 31, 2004
    
    
    25,009
    
    
    
    94.6
    %
    
    $
    818December 31, 2003
    
    
    15,224
    
    
    
    92.9
    %
    
    $
    794December 31, 2002
    
    
    14,556
    
    
    
    88.1
    %
    
    $
    785
 
 (1)
    
    Units (in this table only) refers to multifamily units owned at year end, including 910
units in lease-up and 5,396 units that were partially owned by us at December 31, 2006.(2)
    
    Represents weighted average occupancy of the multifamily properties that had achieved
stabilized occupancy at the end of the respective period. Office Properties
   35
    Table of Contents  Office Properties
 Average Base
    
    
    Total Office
    
    
    Percent ofYear
    
    Net Rentable
    
    
    
    
    
    
    Total
    
    
    Rent Per
    
    
    Property
    
    
    Total 2006Completed
    
    Area
    
    
    Percent
    
    
    Annualized
    
    
    Leased
    
    
    Revenue for
    
    
    Office PropertyOffice Property (1)
    
    
    
    
    
    Location
    
    (2)
    
    Square Feet
    
    
    Leased
    
    
    Base Rent (3)
    
    
    Square Foot
    
    
    2006 (4)
    
    
    Revenue (5)Alabama:Colonial Center Blue Lake
    
    
    
    
    
    Birmingham
    
    1982/95
    
    
    166,723
    
    
    
    99.9
    %
    
    $
    3,067,497
    
    
    $
    18.42
    
    
    $
    3,203,119
    
    
    
    1.9
    %Colonial Center Colonnade
    
    
    
    
    
    Birmingham
    
    1989/99
    
    
    419,315
    
    
    
    99.5
    %
    
    
    7,310,614
    
    
    
    17.52
    
    
    
    9,127,949
    
    
    
    5.3
    %Riverchase Center
    
    
    
    
    
    Birmingham
    
    1984-88
    
    
    305,899
    
    
    
    82.1
    %
    
    
    2,604,378
    
    
    
    10.37
    
    
    
    3,560,583
    
    
    
    2.1
    %Land Title Bldg.
    
    
    (7
    )
    
    Birmingham
    
    1975
    
    
    29,988
    
    
    
    100.0
    %
    
    
    407,069
    
    
    
    13.57
    
    
    
    202,117
    
    
    
    0.1
    %International Park
    
    
    
    
    
    Birmingham
    
    1987/89/99
    
    
    210,984
    
    
    
    99.3
    %
    
    
    3,896,364
    
    
    
    18.60
    
    
    
    4,163,103
    
    
    
    2.4
    %Independence Plaza
    
    
    
    
    
    Birmingham
    
    1979
    
    
    106,216
    
    
    
    99.3
    %
    
    
    1,805,564
    
    
    
    17.12
    
    
    
    2,002,992
    
    
    
    1.2
    %Colonial Plaza
    
    
    
    
    
    Birmingham
    
    1999
    
    
    170,850
    
    
    
    96.3
    %
    
    
    2,971,108
    
    
    
    18.06
    
    
    
    3,387,156
    
    
    
    2.0
    %Colonial Center Lakeside
    
    
    
    
    
    Huntsville
    
    1989/90
    
    
    122,234
    
    
    
    98.4
    %
    
    
    2,012,907
    
    
    
    16.74
    
    
    
    2,160,888
    
    
    
    1.3
    %Colonial Center Research Park
    
    
    
    
    
    Huntsville
    
    1999
    
    
    133,582
    
    
    
    100.0
    %
    
    
    2,292,354
    
    
    
    17.16
    
    
    
    2,274,630
    
    
    
    1.3
    %Colonial Center Research Place
    
    
    
    
    
    Huntsville
    
    1979/84/88
    
    
    272,558
    
    
    
    98.0
    %
    
    
    3,339,891
    
    
    
    12.50
    
    
    
    3,704,824
    
    
    
    2.1
    %DRS Building
    
    
    
    
    
    Huntsville
    
    1972/86/90/03
    
    
    215,485
    
    
    
    100.0
    %
    
    
    1,732,368
    
    
    
    8.04
    
    
    
    1,777,313
    
    
    
    1.0
    %AmSouth Center
    
    
    
    
    
    Huntsville
    
    1990
    
    
    154,521
    
    
    
    94.6
    %
    
    
    2,591,043
    
    
    
    17.73
    
    
    
    3,046,622
    
    
    
    1.8
    %Perimeter Corporate Park
    
    
    
    
    
    Huntsville
    
    1986/89
    
    
    234,787
    
    
    
    100.0
    %
    
    
    3,886,383
    
    
    
    16.55
    
    
    
    3,974,534
    
    
    
    2.3
    %Progress Center
    
    
    
    
    
    Huntsville
    
    1983-91
    
    
    221,992
    
    
    
    98.8
    %
    
    
    2,561,581
    
    
    
    11.68
    
    
    
    2,607,933
    
    
    
    1.5
    %Research Park Office Center
    
    
    
    
    
    Huntsville
    
    1984/00
    
    
    176,570
    
    
    
    100.0
    %
    
    
    1,938,798
    
    
    
    10.98
    
    
    
    2,173,297
    
    
    
    1.3
    %Research Park Office Center #4
    
    
    
    
    
    Huntsville
    
    1999
    
    
    59,883
    
    
    
    100.0
    %
    
    
    677,575
    
    
    
    11.31
    
    
    
    722,772
    
    
    
    0.4
    %Interstate Park
    
    
    
    
    
    Montgomery
    
    1982-85/89
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,958,461
    (9)
    
    
    1.7
    %250 Commerce St
    
    
    
    
    
    Montgomery
    
    1904/81
    
    
    37,447
    
    
    
    97.1
    %
    
    
    509,213
    
    
    
    14.00
    
    
    
    520,989
    
    
    
    0.3
    %Subtotal-Alabama
    
    
    
    
    
    
    
    
    
    
    3,039,034
    
    
    
    97.2
    %
    
    
    43,604,707
    
    
    
    14.76
    
    
    
    51,569,282
    
    
    
    30.0
    %Florida:Baymeadows Way
    
    
    (7
    )
    
    Jacksonville
    
    1993
    
    
    224,281
    
    
    
    100.0
    %
    
    
    2,131,670
    
    
    
    9.50
    
    
    
    348,265
    
    
    
    0.2
    %Jacksonville Baymeadows
    
    
    (7
    )
    
    Jacksonville
    
    1999
    
    
    751,273
    
    
    
    92.2
    %
    
    
    9,234,240
    
    
    
    13.33
    
    
    
    1,897,873
    
    
    
    1.1
    %Jacksonville JTB
    
    
    (7
    )
    
    Jacksonville
    
    2001
    
    
    416,773
    
    
    
    93.0
    %
    
    
    5,304,395
    
    
    
    13.69
    
    
    
    1,219,005
    
    
    
    0.7
    %901 Maitland Center
    
    
    
    
    
    Orlando
    
    1985
    
    
    155,730
    
    
    
    66.1
    %
    
    
    1,912,137
    
    
    
    18.58
    
    
    
    1,926,489
    
    
    
    1.1
    %Colonial Center 100 at TownPark
    
    
    
    
    
    Orlando
    
    2001
    
    
    153,569
    
    
    
    97.7
    %
    
    
    3,253,723
    
    
    
    21.69
    
    
    
    3,563,902
    
    
    
    2.1
    %Colonial Center 200 at TownPark
    
    
    
    
    
    Orlando
    
    2003
    
    
    155,203
    
    
    
    97.7
    %
    
    
    3,060,211
    
    
    
    20.18
    
    
    
    3,284,596
    
    
    
    1.9
    %Colonial Center 300 at TownPark
    
    
    
    
    
    Orlando
    
    2006
    
    
    149,487
    
    
    LU
    (6)
 
    
    
    
    
    
    -0-
    
    
    
    690,930
    
    
    
    0.4
    %Colonial Center 600 at TownPark
    
    
    
    
    
    Orlando
    
    2002
    
    
    199,585
    
    
    
    100.0
    %
    
    
    3,965,809
    
    
    
    19.87
    
    
    
    4,039,380
    
    
    
    2.3
    %Colonial TownPark Office
    
    
    
    
    
    Orlando
    
    2004
    
    
    33,423
    
    
    
    100.0
    %
    
    
    734,673
    
    
    
    21.98
    
    
    
    785,743
    
    
    
    0.5
    %Colonial Center Heathrow
    
    
    
    
    
    Orlando
    
    1988/96/00
    
    
    730,107
    
    
    
    88.2
    %
    
    
    11,413,939
    
    
    
    17.72
    
    
    
    16,174,249
    
    
    
    9.4
    %Heathrow 500
    
    
    
    
    
    Orlando
    
    1988/96/00
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,651,453
    (9)
    
    
    1.0
    %Heathrow 1001
    
    
    
    
    
    Orlando
    
    2000
    
    
    192,159
    
    
    
    97.0
    %
    
    
    3,578,164
    
    
    
    19.20
    
    
    
    4,155,457
    
    
    
    2.4
    %Orlando Central
    
    
    (7
    )
    
    Orlando
    
    1980
    
    
    616,105
    
    
    
    85.0
    %
    
    
    8,812,155
    
    
    
    16.83
    
    
    
    1,402,858
    
    
    
    0.8
    %Orlando Lake Mary
    
    
    (7
    )
    
    Orlando
    
    1999
    
    
    303,438
    
    
    
    91.4
    %
    
    
    4,428,932
    
    
    
    15.97
    
    
    
    761,049
    
    
    
    0.4
    %Orlando University
    
    
    (7
    )
    
    Orlando
    
    2001
    
    
    384,687
    
    
    
    90.2
    %
    
    
    6,583,080
    
    
    
    18.97
    
    
    
    1,086,565
    
    
    
    0.6
    %St. Petersburg Center
    
    
    (7
    )
    
    St. Petersburg
    
    2000
    
    
    675,517
    
    
    
    90.0
    %
    
    
    10,264,891
    
    
    
    16.88
    
    
    
    1,696,834
    
    
    
    1.0
    %Tallahassee Center
    
    
    
    
    
    Tallahassee
    
    1990
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,537,273
    (9)
    
    
    0.9
    %Colonial Place I & II
    
    
    
    
    
    Tampa
    
    1984/1986
    
    
    371,328
    
    
    
    97.3
    %
    
    
    8,154,844
    
    
    
    22.57
    
    
    
    8,533,759
    
    
    
    5.0
    %Colonial Center at Bayside
    
    
    
    
    
    Tampa
    
    1988/94/97
    
    
    212,882
    
    
    
    98.2
    %
    
    
    3,746,414
    
    
    
    17.92
    
    
    
    3,317,634
    
    
    
    1.9
    %Concourse Center
    
    
    
    
    
    Tampa
    
    1981/85
    
    
    294,368
    
    
    
    98.5
    %
    
    
    5,696,337
    
    
    
    19.65
    
    
    
    5,320,521
    
    
    
    3.1
    %Broward Financial Center
    
    
    (7
    )
    
    South Florida
    
    1986
    
    
    325,483
    
    
    
    79.8
    %
    
    
    6,847,788
    
    
    
    26.36
    
    
    
    1,246,808
    
    
    
    0.7
    %Las Olas Centre
    
    
    (7
    )
    
    South Florida
    
    1999
    
    
    469,199
    
    
    
    82.9
    %
    
    
    8,715,259
    
    
    
    22.41
    
    
    
    2,581,756
    
    
    
    1.5
    %Colonial Bank Centre
    
    
    
    
    
    South Florida
    
    1982/1996
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,950,203
    (9)
    
    
    2.9
    %Subtotal-Florida
    
    
    
    
    
    
    
    
    
    
    6,814,597
    
    
    
    92.4
    %
    
    
    107,838,661
    
    
    
    17.13
    
    
    
    72,172,602
    
    
    
    41.9
    %Georgia:Colonial Center at Mansell Overlook
    
    
    
    
    
    Atlanta
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7,346,367
    (9)
    
    
    4.3
    %Colonial Center at Mansell Overlook JV
    
    
    (7
    )
    
    
    
    1987/96/97/00
    
    
    652,542
    
    
    
    94.7
    %
    
    
    12,776,573
    
    
    
    20.68
    
    
    
    1,108,418
    (8)
    
    
    0.6
    %Colonial Center at Mansell Overlook 400
    
    
    
    
    
    Atlanta
    
    1987
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,175,155
    (9)Shoppes & Lakeside at Mansell
    
    
    
    
    
    Atlanta
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    497,017
    (9)
    
    
    0.3
    %Shoppes & Lakeside at Mansell JV
    
    
    (7
    )
    
    Atlanta
    
    1996/97/05
    
    
    35,748
    
    
    
    89.1
    %
    
    
    744,426
    
    
    
    23.37
    
    
    
    74,110
    (8)
    
    
    0.0
    %The Peachtree
    
    
    
    
    
    Atlanta
    
    1989
    
    
    309,625
    
    
    
    88.6
    %
    
    
    5,801,642
    
    
    
    21.15
    
    
    
    7,140,060
    
    
    
    4.1
    %The Peachtree Suites 1125/1400
    
    
    
    
    
    Atlanta
    
    1989
    
    
    7,010
    
    
    
    100.0
    %
    
    
    150,154
    
    
    
    21.42
    
    
    
    73,153
    (10)
    
    
    0.0
    %Atlantic Center Plaza
    
    
    (7
    )
    
    Atlanta
    
    2001
    
    
    499,601
    
    
    
    91.1
    %
    
    
    12,881,916
    
    
    
    28.30
    
    
    
    2,361,780
    
    
    
    1.4
    %Atlanta Chamblee
    
    
    (7
    )
    
    Atlanta
    
    2000
    
    
    1,132,922
    
    
    
    95.1
    %
    
    
    19,795,809
    
    
    
    18.37
    
    
    
    3,232,705
    
    
    
    1.9
    %Atlanta Gwinnett Place
    
    
    
    
    
    Atlanta
    
    2000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    254,615
    (9)
    
    
    0.1
    %Atlanta Perimeter
    
    
    (7
    )
    
    Atlanta
    
    1985
    
    
    182,036
    
    
    
    86.7
    %
    
    
    2,863,912
    
    
    
    18.15
    
    
    
    447,439
    
    
    
    0.3
    %McGinnis Park
    
    
    (7
    )
    
    Atlanta
    
    2001
    
    
    202,163
    
    
    
    67.2
    %
    
    
    2,335,486
    
    
    
    17.19
    
    
    
    309,058
    
    
    
    0.2
    %Ravinia 3
    
    
    (7
    )
    
    Atlanta
    
    1991
    
    
    800,645
    
    
    
    76.7
    %
    
    
    10,977,912
    
    
    
    17.88
    
    
    
    2,533,906
    
    
    
    1.5
    %Subtotal-Georgia
    
    
    
    
    
    
    
    
    
    
    3,822,292
    
    
    
    88.4
    %
    
    
    68,327,830
    
    
    
    20.22
    
    
    
    26,553,783
    
    
    
    14.7
    %Maryland:Decoverly
    
    
    (7
    )
    
    Rockville
    
    1989
    
    
    154,787
    
    
    
    62.3
    %
    
    
    3,770,479
    
    
    
    39.10
    
    
    
    1,097,591
    
    
    
    0.6
    %Subtotal-Maryland
    
    
    
    
    
    
    
    
    
    
    154,787
    
    
    
    62.3
    %
    
    
    3,770,479
    
    
    
    39.10
    
    
    
    1,097,591
    
    
    
    0.6
    %North Carolina:Esplanade
    
    
    
    
    
    Charlotte
    
    1981
    
    
    202,974
    
    
    
    76.3
    %
    
    
    2,218,341
    
    
    
    14.32
    
    
    
    2,340,865
    
    
    
    1.4
    %Charlotte University
    
    
    (7
    )
    
    Charlotte
    
    1999
    
    
    182,989
    
    
    
    87.2
    %
    
    
    3,125,467
    
    
    
    19.59
    
    
    
    499,164
    
    
    
    0.3
    %Charlotte Vanguard
    
    
    
    
    
    Charlotte
    
    1997
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    466,777
    (9)
    
    
    0.3
    %Subtotal-North Carolina
    
    
    
    
    
    
    
    
    
    
    385,963
    
    
    
    77.6
    %
    
    
    5,343,808
    
    
    
    17.84
    
    
    
    3,306,806
    
    
    
    2.0
    %Tennessee:Germantown Center
    
    
    (7
    )
    
    Memphis
    
    1999
    
    
    532,024
    
    
    
    85.8
    %
    
    
    8,248,698
    
    
    
    18.07
    
    
    
    1,368,770
    
    
    
    0.8
    %Subtotal-Tennessee
    
    
    
    
    
    
    
    
    
    
    532,024
    
    
    
    85.8
    %
    
    
    8,248,698
    
    
    
    18.07
    
    
    
    1,368,770
    
    
    
    0.8
    %Texas:Research Park Plaza III and IV
    
    
    
    
    
    Austin
    
    2001
    
    
    357,689
    
    
    
    100.0
    %
    
    
    7,414,472
    
    
    
    20.73
    
    
    
    10,298,097
    
    
    
    6.0
    %6600 Campus Cirlce
    
    
    
    
    
    Dallas
    
    1998
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    127,800
    (9)
    
    
    0.1
    %Signature Place
    
    
    (7
    )
    
    Dallas
    
    1986
    
    
    437,359
    
    
    
    77.2
    %
    
    
    5,489,349
    
    
    
    16.26
    
    
    
    1,012,717
    
    
    
    0.6
    %Tollway Crossing
    
    
    
    
    
    Dallas
    
    1997
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    507,205
    (9)
    
    
    0.3
    %Post Oak
    
    
    (7
    )
    
    Houston
    
    1982
    
    
    1,199,190
    
    
    
    95.7
    %
    
    
    19,804,171
    
    
    
    17.26
    
    
    
    3,607,212
    
    
    
    2.1
    %Westchase
    
    
    (7
    )
    
    Houston
    
    2000
    
    
    184,259
    
    
    
    96.3
    %
    
    
    3,755,137
    
    
    
    21.16
    
    
    
    632,474
    
    
    
    0.4
    %Subtotal-Texas
    
    
    
    
    
    
    
    
    
    
    2,178,497
    
    
    
    96.2
    %
    
    
    36,463,129
    
    
    
    17.40
    
    
    
    16,185,506
    
    
    
    9.5
    %Virginia:Paragon Place 1
    
    
    (7
    )
    
    Richmond
    
    1986
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    113,940
    (9)
    
    
    0.1
    %Subtotal-Virginia
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    113,940
    
    
    
    0.1
    %TOTAL
    
    
    
    
    
    
    
    
    
    
    16,927,194
    
    
    
    93.5
    %
    
    
    273,597,312
    
    
    $
    18.79
    
    
    
    172,368,280
    
    
    
    100
    %
 
 (footnotes on next page) 36
    Table of Contents  (1)
    
    All office properties are 100% owned by us with the exception of those noted in (7) below.(2)
    
    Year initially completed and, where applicable, most recent
year in which the property was substantially renovated or in which an additional phase of the
property was completed.(3)
    
    Total Annualized Base Rent includes all base rents for our
wholly-owned properties and our partially-owned properties.(4)
    
    Total Office Property Revenue for 2006 is our share (based on
our percentage ownership of the property) of the total office property revenue, unless
otherwise noted.(5)
    
    Percent of Total Office 2006 Property Revenue represents each
propertys proportionate share of revenue from our 53 office properties, including partially
owned properties.(6)
    
    This property is currently in lease-up (LU) and is not
included in the Percent Leased and Average Base Rent per Leased Square Foot property totals.(7)
    
    We hold a 15%  33.33% non-controlling interest in these joint
ventures.(8)
    
    These properties were transferred to a joint venture with UBS
Wealth Management. We retained a 15% interest in these properties through a non-controlling
interest in this joint venture.(9)
    
    Represents revenues from January 1, 2006 through the date the
property was sold during 2006.(10)
    
    Represents revenues from the date of our acquisition of
this property in 2006 through December 31, 2006.  Net Rentable
    
    
    Annualized
    
    
    Percent of TotalYear of
    
    Number of
    
    
    Area Of
    
    
    Base Rent of
    
    
    Annual Base RentLease
    
    Tenants with
    
    
    Expiring Leases
    
    
    Expiring
    
    
    Represented byExpiration
    
    Expiring Leases
    
    
    (Square Feet) (1)
    
    
    Leases (1)(2)
    
    
    Expiring Leases (1)2007
    
    
    429
    
    
    
    2,263,223
    
    
    $
    56,278,576
    
    
    
    14.6
    %2008
    
    
    328
    
    
    
    2,240,597
    
    
    
    56,263,980
    
    
    
    14.6
    %2009
    
    
    375
    
    
    
    2,603,596
    
    
    
    89,190,175
    
    
    
    23.1
    %2010
    
    
    240
    
    
    
    1,624,523
    
    
    
    34,909,069
    
    
    
    9.0
    %2011
    
    
    227
    
    
    
    1,844,013
    
    
    
    40,434,062
    
    
    
    10.5
    %2012
    
    
    106
    
    
    
    1,966,700
    
    
    
    46,063,875
    
    
    
    11.9
    %2013
    
    
    37
    
    
    
    896,414
    
    
    
    17,713,987
    
    
    
    4.6
    %2014
    
    
    45
    
    
    
    875,389
    
    
    
    20,428,732
    
    
    
    5.3
    %2015
    
    
    27
    
    
    
    502,941
    
    
    
    8,652,344
    
    
    
    2.2
    %2016
    
    
    26
    
    
    
    585,499
    
    
    
    9,479,891
    
    
    
    2.5
    %Thereafter
    
    
    13
    
    
    
    377,249
    
    
    
    6,801,833
    
    
    
    1.8
    %1,853
    
    
    
    15,780,144
    
    
    $
    386,216,524
    
    
    
    100.0
    %
 
 (1)
    
    Excludes approximately 997,563 square feet of space not
leased as of December 31, 2006.(2)
    
    Annualized base rent is calculated using base rents as of
December 31, 2006.  Average BaseRentable Area
    
    Total
    
    Rent Per LeasedYear-End
    
    (Square Feet) (2)
    
    Percent Leased
    
    Square Foot (1)December 31, 2006
    
    
    16,927,000
    
    
    
    93.5
    %
    
    $
    18.79December 31, 2005
    
    
    19,500,000
    
    
    
    91.3
    %
    
    $
    18.35December 31, 2004
    
    
    5,870,000
    
    
    
    92.2
    %
    
    $
    17.48December 31, 2003
    
    
    5,464,000
    
    
    
    89.7
    %
    
    $
    18.56December 31, 2002
    
    
    5,185,000
    
    
    
    91.0
    %
    
    $
    18.24
 
 (1)
    
    Average base rent per leased square foot is calculated
using base rents as of December 31 for each respective year.(2)
    
    Rentable square feet includes 10,393,009 square feet
that is partially-owned by us at December 31, 2006. 37
    Table of Contents  Retail Properties
   38
    Table of Contents  Retail Properties
 AverageBaseRent Per
    
    Total Retail
    
    Percent ofYear
    
    GRA
    
    Number
    
    
    
    
    
    Total
    
    Leased
    
    Property
    
    Total 2006Completed
    
    (Square
    
    Of
    
    Percent
    
    Annualized
    
    Square
    
    Revenue for
    
    Retail PropertyRetail Property (1)
    
    
    
    
    
    Location
    
    (2)
    
    Feet) (3)
    
    Stores
    
    Leased (3)
    
    Base Rent (4)
    
    Foot (5)
    
    2006
    
    Revenue (6)Alabama:Brookwood Village Center
    
    
    
    
    
    Birmingham
    
    1973/91
    
    
    76,595
    
    
    
    7
    
    
    
    100.0
    %
    
    $
    725,943
    
    
    $
    15.71
    
    
    $
    815,439
    
    
    
    0.7
    %Colonial Brookwood Village
    
    
    
    
    
    Birmingham
    
    1973/91
    
    
    371,755
    
    
    
    71
    
    
    
    96.6
    %
    
    
    6,345,340
    
    
    
    25.76
    
    
    
    10,829,354
    
    
    
    9.8
    %Colonial Brookwood Village
    
    
    
    
    
    
    
    
    
    
    231,953
    (15)Bel Air Mall JV
    
    
    (13
    )
    
    Mobile
    
    1966/90/97
    
    
    1,000,271
    
    
    
    135
    
    
    
    99.1
    %
    
    
    11,299,348
    
    
    
    22.50
    
    
    
    1,704,298
    
    
    
    1.5
    %Bel Air Mall JV
    
    
    
    
    
    
    
    
    
    
    333,990
    (15)Colonial Mall Decatur
    
    
    
    
    
    Decatur
    
    1979/89
    
    
    495,232
    
    
    
    55
    
    
    
    87.6
    %
    
    
    3,649,429
    
    
    
    18.99
    
    
    
    5,161,848
    (9)
    
    
    4.7
    %Colonial Mall Decatur
    
    
    
    
    
    
    
    
    
    
    80,866
    (15)Colonial Promenade Alabaster
    
    
    
    
    
    Birmingham
    
    2005
    
    
    218,681
    
    
    
    25
    
    
    
    92.7
    %
    
    
    3,025,966
    
    
    
    18.69
    
    
    
    4,002,152Colonial Promenade Craft Farms
    
    
    
    
    
    Gulf Shores
    
    2005
    
    
    53,170
    
    
    
    1
    
    
    LU
    (10)
    
    
    850,720
    
    
    
    
    
    
    
    885,422Colonial Promenade Hoover
    
    
    (13
    )
    
    Birmingham
    
    2002
    
    
    164,866
    
    
    
    36
    
    
    
    95.2
    %
    
    
    1,850,175
    
    
    
    18.60
    
    
    
    282,895
    
    
    
    0.3
    %Colonial Promenade Hoover
    
    
    
    
    
    
    
    
    
    
    215,766
    (15)Colonial Promenade Madison
    
    
    (13
    )
    
    Madison
    
    2000
    
    
    110,712
    
    
    
    13
    
    
    
    97.1
    %
    
    
    1,121,559
    
    
    
    14.72
    
    
    
    348,065
    
    
    
    0.3
    %Colonial Promenade Montgomery
    
    
    
    
    
    Montgomery
    
    1990/97
    
    
    165,114
    
    
    
    24
    
    
    
    84.5
    %
    
    
    1,302,805
    
    
    
    13.10
    
    
    
    1,713,030
    (9)
    
    
    1.6
    %Colonial Promenade Montgomery
    
    
    
    
    
    
    
    
    
    
    44,000
    (15)Colonial Promenade Montgomery North
    
    
    
    
    
    Montgomery
    
    1990/97
    
    
    108,082
    
    
    
    8
    
    
    
    96.0
    %
    
    
    1,049,057
    
    
    
    17.02
    
    
    
    1,225,426
    (9)
    
    
    1.1
    %Colonial Promenade Montgomery North
    
    
    
    
    
    
    
    
    
    
    101,830
    (15)Colonial Promenade Trussville
    
    
    
    
    
    Birmingham
    
    2000
    
    
    388,302
    
    
    
    23
    
    
    
    99.6
    %
    
    
    3,365,180
    
    
    
    14.05
    
    
    
    4,197,278
    
    
    
    3.8
    %Colonial Promenade Trussville II
    
    
    
    
    
    Birmingham
    
    2004
    
    
    58,182
    
    
    
    16
    
    
    
    95.2
    %
    
    
    852,627
    
    
    
    16.55
    
    
    
    1,156,696
    
    
    
    1.0
    %Colonial Promenade Trussville II
    
    
    
    
    
    
    
    
    
    
    224,509
    (15)Colonial Promenade Tutwiler Farm
    
    
    
    
    
    Birmingham
    
    2000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,918,885
    (8)
    
    
    2.6
    %Colonial Pinnacle Tutwiler Farm
    
    
    
    
    
    Birmingham
    
    2006
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    856,246
    (7)(8)
    
    
    0.8
    %Colonial Shoppes Colonnade
    
    
    
    
    
    Birmingham
    
    1989
    
    
    125,462
    
    
    
    30
    
    
    
    94.1
    %
    
    
    1,799,749
    
    
    
    17.91
    
    
    
    2,335,933
    
    
    
    2.1
    %Colonial Shoppes Bellwood
    
    
    
    
    
    Montgomery
    
    1988
    
    
    88,482
    
    
    
    18
    
    
    
    94.2
    %
    
    
    636,905
    
    
    
    10.53
    
    
    
    774,692
    (9)
    
    
    0.7
    %Colonial Shoppes Clay
    
    
    
    
    
    Birmingham
    
    1982
    
    
    66,175
    
    
    
    13
    
    
    
    95.8
    %
    
    
    725,943
    
    
    
    13.19
    
    
    
    924,580
    
    
    
    0.8
    %Colonial Shoppes McGehee
    
    
    
    
    
    Montgomery
    
    1986
    
    
    98,255
    
    
    
    18
    
    
    
    82.6
    %
    
    
    484,257
    
    
    
    6.91
    
    
    
    1,039,894
    (9)
    
    
    0.9
    %Olde Town
    
    
    
    
    
    Montgomery
    
    1978/90
    
    
    38,660
    
    
    
    11
    
    
    
    77.7
    %
    
    
    157,228
    
    
    
    2.57
    
    
    
    214,520
    (9)
    
    
    0.2
    %Parkway Place
    
    
    (13
    )
    
    Huntsville
    
    1975
    
    
    287,556
    
    
    
    72
    
    
    
    81.0
    %
    
    
    5,971,780
    
    
    
    28.52
    
    
    
    5,047,681
    
    
    
    4.6
    %Parkway Place
    
    
    
    
    
    
    
    
    
    
    348,164
    (15)University Village Mall JV
    
    
    (13
    )
    
    Auburn
    
    1973/84/89
    
    
    402,008
    
    
    
    53
    
    
    
    87.6
    %
    
    
    2,416,521
    
    
    
    20.91
    
    
    
    445,032
    
    
    
    0.4
    %University Village Mall JV
    
    
    
    
    
    
    
    
    
    
    124,707
    (15)Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    162,529
    (14)
    
    
    0.1
    %Subtotal-Alabama
    
    
    
    
    
    
    
    
    
    
    6,023,345
    
    
    
    576
    
    
    
    92.5
    %
    
    
    47,630,532
    
    
    
    20.84
    
    
    
    47,041,895
    
    
    
    42.7
    %Florida:Colonial Promenade Bear Lake
    
    
    
    
    
    Orlando
    
    1990
    
    
    131,655
    
    
    
    30
    
    
    
    92.1
    %
    
    
    1,401,383
    
    
    
    16.51
    
    
    
    1,735,042
    (9)
    
    
    1.6
    %Colonial Promenade Boulevard Square
    
    
    
    
    
    Pembroke Pines
    
    2001
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,007,314
    (11)
    
    
    0.9
    %Colonial Promenade Boulevard Square JV
    
    
    
    
    
    Pembroke Pines
    
    2001
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    404,846
    (12)
    
    
    0.4
    %Colonial Promenade Burnt Store
    
    
    
    
    
    Punta Gorda
    
    1990
    
    
    95,023
    
    
    
    25
    
    
    
    98.9
    %
    
    
    982,323
    
    
    
    16.29
    
    
    
    1,408,832
    
    
    
    1.3
    %Colonial Promenade Deerfield
    
    
    
    
    
    Deerfield Beach
    
    1988/2003
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,095,187
    (11)
    
    
    1.0
    %Colonial Promenade Deerfield JV
    
    
    
    
    
    Deerfield Beach
    
    1988/2003
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    460,180
    (12)
    
    
    0.4
    %Colonial Promenade Hunters Creek
    
    
    
    
    
    Orlando
    
    1993/95
    
    
    227,536
    
    
    
    30
    
    
    
    99.1
    %
    
    
    1,993,569
    
    
    
    19.91
    
    
    
    2,620,064
    
    
    
    2.4
    %Colonial Promenade Lakewood
    
    
    
    
    
    Jacksonville
    
    1995
    
    
    194,997
    
    
    
    51
    
    
    
    91.6
    %
    
    
    2,063,997
    
    
    
    13.90
    
    
    
    2,658,337
    
    
    
    2.4
    %Colonial Promenade Northdale
    
    
    
    
    
    Tampa
    
    1988
    
    
    175,917
    
    
    
    23
    
    
    
    93.8
    %
    
    
    1,713,009
    
    
    
    16.75
    
    
    
    2,431,718
    
    
    
    2.2
    %Colonial Promenade Northdale
    
    
    
    
    
    
    
    
    
    
    55,000
    (15)Colonial Promenade TownPark
    
    
    
    
    
    Orlando
    
    2003
    
    
    199,221
    
    
    
    33
    
    
    
    95.1
    %
    
    
    2,925,518
    
    
    
    25.75
    
    
    
    4,019,546
    
    
    
    3.6
    %Colonial Promenade Wekiva
    
    
    
    
    
    Orlando
    
    1990
    
    
    208,568
    
    
    
    30
    
    
    
    93.6
    %
    
    
    2,040,656
    
    
    
    13.64
    
    
    
    2,802,060
    (9)
    
    
    2.5
    %Colonial Promenade Winter Haven
    
    
    
    
    
    Orlando
    
    1986
    
    
    161,559
    
    
    
    22
    
    
    
    92.0
    %
    
    
    1,070,061
    
    
    
    13.60
    
    
    
    1,519,918
    
    
    
    1.4
    %Colonial Shoppes College Parkway
    
    
    
    
    
    Ft. Myers
    
    1986
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    326,098
    (11)
    
    
    0.3
    %Colonial Shoppes College Parkway JV
    
    
    
    
    
    Ft. Myers
    
    1986
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    147,940
    (12)
    
    
    0.1
    %Colonial Shoppes Pines Plaza
    
    
    
    
    
    Pembroke Pines
    
    2002
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    298,896
    (11)
    
    
    0.3
    %Colonial Shoppes Pines Plaza JV
    
    
    
    
    
    Pembroke Pines
    
    2002
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    130,434
    (12)
    
    
    0.1
    %Subtotal-Florida
    
    
    
    
    
    
    
    
    
    
    1,449,476
    
    
    
    244
    
    
    
    94.5
    %
    
    
    14,190,516
    
    
    
    17.25
    
    
    
    23,066,414
    
    
    
    20.9
    %Georgia:Britt David
    
    
    
    
    
    Columbus
    
    1990
    
    
    102,564
    
    
    
    13
    
    
    
    96.4
    %
    
    
    581,875
    
    
    
    11.45
    
    
    
    795,870
    (9)
    
    
    0.7
    %Glynn Place Mall JV
    
    
    (13
    )
    
    Brunswick
    
    1986
    
    
    278,295
    
    
    
    56
    
    
    
    92.2
    %
    
    
    2,669,583
    
    
    
    17.68
    
    
    
    452,972
    
    
    
    0.4
    %Glynn Place Mall JV
    
    
    
    
    
    
    
    
    
    
    225,558
    (15)Colonial Mall Lakeshore
    
    
    
    
    
    Gainesville
    
    1984/97
    
    
    518,290
    
    
    
    50
    
    
    
    93.6
    %
    
    
    2,750,651
    
    
    
    17.29
    
    
    
    4,236,158
    (9)
    
    
    3.8
    %Valdosta Mall JV
    
    
    (13
    )
    
    Valdosta
    
    1982/85
    
    
    429,182
    
    
    
    62
    
    
    
    94.5
    %
    
    
    4,392,465
    
    
    
    16.00
    
    
    
    646,842
    
    
    
    0.6
    %Valdosta Mall JV
    
    
    
    
    
    
    
    
    
    
    93,729
    (15)Colonial Promenade Beechwood
    
    
    
    
    
    Athens
    
    1963/92
    
    
    350,091
    
    
    
    40
    
    
    
    99.5
    %
    
    
    3,666,224
    
    
    
    15.64
    
    
    
    4,392,162
    
    
    
    4.0
    %Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    204,446
    (14)
    
    
    0.2
    %Subtotal-Georgia
    
    
    
    
    
    
    
    
    
    
    1,997,709
    
    
    
    221
    
    
    
    95.8
    %
    
    
    14,060,798
    
    
    
    16.33
    
    
    
    10,728,451
    
    
    
    9.7
    %North Carolina:Greenville Mall JV
    
    
    (13
    )
    
    Greenville
    
    1965/89/99
    
    
    404,612
    
    
    
    60
    
    
    
    95.5
    %
    
    
    3,638,964
    
    
    
    21.16
    
    
    
    628,090
    
    
    
    0.6
    %Greenville Mall JV
    
    
    
    
    
    
    
    
    
    
    46,051
    (15)Colonial Mayberry Mall
    
    
    
    
    
    Mount Airy
    
    1968/86
    
    
    149,097
    
    
    
    18
    
    
    
    94.5
    %
    
    
    711,871
    
    
    
    13.15
    
    
    
    1,112,056
    (9)
    
    
    1.0
    %Colonial Mayberry Mall
    
    
    
    
    
    
    
    
    
    
    57,843
    (15)Colonial Shoppes Quaker
    
    
    
    
    
    Greensboro
    
    1968/88/97
    
    
    102,223
    
    
    
    31
    
    
    
    95.4
    %
    
    
    1,025,558
    
    
    
    12.29
    
    
    
    1,365,183
    
    
    
    1.2
    %Colonial Shoppes Yadkinville
    
    
    
    
    
    Yadkinville
    
    1971/97
    
    
    90,917
    
    
    
    17
    
    
    
    100.0
    %
    
    
    698,995
    
    
    
    8.33
    
    
    
    899,640
    (9)
    
    
    0.8
    %Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    39,051
    (14)
    
    
    0.0
    %Subtotal-North Carolina
    
    
    
    
    
    
    
    
    
    
    850,743
    
    
    
    126
    
    
    
    96.1
    %
    
    
    6,075,388
    
    
    
    16.40
    
    
    
    4,004,969
    
    
    
    3.6
    %South Carolina:Myrtle Beach Mall JV
    
    
    (13
    )
    
    Myrtle Beach
    
    1986
    
    
    524,142
    
    
    
    59
    
    
    
    93.1
    %
    
    
    4,340,024
    
    
    
    21.63
    
    
    
    712,356
    
    
    
    0.6
    %Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    80,006
    (14)
    
    
    0.1
    %Subtotal-South Carolina
    
    
    
    
    
    
    
    
    
    
    524,142
    
    
    
    59
    
    
    
    93.1
    %
    
    
    4,340,024
    
    
    
    21.63
    
    
    
    792,363
    
    
    
    0.7
    %Tennessee:Colonial Pinnacle Turkey Creek
    
    
    (13
    )
    
    Knoxville
    
    2005
    
    
    477,108
    
    
    
    61
    
    
    
    95.0
    %
    
    
    7,223,450
    
    
    
    21.19
    
    
    
    3,032,499
    
    
    
    2.7
    %Rivermont Shopping Center
    
    
    
    
    
    Chattanooga
    
    1986/97
    
    
    73,481
    
    
    
    10
    
    
    
    93.9
    %
    
    
    427,678
    
    
    
    8.46
    
    
    
    491,657
    (9)
    
    
    0.4
    %Subtotal-Tennessee
    
    
    
    
    
    
    
    
    
    
    550,589
    
    
    
    71
    
    
    
    94.7
    %
    
    
    7,651,128
    
    
    
    20.07
    
    
    
    3,524,156
    
    
    
    3.2
    %Texas:Colonial Pinnacle Kingwood Commons
    
    
    
    
    
    Houston
    
    2003
    
    
    164,356
    
    
    
    28
    
    
    
    89.1
    %
    
    
    2,496,509
    
    
    
    21.15
    
    
    
    3,302,378
    
    
    
    3.0
    %Colonial Promenade Portofino
    
    
    
    
    
    Houston
    
    
    
    
    372,502
    
    
    
    41
    
    
    
    87.3
    %
    
    
    4,787,659
    
    
    
    21.82
    
    
    
    6,410,416
    
    
    
    5.8
    %Village on Parkway
    
    
    
    
    
    Dallas
    
    1980
    
    
    381,166
    
    
    
    46
    
    
    
    88.0
    %
    
    
    4,517,093
    
    
    
    20.27
    
    
    
    7,544,302
    (9)
    
    
    6.8
    %Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    113,690
    (14)
    
    
    0.1
    %Subtotal-Texas
    
    
    
    
    
    
    
    
    
    
    918,024
    
    
    
    115
    
    
    
    87.9
    %
    
    
    11,801,261
    
    
    
    21.00
    
    
    
    17,370,787
    
    
    
    15.8
    %Virginia:Colonial Mall Staunton
    
    
    
    
    
    Staunton
    
    1969/86/97
    
    
    423,967
    
    
    
    50
    
    
    
    92.5
    %
    
    
    2,549,144
    
    
    
    12.26
    
    
    
    3,757,808
    (9)
    
    
    3.4
    %Subtotal-Virginia
    
    
    
    
    
    
    
    
    
    
    423,967
    
    
    
    50
    
    
    
    92.5
    %
    
    
    2,549,144
    
    
    
    12.26
    
    
    
    3,757,808
    
    
    
    3.4
    %Total
    
    
    
    
    
    
    
    
    
    
    12,737,995
    
    
    
    1,462
    
    
    
    93.1
    %
    
    $
    108,298,791
    
    
    $
    19.07
    
    
    $
    110,286,842
    
    
    
    100.0
    %
 
 (footnotes on next page) 39
    Table of Contents  (1)
    
    All retail properties are 100% owned by us with the exception of those noted in (13)
below.(2)
    
    Year initially completed and, where applicable, year(s) in which the property was
substantially renovated or an additional phase of the property was completed.(3)
    
    GRA refers to gross retail area, which includes gross leasable area and space owned by
anchor tenants. Percent Leased excludes anchor owned space.(4)
    
    Total Annualized Base Rent includes all base rents for our wholly-owned properties and
our partially-owned properties.(5)
    
    Includes specialty store space only.(6)
    
    Percent of Total Retail Property Revenue for 2006 represents each propertys
proportionate share of revenue from our 43 retail properties, including partially owned
properties.(7)
    
    Represents revenues from the date of our acquisition or completion of development of
the property in 2006 through December 31, 2006.(8)
    
    Represents revenues from January 1, 2006 through the date the property was sold during
2006.(9)
    
    These properties were reclassified to held for sale and are included as discontinued
operations at December 31, 2006.(10)
    
    This property is currently in lease-up and is not included in Percent Leased and
Average Base Rent per Leased Square Foot property totals.(11)
    
    These properties were conveyed in March 2006 to a joint venture with The Cornfeld
Group in which we retained a 10% interest.(12)
    
    The remaining 10% interest in these properties was sold to The Cornfeld Group in
December 2006.(13)
    
    We hold a 10%  50% interest in these joint ventures.(14)
    
    Represents revenues on properties disposed of prior to 2006.(15)
    
    Represents space owned by anchor tenants.  Net Rentable
    
    
    Annualized
    
    
    Percent of TotalYear of
    
    Number of
    
    
    Area Of
    
    
    Base Rent of
    
    
    Annual Base RentLease
    
    Tenants with
    
    
    Expiring Leases
    
    
    Expiring
    
    
    Represented byExpiration
    
    Expiring Leases
    
    
    (Square Feet) (1)
    
    
    Leases (1)(2)
    
    
    Expiring Leases (1)2007
    
    
    228
    
    
    
    802,891
    
    
    $
    10,230,680
    
    
    
    9.5
    %2008
    
    
    226
    
    
    
    973,222
    
    
    
    10,697,271
    
    
    
    9.9
    %2009
    
    
    215
    
    
    
    1,019,404
    
    
    
    10,324,966
    
    
    
    9.6
    %2010
    
    
    170
    
    
    
    832,513
    
    
    
    10,786,696
    
    
    
    10.0
    %2011
    
    
    172
    
    
    
    1,306,891
    
    
    
    14,061,050
    
    
    
    13.0
    %2012
    
    
    109
    
    
    
    1,385,380
    
    
    
    11,261,007
    
    
    
    10.4
    %2013
    
    
    73
    
    
    
    393,080
    
    
    
    6,066,766
    
    
    
    5.6
    %2014
    
    
    44
    
    
    
    321,762
    
    
    
    3,447,419
    
    
    
    3.2
    %2015
    
    
    67
    
    
    
    493,489
    
    
    
    7,231,430
    
    
    
    6.7
    %2016
    
    
    84
    
    
    
    693,127
    
    
    
    9,606,581
    
    
    
    8.9
    %2017 and Thereafter
    
    
    64
    
    
    
    1,422,235
    
    
    
    14,175,293
    
    
    
    13.1
    %1,452
    
    
    
    9,643,994
    
    
    $
    107,889,159
    
    
    
    100.0
    %
 
 (1)
    
    Excludes 910,035 square feet of space occupied under
license agreements, vacant or vacating as of December 31, 2006.(2)
    
    Annualized base rent is calculated using base rents as
of December 31, 2006.  Gross
    
    
    
    
    
    AverageRetail Area
    
    Percent
    
    Base Rent PerYear-End
    
    (Square Feet) (1)
    
    Leased
    
    Leased Square Foot (2)December 31, 2006
    
    
    12,737,995
    
    
    
    93.1
    %
    
    $
    19.07December 31, 2005
    
    
    13,453,000
    
    
    
    92.2
    %
    
    $
    18.81December 31, 2004
    
    
    15,294,000
    
    
    
    91.4
    %
    
    $
    19.45December 31, 2003
    
    
    15,343,000
    
    
    
    89.6
    %
    
    $
    19.84December 31, 2002
    
    
    15,475,000
    
    
    
    89.2
    %
    
    $
    18.36
 
 (1)
    
    Includes 2,183,966 square feet of anchor owned space
and 4,459,918 square feet of space partially owned by us at December 31, 2006.(2)
    
    Average base rent per leased square foot is calculated
using specialty store year-end base rent figures. 40
    Table of Contents  Undeveloped Land
  Property Markets
  Geographic Concentration of Properties
 Total 2006
    
    
    
    
    
    
    PercentTotal 2006
    
    
    Discontinued
    
    
    Total 2006
    
    
    Of TotalUnits
    
    
    NRA
    
    
    GRA
    
    
    Total 2006
    
    
    Unconsolidated
    
    
    Operations
    
    
    Consolidated
    
    
    2006 PropertyState
    
    (Multifamily) (1)
    
    
    (Office)(2)
    
    
    (Retail) (3)
    
    
    Property Revenue (4)
    
    
    Property Revenue
    
    
    Property Revenue
    
    
    Property Revenue
    
    
    RevenueAlabama
    
    
    4,936
    
    
    
    3,039,034
    
    
    
    6,023,345
    
    
    $
    145,255,757
    
    
    $
    10,584,111
    
    
    $
    32,085,188
    
    
    $
    102,586,458
    
    
    
    22.9
    %Arizona
    
    
    180
    
    
    
    
    
    
    
    
    
    
    
    5,278,696
    
    
    
    4,249,701
    
    
    
    
    
    
    
    1,028,995
    
    
    
    0.2
    %California
    
    
    200
    
    
    
    
    
    
    
    
    
    
    
    32,787
    
    
    
    32,787
    
    
    
    
    
    
    
    
    
    
    
    0.0
    %Florida
    
    
    3,574
    
    
    
    6,814,597
    
    
    
    1,449,476
    
    
    
    136,501,469
    
    
    
    16,797,573
    
    
    
    12,950,212
    
    
    
    106,753,684
    
    
    
    23.8
    %Georgia
    
    
    5,704
    
    
    
    3,822,292
    
    
    
    1,997,709
    
    
    
    81,279,875
    
    
    
    13,419,932
    
    
    
    13,296,117
    
    
    
    54,563,826
    
    
    
    12.2
    %Maryland
    
    
    
    
    
    
    154,787
    
    
    
    
    
    
    
    1,097,591
    
    
    
    1,097,590
    
    
    
    
    
    
    
    
    
    
    
    0.0
    %Mississippi
    
    
    498
    
    
    
    
    
    
    
    
    
    
    
    4,654,113
    
    
    
    
    
    
    
    4,654,113
    
    
    
    
    
    
    
    0.0
    %Nevada
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,309,013
    
    
    
    2,309,013
    
    
    
    
    
    
    
    
    
    
    
    0.0
    %New Mexico
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,527,876
    
    
    
    2,527,876
    
    
    
    
    
    
    
    
    
    
    
    0.0
    %North Carolina
    
    
    8,571
    
    
    
    385,963
    
    
    
    850,743
    
    
    
    71,214,997
    
    
    
    2,663,825
    
    
    
    8,716,861
    
    
    
    59,834,311
    
    
    
    13.4
    %South Carolina
    
    
    2,285
    
    
    
    
    
    
    
    524,142
    
    
    
    16,090,019
    
    
    
    1,021,833
    
    
    
    681,790
    
    
    
    14,386,396
    
    
    
    3.2
    %Tennessee
    
    
    1,263
    
    
    
    532,024
    
    
    
    550,589
    
    
    
    12,637,473
    
    
    
    5,813,535
    
    
    
    491,657
    
    
    
    6,332,281
    
    
    
    1.4
    %Texas
    
    
    7,758
    
    
    
    2,178,497
    
    
    
    918,024
    
    
    
    89,335,190
    
    
    
    6,488,258
    
    
    
    10,958,540
    
    
    
    71,888,392
    
    
    
    16.0
    %Virginia
    
    
    3,142
    
    
    
    
    
    
    
    423,967
    
    
    
    34,958,635
    
    
    
    113,940
    
    
    
    4,313,395
    
    
    
    30,531,300
    
    
    
    6.8
    %Total
    
    
    38,111
    
    
    
    16,927,194
    
    
    
    12,737,995
    
    
    $
    603,173,491
    
    
    $
    67,119,974
    
    
    $
    88,147,873
    
    
    $
    447,905,643
    (5)
    
    
    100.0
    %
 
 (1)
    
    Units (in this table only) refer to multifamily apartment units.(2)
    
    NRA refers to net rentable area of office space.(3)
    
    GRA refers to gross retail area, which includes gross leasable
area and space owned by anchor tenants.(4)
    
    Includes our proportionate share of revenue from those
multifamily, office and retail properties accounted for under the equity method and our share
of revenue of the properties disposed in 2006.(5)
    
    Excludes construction revenues and other non-property related
revenue.  Mortgage Financing
  41
    Table of Contents  Mortgage Debt and Notes Payable  (dollars in thousands)
 Anticipated AnnualPrincipal Balance (as of
    
    
    Debt Service
    
    
    
    
    
    
    Balance Due onProperty (1)
    
    Interest Rate
    
    
    12/31/06)
    
    
    (1/1/07 - 12/31/07)
    
    
    Maturity Date
    
    
    MaturityMultifamily Properties:CG at Berkeley Lake
    
    
    7.150
    %
    
    $
    7,671
    
    
    $
    548
    
    
    
    06/15/08
    
    
    $
    7,247CG at Edgewater
    
    
    6.810
    %
    
    
    20,369
    
    
    
    1,387
    
    
    
    01/01/11
    
    
    
    18,830CG at Hammocks(4)
    
    
    7.990
    %
    
    
    18,742
    
    
    
    1,497
    
    
    
    09/01/11
    
    
    
    16,195CG at Hunters Creek
    
    
    7.980
    %
    
    
    18,999
    
    
    
    1,516
    
    
    
    06/30/10
    
    
    
    18,999CG at Hunters Creek
    
    
    5.980
    %(5)
    
    
    10,066
    
    
    
    602
    
    
    
    06/30/10
    
    
    
    7,405CG at Mt Vernon
    
    
    7.180
    %
    
    
    12,100
    
    
    
    869
    
    
    
    02/01/08
    
    
    
    11,624CG at Promenade
    
    
    6.810
    %
    
    
    21,248
    
    
    
    1,447
    
    
    
    01/01/11
    
    
    
    19,643CG at Quarterdeck (4)
    
    
    7.730
    %
    
    
    9,772
    
    
    
    755
    
    
    
    07/01/09
    
    
    
    8,871CG at River Oaks
    
    
    5.540
    %
    
    
    10,321
    
    
    
    572
    
    
    
    09/01/13
    
    
    
    8,903CG at River Plantation
    
    
    7.090
    %
    
    
    10,946
    
    
    
    776
    
    
    
    10/15/08
    
    
    
    10,252CG at Trinity Commons (4)
    
    
    6.750
    %
    
    
    17,644
    
    
    
    1,191
    
    
    
    05/01/11
    
    
    
    15,584CG at Valley Ranch (4)
    
    
    5.840
    %
    
    
    24,704
    
    
    
    1,443
    
    
    
    09/01/14
    
    
    
    21,971CG at Wilmington (4)
    
    
    6.750
    %
    
    
    12,947
    
    
    
    874
    
    
    
    05/01/11
    
    
    
    11,435CV at Bear Creek (4)
    
    
    7.160
    %
    
    
    3,419
    
    
    
    245
    
    
    
    07/01/11
    
    
    
    2,983CV at Bedford (4)
    
    
    6.990
    %
    
    
    8,495
    
    
    
    594
    
    
    
    04/01/11
    
    
    
    7,483CV at Canyon Hills (4)
    
    
    6.990
    %
    
    
    12,667
    
    
    
    885
    
    
    
    04/01/11
    
    
    
    12,667CV at Chase Gayton (4)
    
    
    7.160
    %
    
    
    15,973
    
    
    
    1,144
    
    
    
    08/01/11
    
    
    
    13,945CV at Deerfield (4)
    
    
    7.160
    %
    
    
    10,273
    
    
    
    736
    
    
    
    07/01/11
    
    
    
    8,966CV at Greenbrier (4)
    
    
    6.990
    %
    
    
    12,741
    
    
    
    891
    
    
    
    04/01/11
    
    
    
    11,224CV at Greentree (4)
    
    
    7.730
    %
    
    
    6,591
    
    
    
    509
    
    
    
    07/01/09
    
    
    
    5,982CV at Hampton Glen (4)
    
    
    6.680
    %
    
    
    12,597
    
    
    
    841
    
    
    
    04/01/12
    
    
    
    10,913CV at Harbour Club (4)
    
    
    6.990
    %
    
    
    8,470
    
    
    
    592
    
    
    
    04/01/11
    
    
    
    7,461CV at Highland Hills (4)
    
    
    6.990
    %
    
    
    14,765
    
    
    
    1,032
    
    
    
    04/01/11
    
    
    
    13,007CV at Huntington (4)
    
    
    7.970
    %
    
    
    4,827
    
    
    
    5,211
    
    
    
    09/01/07
    
    
    
    4,694CV at Inverness
    
    
    4.860
    %(5)
    
    
    9,900
    
    
    
    481
    
    
    
    06/15/26
    (2)
    
    
    9,900CV at Main Park (4)
    
    
    7.160
    %
    
    
    8,509
    
    
    
    609
    
    
    
    07/01/11
    
    
    
    7,427CV at Marsh Cove (4)
    
    
    7.730
    %
    
    
    8,017
    
    
    
    620
    
    
    
    08/01/09
    
    
    
    7,265CV at Meadow Creek (4)
    
    
    7.160
    %
    
    
    9,639
    
    
    
    690
    
    
    
    07/01/11
    
    
    
    8,417CV at North Arlington (4)
    
    
    7.100
    %
    
    
    8,576
    
    
    
    609
    
    
    
    07/01/11
    
    
    
    7,468CV at Pear Ridge (4)
    
    
    6.990
    %
    
    
    10,568
    
    
    
    739
    
    
    
    04/01/11
    
    
    
    9,308CV at Pinnacle Ridge (4)
    
    
    7.160
    %
    
    
    5,032
    
    
    
    360
    
    
    
    07/01/11
    
    
    
    4,391CV at Timber Crest (4)
    
    
    6.750
    %
    
    
    15,114
    
    
    
    1,020
    
    
    
    05/01/11
    
    
    
    13,349CV at Tradewinds (4)
    
    
    7.160
    %
    
    
    11,157
    
    
    
    799
    
    
    
    07/01/11
    
    
    
    9,739CV at Waterford (4)
    
    
    6.980
    %
    
    
    17,028
    
    
    
    1,189
    
    
    
    01/01/12
    
    
    
    14,728CV at Waters Edge (4)
    
    
    7.730
    %
    
    
    7,061
    
    
    
    546
    
    
    
    07/01/09
    
    
    
    6,409CV at Windsor Place (4)
    
    
    7.990
    %
    
    
    8,890
    
    
    
    710
    
    
    
    09/01/11
    
    
    
    7,448Cottonwood Crossing (4)
    
    
    7.160
    %
    
    
    6,087
    
    
    
    436
    
    
    
    07/01/11
    
    
    
    5,312Paces Cove (4)
    
    
    7.160
    %
    
    
    11,222
    
    
    
    803
    
    
    
    07/01/11
    
    
    
    9,796Summer Tree (4)
    
    
    6.990
    %
    
    
    7,746
    
    
    
    541
    
    
    
    04/01/11
    
    
    
    6,823Retail Properties:Village on the Parkway
    
    
    5.770
    %
    
    
    47,000
    
    
    
    2,712
    
    
    
    07/11/11
    
    
    
    47,000Other debt:Land Loan
    
    
    6.130
    %(5)
    
    
    305
    
    
    
    19
    
    
    
    09/30/08
    
    
    
    305Unsecured Credit Facility (3)
    
    
    5.830
    %
    
    
    85,000
    
    
    
    4,956
    
    
    
    03/22/08
    
    
    
    85,000Term Loan
    
    
    5.473
    %(6)
    
    
    100,000
    
    
    
    5,473
    
    
    
    03/22/08
    
    
    
    100,000Medium Term Notes
    
    
    8.800
    %
    
    
    20,000
    
    
    
    1,760
    
    
    
    02/01/10
    
    
    
    20,000Medium Term Notes
    
    
    8.800
    %
    
    
    5,000
    
    
    
    440
    
    
    
    03/15/10
    
    
    
    5,000Medium Term Notes
    
    
    8.050
    %
    
    
    10,000
    
    
    
    805
    
    
    
    12/27/10
    
    
    
    10,000Medium Term Notes
    
    
    8.080
    %
    
    
    10,000
    
    
    
    808
    
    
    
    12/24/10
    
    
    
    10,000Senior Unsecured Notes
    
    
    7.000
    %
    
    
    175,000
    
    
    
    187,250
    
    
    
    07/14/07
    
    
    
    175,000Senior Unsecured Notes
    
    
    6.875
    %
    
    
    100,000
    
    
    
    6,875
    
    
    
    08/15/12
    
    
    
    100,000Senior Unsecured Notes
    
    
    6.150
    %
    
    
    125,000
    
    
    
    7,688
    
    
    
    04/15/13
    
    
    
    125,000Senior Unsecured Notes
    
    
    4.800
    %
    
    
    100,000
    
    
    
    4,800
    
    
    
    04/01/11
    
    
    
    100,000Senior Unsecured Notes
    
    
    6.250
    %
    
    
    300,000
    
    
    
    18,750
    
    
    
    06/15/14
    
    
    
    300,000Senior Unsecured Notes
    
    
    4.750
    %
    
    
    275,000
    
    
    
    13,063
    
    
    
    02/01/10
    
    
    
    275,000Senior Unsecured Notes
    
    
    5.500
    %
    
    
    325,000
    
    
    
    17,875
    
    
    
    10/01/15
    
    
    
    325,000Senior Unsecured Notes
    
    
    6.050
    %
    
    
    275,000
    
    
    
    16,638
    
    
    
    09/01/16
    
    
    
    275,000Unamortized Discounts
    
    
    
    
    
    
    (5,292
    )
    
    
    
    
    
    
    
    
    
    
    (5,292
    )TOTAL CONSOLIDATED DEBT
    
    
    6.104
    %
    
    $
    2,397,906
    
    
    $
    326,220
    
    
    
    
    
    
    $
    2,351,077 
 (footnotes on next page)
 42
    Table of Contents  (1)
    
    Certain of the properties were developed in phases and separate
mortgage indebtedness may encumber each of the various phases. In the listing of property
names, CG has been used as an abbreviation for Colonial Grand, CP as an abbreviation for
Colonial Promenade, CS as an abbreviation for Colonial Shoppes and CV as an abbreviation for
Colonial Village.(2)
    
    The maturity date noted represents the date on which credit
enhancement expires for the tax-exempt municipal bonds put in place as part of the original
financing for the property. The stated maturity date for the loans is August 1, 2022.(3)
    
    This unsecured credit facility bears interest at a variable
rate, based on LIBOR plus a spread of 80 basis points. The facility also includes a
competitive bid feature that allows us to convert up to $250 million under the line of credit
to a fixed rate, for a fixed term not to exceed 90 days. At December 31, 2006, we had $85.0
million outstanding under the competitive bid feature.(4)
    
    Represents mortgage or note payable assumed in the Cornerstone
acquisition.(5)
    
    Represents variable rate debt.(6)
    
    Represents floating rate debt that has been swapped to a fixed
rate of 5.473%.  43
    Table of Contents  Companys ShareCompanys
    
    
    of PrincipalPercentage
    
    
    Balance (as of
    
    
    Interest
    
    
    MaturityUnconsolidated Entity
    
    Ownership
    
    
    12/31/06)
    
    
    Rate
    
    
    Date(in thousands)Multifamily Properties:Mountain Brook, LLC (CG)
    
    
    15.0
    %
    
    $
    2,955
    
    
    
    5.94
    %
    
    
    10/01/09Inverness Lakes II, LLC (CV)
    
    
    5.0
    %
    
    
    642
    
    
    
    8.11
    %
    
    
    05/01/10Rocky Ridge, LLC (CV)
    
    
    15.0
    %
    
    
    1,669
    
    
    
    5.68
    %
    
    
    10/01/16Bayshore (CG)
    
    
    25.0
    %
    
    
    4,778
    
    
    
    6.85
    %
    
    
    11/01/11Palma Sola (CG)
    
    
    25.0
    %
    
    
    5,825
    
    
    
    5.89
    %
    
    
    04/01/12Cunningham
    
    
    20.0
    %
    
    
    2,800
    
    
    
    5.18
    %
    
    
    06/15/09Colony Woods
    
    
    10.0
    %
    
    
    1,684
    
    
    
    4.55
    %
    
    
    12/01/08Madison at Shoal Run
    
    
    10.0
    %
    
    
    962
    
    
    
    4.65
    %
    
    
    12/01/08Meadows at Brook Highland
    
    
    10.0
    %
    
    
    1,509
    
    
    
    4.65
    %
    
    
    12/01/08Stone Ridge
    
    
    10.0
    %
    
    
    500
    
    
    
    5.50
    %
    
    
    01/01/09Arbors at Windsor Lake
    
    
    10.0
    %
    
    
    892
    
    
    
    5.50
    %
    
    
    01/01/09Merritt at Godley Station
    
    
    35.0
    %
    
    
    6,701
    
    
    
    5.50
    %
    
    
    06/01/25Brentwood (CG)
    
    
    25.0
    %
    
    
    4,805
    
    
    
    5.73
    %
    
    
    01/01/11Hendersonville (CV)
    
    
    25.0
    %
    
    
    3,584
    
    
    
    7.22
    %
    
    
    01/01/11The Grove at Riverchase
    
    
    20.0
    %
    
    
    3,850
    
    
    
    5.05
    %
    
    
    10/01/10CG at Research Park  Durham
    
    
    20.0
    %
    
    
    4,724
    
    
    
    5.28
    %
    
    
    10/01/13CG at Huntcliff Village
    
    
    20.0
    %
    
    
    5,200
    
    
    
    5.27
    %
    
    
    03/01/13CV at Matthews Village
    
    
    25.0
    %
    
    
    3,675
    
    
    
    5.80
    %
    
    
    03/29/16CG at Canyon Creek
    
    
    25.0
    %
    
    
    5,497
    
    
    
    6.75
    %(1)
    
    
    03/15/09CG at Belterra
    
    
    10.0
    %
    
    
    2,000
    
    
    
    5.96
    %
    
    
    10/01/16Park Crossing
    
    
    10.0
    %
    
    
    2,588
    
    
    
    5.96
    %
    
    
    12/01/16Regents Park
    
    
    40.0
    %
    
    
    6,156
    
    
    
    8.25
    %(1)
    
    
    09/01/08Deerwood
    
    
    47.3
    %
    
    
    7,802
    
    
    
    8.82
    %(1)
    
    
    10/17/07Office Property:Land Title Building
    
    
    33.3
    %
    
    
    413
    
    
    
    8.10
    %
    
    
    02/01/15Orlando Central Center
    
    
    15.0
    %
    
    
    8,730
    
    
    
    5.35
    %
    
    
    09/30/10St Petersburg Center
    
    
    15.0
    %
    
    
    11,947
    
    
    
    7.57
    %(1)
    
    
    04/09/07Memphis Germantown Center
    
    
    15.0
    %
    
    
    7,665
    
    
    
    5.35
    %
    
    
    09/30/10Atlantic Center Plaza  Fixed
    
    
    15.0
    %
    
    
    11,993
    
    
    
    5.49
    %
    
    
    01/01/15Atlantic Center Plaza  Floating
    
    
    15.0
    %
    
    
    1,875
    
    
    
    7.37
    %(1)
    
    
    01/01/08Atlanta Chamblee Center
    
    
    15.0
    %
    
    
    20,550
    
    
    
    7.07
    %(1)
    
    
    09/30/07Ravinia  Fixed
    
    
    15.0
    %
    
    
    12,747
    
    
    
    5.26
    %
    
    
    01/01/08Ravinia  Floating
    
    
    15.0
    %
    
    
    1,950
    
    
    
    7.37
    %(1)
    
    
    01/01/08Ravinia  Mezzanine
    
    
    15.0
    %
    
    
    2,917
    
    
    
    9.07
    %(1)
    
    
    09/30/07Atlanta Perimeter Center
    
    
    15.0
    %
    
    
    2,790
    
    
    
    7.07
    %(1)
    
    
    09/30/07Orlando University Center
    
    
    15.0
    %
    
    
    7,755
    
    
    
    5.35
    %
    
    
    09/30/10Orlando Lake Mary Center
    
    
    15.0
    %
    
    
    6,060
    
    
    
    7.07
    %(1)
    
    
    09/30/07Decoverly
    
    
    15.0
    %
    
    
    3,750
    
    
    
    5.35
    %
    
    
    09/30/10Broward Financial
    
    
    15.0
    %
    
    
    6,951
    
    
    
    4.84
    %
    
    
    02/10/08Las Olas
    
    
    15.0
    %
    
    
    14,732
    
    
    
    5.32
    %
    
    
    12/11/14Charlotte University Center
    
    
    15.0
    %
    
    
    2,790
    
    
    
    5.35
    %
    
    
    09/30/10Jacksonville Baymeadows Center
    
    
    15.0
    %
    
    
    12,840
    
    
    
    5.35
    %
    
    
    09/30/10Baymeadows
    
    
    15.0
    %
    
    
    2,070
    
    
    
    5.55
    %
    
    
    06/11/14Westchase
    
    
    15.0
    %
    
    
    2,278
    
    
    
    5.39
    %
    
    
    09/11/14Jacksonville JTB Center
    
    
    15.0
    %
    
    
    4,320
    
    
    
    5.35
    %
    
    
    09/30/10Landstar
    
    
    15.0
    %
    
    
    3,600
    
    
    
    7.57
    %(1)
    
    
    04/09/07McGinnis Park  Fixed
    
    
    15.0
    %
    
    
    147
    
    
    
    8.00
    %
    
    
    04/09/07McGinnis Park  Floating
    
    
    15.0
    %
    
    
    2,610
    
    
    
    7.57
    %(1)
    
    
    04/09/07Post Oak
    
    
    15.0
    %
    
    
    17,205
    
    
    
    7.07
    %(1)
    
    
    09/30/07Signature Place
    
    
    15.0
    %
    
    
    4,320
    
    
    
    7.32
    %(1)
    
    
    02/10/08Colonial Center Mansell 100
    
    
    15.0
    %
    
    
    3,157
    
    
    
    6.15
    %
    
    
    08/01/16Colonial Center Mansell 200
    
    
    15.0
    %
    
    
    3,033
    
    
    
    6.15
    %
    
    
    08/01/16Colonial Center Mansell 300
    
    
    15.0
    %
    
    
    3,567
    
    
    
    6.15
    %
    
    
    08/01/16Colonial Center Mansell 500
    
    
    15.0
    %
    
    
    3,038
    
    
    
    6.15
    %
    
    
    08/01/16Retail Properties:CP Hoover
    
    
    10.0
    %
    
    
    1,689
    
    
    
    5.94
    %
    
    
    01/11/13Glynn Place Mall JV
    
    
    10.0
    %
    
    
    2,256
    
    
    
    5.25
    %
    
    
    12/08/10Valdosta Mall JV
    
    
    10.0
    %
    
    
    5,160
    
    
    
    5.27
    %
    
    
    12/08/15Bel Air Mall JV
    
    
    10.0
    %
    
    
    12,240
    
    
    
    5.30
    %
    
    
    12/08/15Myrtle Beach Mall JV
    
    
    10.0
    %
    
    
    5,020
    
    
    
    7.02
    %(1)
    
    
    12/11/07University Village Mall JV
    
    
    10.0
    %
    
    
    3,179
    
    
    
    6.97
    %(1)
    
    
    12/11/07Greenville Mall JV
    
    
    10.0
    %
    
    
    4,468
    
    
    
    5.29
    %
    
    
    12/08/15Shoppes at Mansell
    
    
    15.0
    %
    
    
    647
    
    
    
    6.15
    %
    
    
    08/01/16Lakeside at Mansell
    
    
    15.0
    %
    
    
    461
    
    
    
    6.15
    %
    
    
    08/01/16CP Smyrna
    
    
    50.0
    %
    
    
    4,577
    
    
    
    6.52
    %(1)
    
    
    12/05/09Colonial Pinnacle Turkey Creek
    
    
    50.0
    %
    
    
    32,500
    
    
    
    6.03
    %
    
    
    09/01/16Parkway Place
    
    
    45.0
    %
    
    
    26,415
    
    
    
    6.32
    %(1)
    
    
    06/28/08Total Unconsolidated Debt
    
    
    
    
    
    $
    367,210
    
    
    
    6.16
    %
 
 (1)
    
    Represents variable rate debt. 44
    Table of Contents  Item 3. Legal Proceedings.
  
 Item 4. Submission of Matters to a Vote of Security Holders.
  
 PART II
 
 Item 5. Market for Registrants Common Equity and Related Shareholder Matters.
    Calendar Period
    
    Distribution2006:First Quarter
    
    $
    .680Second Quarter
    
    $
    .680Third Quarter
    
    $
    .680Fourth Quarter
    
    $
    .6802005:First Quarter
    
    $
    .675Second Quarter
    
    $
    .675Third Quarter
    
    $
    .675Fourth Quarter
    
    $
    .675
 45
    Table of Contents  Item 6. Selected Financial Data.
  (in thousands, except per unit data)
    
    2006
    
    
    2005
    
    
    2004
    
    
    2003
    
    
    2002OPERATING DATATotal revenue
    
    $
    496,083
    
    
    $
    414,279
    
    
    $
    248,709
    
    
    $
    213,528
    
    
    $
    202,888Expenses:Depreciation and amortization
    
    
    153,267
    
    
    
    159,473
    
    
    
    71,594
    
    
    
    57,294
    
    
    
    50,743Other operating
    
    
    235,804
    
    
    
    174,214
    
    
    
    100,334
    
    
    
    82,460
    
    
    
    72,743Income from operations
    
    
    107,012
    
    
    
    80,592
    
    
    
    76,781
    
    
    
    73,774
    
    
    
    79,402Interest expense
    
    
    126,640
    
    
    
    124,131
    
    
    
    71,491
    
    
    
    60,619
    
    
    
    58,229Interest income
    
    
    7,763
    
    
    
    4,403
    
    
    
    1,048
    
    
    
    775
    
    
    
    1,251Other income, net
    
    
    120,728
    
    
    
    105,482
    
    
    
    12,974
    
    
    
    8,039
    
    
    
    36,833Income from continuing operations
    
    
    108,863
    
    
    
    66,346
    
    
    
    19,312
    
    
    
    21,969
    
    
    
    59,257Income from discontinued operations
    
    
    144,002
    
    
    
    217,123
    
    
    
    58,001
    
    
    
    52,813
    
    
    
    51,649Distributions to preferred unitholders
    
    
    28,153
    
    
    
    29,641
    
    
    
    22,274
    
    
    
    28,608
    
    
    
    24,438Net income available to common unitholders
    
    
    222,584
    
    
    
    253,828
    
    
    
    55,039
    
    
    
    46,174
    
    
    
    86,468Per unit  basic:Income from continuing operations
    
    $
    1.40
    
    
    $
    0.75
    
    
    $
    (0.08
    )
    
    $
    (0.19
    )
    
    $
    1.05Income from discontinued operations
    
    
    2.57
    
    
    
    4.43
    
    
    
    1.55
    
    
    
    1.49
    
    
    
    1.56Net income per unit  basic
    
    $
    3.97
    
    
    $
    5.18
    
    
    $
    1.47
    
    
    $
    1.30
    
    
    $
    2.61Per unit  diluted:Income from continuing operations
    
    $
    1.38
    
    
    $
    0.74
    
    
    $
    (0.08
    )
    
    $
    (0.19
    )
    
    $
    1.04Income from discontinued operations
    
    
    2.54
    
    
    
    4.39
    
    
    
    1.53
    
    
    
    1.48
    
    
    
    1.54Net income per unit  diluted
    
    $
    3.92
    
    
    $
    5.13
    
    
    $
    1.45
    
    
    $
    1.29
    
    
    $
    2.58Distributions per unit
    
    $
    2.72
    
    
    $
    2.70
    
    
    $
    2.68
    
    
    $
    2.66
    
    
    $
    2.64BALANCE SHEET DATALand, buildings and equipment, net
    
    $
    3,562,951
    
    
    $
    3,888,927
    
    
    $
    2,426,379
    
    
    $
    1,970,695
    
    
    $
    1,947,072Total assets
    
    
    4,431,774
    
    
    
    4,499,227
    
    
    
    2,801,324
    
    
    
    2,194,867
    
    
    
    2,129,773Total long-term liabilities
    
    
    2,397,906
    
    
    
    2,494,350
    
    
    
    1,855,787
    
    
    
    1,267,865
    
    
    
    1,262,193OTHER DATATotal properties (at end of year)
    
    
    223
    
    
    
    261
    
    
    
    153
    
    
    
    112
    
    
    
    106
 46
    Table of Contents  Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations.
  General
    As of and for the YearEnded December 31,2006
    
    2005Multifamily PropertiesPhysical Occupancy
    
    
    95.5
    %
    
    
    95.3
    %Same-Property Economic Occupancy (1)
    
    
    95.5
    %
    
    
    95.4
    %End of Month EffectiveRent per Unit per Month
    
    $
    825
    
    
    $
    771Capital Expenditures per Unit
    
    $
    818
    
    
    $
    682Office PropertiesPhysical Occupancy
    
    
    94.7
    %
    
    
    92.1
    %Base Rent per Square Foot
    
    $
    19.25
    
    
    $
    18.62Capital Expenditures per Square Foot
    
    $
    3.87
    
    
    $
    3.53Retail PropertiesPhysical Occupancy
    
    
    93.1
    %
    
    
    90.2
    %Base Rent per Square Foot (2)
    
    $
    17.94
    
    
    $
    18.02Tenant Gross Sales per Square Foot (3)
    
    $
    268.35
    
    
    $
    259.14
 
 (1)
    
    Economic Occupancy represents scheduled base rents, less vacancy loss, all concessions
adjusted for straight-line (including but not
limited to: renewals, move-ins, models, employee units), and bad debts divided by scheduled
base rents.(2)
    
    Retail Property Base Rent per Square Foot excludes anchor tenants and tenants with a leasable
area greater than 10,000 square feet.(3)
    
    Tennant Gross Sales per Square Foot are for mall properties only and excludes tenants with a
leasable area greater than 10,000 square feet. 47
    Table of Contents  
    
    changes in job growth, household formation and population growth in our
markets;
    
    changes in interest rates;
    
    supply and demand for apartment properties in our current markets; and
    
    competition, which could limit our ability to secure attractive investment
opportunities, lease apartment properties, or increase or maintain rents.
      48
    Table of Contents  Recent Activity
         Comparison of the year ended December 31, 2006 to the year ended December 31, 2005
 Base rent
 49
    Table of Contents  Percentage rent
 Construction revenues and construction expenses
 Tenant recoveries
 Other property related revenue
 Other non-property related revenue
 Property operating expenses
 Taxes, licenses and insurance
 Property management expenses,
 General and administrative
 Management fee and other expense,
 Depreciation and amortization
 50
    Table of Contents  Impairment
 Interest expense
 Interest income
 Income from partially-owned entities
 Gains on hedging activities
 Gains from sales of property
 Other income (expense)
 Income from discontinued operations
 Preferred share issuance costs write-off
 Comparison of the year ended December 31, 2005 to the year ended December 31, 2004
 Base rent
 Percentage rent
 51
    Table of Contents  Tenant recoveries
 Other property related revenue
 Other non-property related revenue
 Property operating expenses
 Taxes, licenses and insurance
 Property management expense,
 General and administrative
 Management fee and other expense,
 Depreciation and amortization
 Interest expense
 Interest income
 52
    Table of Contents  Income from partially-owned entities
 Gains from sales of property
 Other income (expense)
 Income from discontinued operations
 Summary of Critical Accounting Policies
  Principles of Consolidation
  Land, Buildings, and Equipment
 53
    Table of Contents  Useful LivesBuildings
    
    20 - 40 yearsFurniture and fixtures
    
    5 or 7 yearsEquipment
    
    3 or 5 yearsLand improvements
    
    10 or 15 yearsTenant improvements
    
    Life of lease
 Accounting for the
Impairment or Disposal of Long-Lived Assets Accounting for Sales of Real Estate
  Acquisition of Real Estate Assets Business Combinations Determining Whether a Non-monetary Transaction Involves Receipt of Productive Assets or
of a Business
     54
    Table of Contents  Undeveloped Land and Construction in Progress
   Valuation of Receivables
  Notes Receivable
 Derivative Instruments Accounting for Derivative Instruments and Hedging
Activities
  55
    Table of Contents  Share-Based Compensation Share Based Payment Accounting for Stock-Based
Compensation
 Revenue Recognition
   Segment Reporting Disclosures about Segments of an Enterprise
and Related Information
 Recent Accounting Pronouncements
 Accounting for Uncertainty in
Income Taxes, an interpretation of FASB Statement No. 109
 Fair Value Measurements
 Employers Accounting for Defined Benefit
Pension and Other Postretirement Plans, an amendment of FASB Statements No. 87, 88, 106, and
132(R)
 Applicability of the Assessment of a
Buyers Continuing Investment under FASB Statement No. 66, Accounting for Sales of Real Estate, for
Sales of Condominiums
 56
    Table of Contents  Liquidity and Capital Resources
    Strategic Change
  Short-Term Liquidity Needs
    57
    Table of Contents  Long-Term Liquidity Needs
        58
    Table of Contents  Investing Activities
    Distribution
  Financing Transactions
   Credit Ratings
  Rating Agency
    
    Rating(1)
    
    Last updateStandard & Poors
    
    BBB-
    
    December 27, 2006Moodys
    
    Baa3
    
    December 28, 2006Fitch
    
    BBB-
    
    December 15, 2006
 
 (1)
    
    Ratings outlook is stable.  59
    Table of Contents  Market Risk
  Estimated(amounts in thousands)
    
    Fair2007
    
    2008
    
    2009
    
    2010
    
    2011
    
    Thereafter
    
    Total
    
    ValueFixed Rate Debt
    
    $
    185,675
    
    
    $
    134,983
    
    
    $
    34,348
    
    
    $
    344,967
    
    
    $
    397,315
    
    
    $
    1,195,932
    
    
    $
    2,293,220
    
    
    $
    2,295,499Average interest rate
at December 31, 2006
    
    
    7.0
    %
    
    
    5.9
    %
    
    
    7.7
    %
    
    
    5.4
    %
    
    
    6.4
    %
    
    
    6.0
    %
    
    
    6.1
    %Variable Debt
    
    $
    540
    
    
    $
    85,600
    
    
    $
    720
    
    
    $
    7,926
    
    
    $
    
    
    
    $
    9,900
    
    
    $
    104,686
    
    
    $
    104,686Average interest rate
at December 31, 2006
    
    
    6.0
    %
    
    
    5.6
    %
    
    
    6.0
    %
    
    
    6.0
    %
    
    
    
    
    
    
    4.9
    %
    
    
    5.6
    %
      60
    Table of Contents  Contractual Obligations and Other Commercial Commitments
  Contractual Obligations
 (in thousands)
    
    Total
    
    2007
    
    2008
    
    2009
    
    2010
    
    2011
    
    ThereafterLong-Term Debt Principal:Consolidated
    
    $
    2,397,906
    
    
    $
    186,215
    
    
    $
    220,583
    
    
    $
    35,068
    
    
    $
    352,893
    
    
    $
    397,315
    
    
    $
    1,205,832Partially-Owned Entities (1)
    
    
    367,210
    
    
    
    81,673
    
    
    
    65,156
    
    
    
    14,996
    
    
    
    56,355
    
    
    
    11,890
    
    
    
    137,140Long-Term Debt Interest:Consolidated
    
    
    789,341
    
    
    
    140,651
    
    
    
    124,243
    
    
    
    119,955
    
    
    
    103,693
    
    
    
    82,036
    
    
    
    218,763Partially-Owned Entities (1)
    
    
    95,945
    
    
    
    20,514
    
    
    
    13,995
    
    
    
    11,936
    
    
    
    10,654
    
    
    
    7,875
    
    
    
    30,971Total
    
    $
    3,650,402
    
    
    $
    429,053
    
    
    $
    423,977
    
    
    $
    181,955
    
    
    $
    523,595
    
    
    $
    499,116
    
    
    $
    1,592,706
 
 (1)
    
    Represents the Companys pro rata share of principal maturities (excluding net premiums
and discounts) and interest. Other Commercial Commitments
 Total Amounts(in thousands)
    
    Committed
    
    2007
    
    2008
    
    2009
    
    2010
    
    2011
    
    ThereafterStandby Letters of Credit
    
    $
    8,973
    
    
    $
    8,940
    
    
    $
    33
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    Guarantees
    
    
    63,650
    
    
    
    50,000
    
    
    
    4,000
    
    
    
    8,650
    
    
    
    
    
    
    
    
    
    
    
    1,000Total Commercial
Commitments
    
    $
    72,623
    
    
    $
    58,940
    
    
    $
    4,033
    
    
    $
    8,650
    
    
    $
    
    
    
    $
    
    
    
    $
    1,000
 61
    Table of Contents  Guarantees and Other Arrangements
       Off-Balance Sheet Arrangements
  Outlook
   62
    Table of Contents  Inflation
   Item 7A. Quantitative and Qualitative Disclosures about Market Risk
 Managements
Discussion and Analysis of Financial Condition and Results of Operations  Market Risk
 Item 8. Financial Statements and Supplementary Data
         63
    Table of Contents  COLONIAL REALTY LIMITED PARTNERSHIP
CONSOLIDATED BALANCE SHEETS  (amounts in thousands)
 December 31, 2006 and 20052006
    
    
    2005ASSETSLand, buildings, & equipment, net
    
    $
    3,601,865
    
    
    $
    3,974,907Undeveloped land and construction in progress
    
    
    434,196
    
    
    
    202,052Less: Accumulated Depreciation
    
    
    (420,359
    )
    
    
    (453,352
    )Real estate assets held for sale, net
    
    
    381,445
    
    
    
    367,372Net real estate assets
    
    
    3,997,147
    
    
    
    4,090,979Cash and equivalents
    
    
    87,647
    
    
    
    30,615Restricted cash
    
    
    15,907
    
    
    
    8,142Accounts receivable, net
    
    
    26,138
    
    
    
    25,767Prepaid expenses
    
    
    61,269
    
    
    
    19,546Notes receivable
    
    
    19,519
    
    
    
    36,387Deferred debt and lease costs
    
    
    42,258
    
    
    
    50,436Investment in partially owned entities
    
    
    92,892
    
    
    
    123,700Other assets
    
    
    88,997
    
    
    
    113,655Total Assets
    
    $
    4,431,774
    
    
    $
    4,499,227LIABILITIES AND PARTNERS EQUITYNotes and mortgages payable
    
    $
    2,165,884
    
    
    $
    2,274,620Unsecured credit facility
    
    
    185,000
    
    
    
    210,228Mortgages payable related to real estate held for sale
    
    
    47,022
    
    
    
    9,502Total long-term liabilities
    
    
    2,397,906
    
    
    
    2,494,350Accounts payable
    
    
    75,185
    
    
    
    74,455Accrued interest
    
    
    32,469
    
    
    
    29,063Accrued expenses
    
    
    16,557
    
    
    
    17,603Other liabilities
    
    
    26,546
    
    
    
    17,709Total liabilities
    
    
    2,548,663
    
    
    
    2,633,180Limited partners redeemable units, at redemption value - 10,579,261 and
10,872,568 units outstanding at December 31, 2006 and 2005,
respectively
    
    
    495,956
    
    
    
    456,430Limited partners minority interest in consolidated partnerships
    
    
    7,406
    
    
    
    8,093General partner -Common equity - 46,144,909 and 45,014,823 units outstanding at December 31, 2006 and 2005, respectively
    
    
    1,066,063
    
    
    
    1,003,583Preferred equity ($229,760 liquidation preference)
    
    
    224,986
    
    
    
    301,450Limited partners preferred equity ($100,000 liquidation preference)
    
    
    97,406
    
    
    
    97,406Accumulated other comprehensive income (loss)
    
    
    (8,706
    )
    
    
    (915
    )Total partners equity
    
    
    1,379,749
    
    
    
    1,401,524Total liabilities and partners equity
    
    $
    4,431,774
    
    
    $
    4,499,227
  64
    Table of Contents  COLONIAL REALTY LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME  (in thousands, except share and per unit data)
 For the year endedDecember 31,
    
    
    December 31,
    
    
    December 31,2006
    
    
    2005
    
    
    2004Revenue:Base rent
    
    $
    389,194
    
    
    $
    345,931
    
    
    $
    200,694Base rent from affiliates
    
    
    2,547
    
    
    
    2,486
    
    
    
    1,675Percentage rent
    
    
    1,172
    
    
    
    3,180
    
    
    
    2,434Tenant recoveries
    
    
    23,105
    
    
    
    30,911
    
    
    
    25,497Construction revenues
    
    
    30,484
    
    
    
    
    
    
    
    Other property related revenue
    
    
    31,888
    
    
    
    23,832
    
    
    
    13,247Other non-property related revenue
    
    
    17,693
    
    
    
    7,939
    
    
    
    5,162Total revenue
    
    
    496,083
    
    
    
    414,279
    
    
    
    248,709Operating expenses:Property operating expenses
    
    
    107,042
    
    
    
    93,918
    
    
    
    51,893Taxes, licenses, and insurance
    
    
    51,444
    
    
    
    43,556
    
    
    
    22,750Construction expenses
    
    
    29,411
    
    
    
    
    
    
    
    Property management expenses
    
    
    12,590
    
    
    
    12,615
    
    
    
    5,859General and administrative expenses
    
    
    21,045
    
    
    
    19,406
    
    
    
    15,845Management fee and other expense
    
    
    12,672
    
    
    
    4,719
    
    
    
    3,987Depreciation
    
    
    133,692
    
    
    
    111,180
    
    
    
    63,971Amortization
    
    
    19,575
    
    
    
    48,293
    
    
    
    7,623Impairment
    
    
    1,600
    
    
    
    
    
    
    
    Total operating expenses
    
    
    389,071
    
    
    
    333,687
    
    
    
    171,928Income from operations
    
    
    107,012
    
    
    
    80,592
    
    
    
    76,781Other income (expense):Interest expense
    
    
    (126,640
    )
    
    
    (124,131
    )
    
    
    (71,491
    )Interest income
    
    
    7,763
    
    
    
    4,403
    
    
    
    1,048Income (loss) from partially-owned unconsolidated entities
    
    
    34,823
    
    
    
    910
    
    
    
    8,531Gains on hedging activities
    
    
    5,535
    
    
    
    886
    
    
    
    387Gains from sales of property, net of income taxes of
$3,416, $4,792 and $0 for 2006, 2005 and 2004, respectively
    
    
    80,434
    
    
    
    106,482
    
    
    
    4,747Other
    
    
    (830
    )
    
    
    2,449
    
    
    
    (691
    )Total other expense
    
    
    1,085
    
    
    
    (9,001
    )
    
    
    (57,469
    )Income before minority interest and discontinued operations
    
    
    108,097
    
    
    
    71,591
    
    
    
    19,312Minority interest of limited partners in consolidated partnerships
    
    
    766
    
    
    
    (5,245
    )
    
    
    Income from continuing operations
    
    
    108,863
    
    
    
    66,346
    
    
    
    19,312Income from discontinued operations
    
    
    25,614
    
    
    
    35,570
    
    
    
    43,519Gain on disposal of discontinued operations, net of income taxes of
$8,554, $0 and $0 for 2006, 2005 and 2004, respectively
    
    
    120,979
    
    
    
    182,138
    
    
    
    14,763Minority interest of limited partners in discontinued operations
    
    
    (2,591
    )
    
    
    (585
    )
    
    
    (281
    )Income from discontinued operations
    
    
    144,002
    
    
    
    217,123
    
    
    
    58,001Net income
    
    
    252,865
    
    
    
    283,469
    
    
    
    77,313Distributions to general partner preferred unitholders
    
    
    (20,903
    )
    
    
    (22,391
    )
    
    
    (14,781
    )Distributions to limited partner preferred unitholders
    
    
    (7,250
    )
    
    
    (7,250
    )
    
    
    (7,493
    )Preferred unit issuance costs write-off
    
    
    (2,128
    )
    
    
    
    
    
    
    Net income available to common unitholders
    
    
    222,584
    
    
    
    253,828
    
    
    
    55,039Net income available to common unitholders allocated to limited partners
    
    
    (42,135
    )
    
    
    (56,578
    )
    
    
    (15,202
    )Net income available to common unitholders allocated to
general partner
    
    $
    180,449
    
    
    $
    197,250
    
    
    $
    39,837Net income available to common unitholders per common unit  basic:Income from continuing operations
    
    $
    1.40
    
    
    $
    0.75
    
    
    $
    (0.08
    )Income from discontinued operations
    
    
    2.57
    
    
    
    4.43
    
    
    
    1.55Net income available to common unitholders per common unit  basic
    
    $
    3.97
    
    
    $
    5.18
    
    
    $
    1.47Net income available to common unitholders per common unit  diluted:Income from continuing operations
    
    $
    1.38
    
    
    $
    0.74
    
    
    $
    (0.08
    )Income from discontinued operations
    
    
    2.54
    
    
    
    4.39
    
    
    
    1.53Net income available to common unitholders per common unit  diluted
    
    $
    3.92
    
    
    $
    5.13
    
    
    $
    1.45Weighted average common units outstanding  basic
    
    
    56,162
    
    
    
    48,811
    
    
    
    37,468Weighted average common units outstanding  diluted
    
    
    56,698
    
    
    
    49,202
    
    
    
    37,809Net income
    
    $
    252,865
    
    
    $
    283,469
    
    
    $
    77,313Other comprehensive income (loss):Unrealized income (loss) on cash flow hedging activities
    
    
    (3,029
    )
    
    
    1,290
    
    
    
    (245
    )Change in additional minimum pension liability
    
    
    239
    
    
    
    (239
    )
    
    
    Comprehensive income
    
    $
    250,075
    
    
    $
    284,520
    
    
    $
    77,068
  65
    Table of Contents  COLONIAL REALTY LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF PARTNERS EQUITY  (amounts in thousands)
 For the Years Ended December 31, 2006, 2005 and 2004Limited
    
    AccumulatedGeneral Partner
    
    Partners
    
    OtherCommon
    
    Preferred
    
    Preferred
    
    ComprehensiveEquity
    
    Equity
    
    Equity
    
    Income (Loss)
    
    TotalBalance, December 31, 2003
    
    
    198,597
    
    
    
    168,703
    
    
    
    97,406
    
    
    
    (1,721
    )
    
    
    462,985Net income available to common unitholders
before preferred unit distributions
    
    
    55,039
    
    
    
    14,781
    
    
    
    7,493
    
    
    
    
    
    
    
    77,313Net income available to common unitholders
allocated to limited partners
    
    
    (15,202
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (15,202
    )Cash contributions
    
    
    41,093
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    41,093Issuance of common units of beneficial interest
    
    
    2,203
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,203Distributions
    
    
    (100,258
    )
    
    
    (14,781
    )
    
    
    (7,493
    )
    
    
    
    
    
    
    (122,532
    )Change in fair value of hedging activity
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (245
    )
    
    
    (245
    )Adjustment of limited partner common equity
to redemption value
    
    
    18,165
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    18,165Balance, December 31, 2004
    
    
    199,637
    
    
    
    168,703
    
    
    
    97,406
    
    
    
    (1,966
    )
    
    
    463,780Net income available to common unitholders
before preferred unit distributions
    
    
    253,828
    
    
    
    22,391
    
    
    
    7,250
    
    
    
    
    
    
    
    283,469Net income available to common unitholders
allocated to limited partners
    
    
    (56,578
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (56,578
    )Cash contributions
    
    
    57,233
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    57,233Common units of beneficial interest issued in
connection with the Cornerstone acquisition
    
    
    462,347
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    462,347Preferred units of beneficial interest issued in
connection with the Cornerstone acquisition
    
    
    
    
    
    
    132,747
    
    
    
    
    
    
    
    
    
    
    
    132,747Common units of beneficial interest issued in
connection with the equity offering
    
    
    187,415
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    187,415Distributions
    
    
(131,569
    )

    
    
   (22,391
    )

    
    
  (7,250
    )

    
    
    
    
    
    
    (161,210
    )Change in fair value of hedging activity
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,290
    
    
    
    1,290Change in additional minimum pension liability
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (239
    )
    
    
    (239
    )Adjustment of limited partner common equity
to redemption value
    
    
    31,270
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    31,270Balance, December 31, 2005
    
    $
    1,003,583
    
    
    $
    301,450
    
    
    $
    97,406
    
    
    $
    (915
    )
    
    $
    1,401,524Net income available to common unitholders
before preferred unit distributions
    
    
    222,584
    
    
    
    20,903
    
    
    
    7,250
    
    
    
    
    
    
    
    250,737Net income available to common unitholders
allocated to limited partners
    
    
    (42,135
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (42,135
    )Cash contributions
    
    
    32,686
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    32,686Redemption of preferred units
    
    
    
    
    
    
    (76,464
    )
    
    
    
    
    
    
    
    
    
    
    (76,464
    )Distributions
    
    
 (153,264
    )

    
    
 (20,903
    )

   
    
 (7,250
    )

   
    
    
    
    
    
    (181,417
    )Unrealized loss on derivative financial instruments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,029
    )
    
    
    (3,029
    )Reclassification adjustments for amounts included in net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,386
    )
    
    
    (2,386
    )Change in additional minimum pension liability
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    239
    
    
    
    239Adoption of SFAS No. 158
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,615
    )
    
    
    (2,615
    )Adjustment of limited partner common equity
to redemption value
    
    
    2,609
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,609Balance, December 31, 2006
    
    $
    1,066,063
    
    
    $
    224,986
    
    
    $
    97,406
    
    
    $
    (8,706
    )
    
    $
    1,379,749
  66
    Table of Contents  COLONIAL REALTY LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS  (amounts in thousands)
 For the Years Ended December 31, 2006, 2005 and 20042006
    
    
    2005
    
    
    2004Cash flows from operating activities:Net income
    
    $
    252,865
    
    
    $
    283,469
    
    
    $
    77,313Adjustments to reconcile net income to net cash
provided by operating activities:Depreciation and amortization
    
    
    166,628
    
    
    
    194,300
    
    
    
    105,332Loss (Income) from partially owned entities
    
    
    (34,823
    )
    
    
    1,695
    
    
    
    (7,898
    )Gains from sales of property
    
    
    (213,383
    )
    
    
    (295,648
    )
    
    
    (20,308
    )Distributions from unconsolidated subsidiaries
    
    
    9,370
    
    
    
    3,942
    
    
    
    Impairment
    
    
    1,600
    
    
    
    
    
    
    
    Other, net
    
    
    5,450
    
    
    
    (2,540
    )
    
    
    1,193Decrease (increase) in:Restricted cash
    
    
    (7,765
    )
    
    
    (5,809
    )
    
    
    (454
    )Accounts receivable
    
    
    (1,341
    )
    
    
    (5,463
    )
    
    
    (9,027
    )Prepaid expenses
    
    
    (2,000
    )
    
    
    (4,861
    )
    
    
    1,933Other assets
    
    
    (12,450
    )
    
    
    (25,332
    )
    
    
    (24,653
    )Increase (decrease) in:Accounts payable
    
    
    2,229
    
    
    
    19,557
    
    
    
    8,405Accrued interest
    
    
    3,406
    
    
    
    7,619
    
    
    
    2,889Accrued expenses and other
    
    
    2,010
    
    
    
    (16,755
    )
    
    
    (761
    )Net cash provided by operating activities
    
    
    171,796
    
    
    
    154,174
    
    
    
    133,964Cash flows from investing activities:Acquisition of properties
    
    
    (350,306
    )
    
    
    (655,356
    )
    
    
    (325,748
    )Development expenditures
    
    
    (309,923
    )
    
    
    (164,948
    )
    
    
    (89,847
    )Development expenditures paid to an affiliate
    
    
    (59,165
    )
    
    
    (41,597
    )
    
    
    (23,331
    )Tenant improvements
    
    
    (26,133
    )
    
    
    (27,373
    )
    
    
    (19,279
    )Capital expenditures
    
    
    (36,509
    )
    
    
    (42,468
    )
    
    
    (17,656
    )Issuance of notes receivable
    
    
    (40,549
    )
    
    
    (31,724
    )
    
    
    1,598Repayments of notes receivable
    
    
    17,179
    
    
    
    403
    
    
    
    Proceeds from sales of property, net of selling costs
    
    
    865,918
    
    
    
    1,053,043
    
    
    
    59,702Direct costs of Cornerstone Merger
    
    
 
    
    
    
(35,016
    )Distributions from partially owned entities
    
    
    92,242
    
    
    
    6,536
    
    
    
    35,026Capital contributions to partially owned entities
    
    
    (17,336
    )
    
    
    (61,810
    )
    
    
    (62,788
    )Net cash provided by (used in) investing activities
    
    
    135,418
    
    
    
    (310
    )
    
    
    (442,323
    )Cash flows from financing activities:Principal reductions of debt
    
    
    (260,594
    )
    
    
    (852,189
    )
    
    
    (151,151
    )Proceeds from additional borrowings
    
    
    274,011
    
    
    
    662,263
    
    
    
    516,794Net change in revolving credit balances
    
    
    (24,656
    )
    
    
    (16,851
    )
    
    
    34,035Proceeds from common unit issuance in connection with equity offering
    
    
    
    
    
    
    187,415
    
    
    
    Redemption of preferred units
    
    
    (78,527
    )
    
    
    
    
    
    
    Cash contributions
    
    
    32,686
    
    
    
    57,233
    
    
    
    41,093Distributions to common and preferred unitholders
    
    
    (181,417
    )
    
    
    (161,210
    )
    
    
    (122,532
    )Other financing activities, net
    
    
    (11,685
    )
    
    
    (10,635
    )
    
    
    (7,225
    )Net cash provided by (used in) financing activities
    
    
    (250,182
    )
    
    
    (133,974
    )
    
    
    311,014Increase (decrease) in cash and equivalents
    
    
    57,032
    
    
    
    19,890
    
    
    
    2,655Cash and equivalents, beginning of period
    
    
    30,615
    
    
    
    10,725
    
    
    
    8,070Cash and equivalents, end of period
    
    $
    87,647
    
    
    $
    30,615
    
    
    $
    10,725Supplemental disclosures of cash flow information:Cash paid during the year for interest, including amounts capitalized
    
    $
    141,839
    
    
    $
    130,737
    
    
    $
    83,237Cash paid during the year for income taxes
    
    $
    17,513
    
    
    $
    5,155
    
    
    $
    455Supplemental disclosure of non cash transactions:Cash flow hedging activities
    
    $
    (3,029
    )
    
    $
    1,290
    
    
    $
    (245
    )
  67
    Table of Contents  COLONIAL REALTY LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2006, 2005 AND 2004
 1. Organization and Basis of Presentation
 Organization
 Strategic Plan
 Federal Income Tax Status
  Principles Of Consolidation
   68
    Table of Contents  2. Summary of Significant Accounting Policies
 Land, Buildings, and Equipment
 Useful LivesBuildings
    
    20 - 40 yearsFurniture and fixtures
    
    5 or 7 yearsEquipment
    
    3 or 5 yearsLand improvements
    
    10 or 15 yearsTenant improvements
    
    Life of lease
 Accounting for the Impairment or Disposal of
Long-Lived Assets Accounting
for Sales of Real Estate
  Acquisition of Real Estate Assets Business Combinations Determining Whether a Non-monetary Transaction Involves Receipt of Productive
Assets or of a Business
    69
    Table of Contents  Undeveloped Land and Construction in Progress
   Cash and Equivalents
  Restricted Cash
 70
    Table of Contents  Valuation of Receivables
  Notes Receivable
  Deferred Debt and Lease Costs
 Derivative Instruments Accounting for Derivative Instruments and Hedging
Activities
  71
    Table of Contents  Share-Based Compensation Share
Based Payment Accounting for Stock-Based Compensation
 Revenue Recognition
   Net Income Per Unit
 Self Insurance Accruals
 Use of Estimates
 Segment Reporting Disclosures about Segments of an Enterprise
and Related Information
 Recent Accounting Pronouncements
 Accounting for Uncertainty in
Income Taxes, an interpretation of FASB Statement No. 109
 Fair Value Measurements
 72
    Table of Contents  Employers Accounting for Defined Benefit
Pension and Other Postretirement Plans, an amendment of FASB Statements No. 87, 88, 106, and
132(R)
 Applicability of the Assessment of a
Buyers Continuing Investment under FASB Statement No. 66, Accounting for Sales of Real Estate, for
Sales of Condominiums
 3. Merger with Cornerstone Realty Income Trust
   
    
    a number of Trust common shares equal to the common share conversion rate, which was
calculated as 0.2581; or
    
    a number of Trust 7 5/8% Series E preferred depositary shares, $25.00 liquidation
preference per depositary share, equal to the preferred depositary share conversion rate,
which was calculated as 0.4194;
   (in thousands)Issuance of 11,277,358 Trust common shares to
Cornerstone shareholders
    
    $
    462,347Issuance of 5,326,349 Trust Series E preferred depositary
shares to Cornerstone shareholders
    
    
    132,747Issuance of 578,358 CRLP common units
    
    
    23,788Fees and other expenses related to the merger
    
    
    35,016Total purchase price
    
    
    653,898Assumption of Cornerstones notes and mortgages payable
at book value
    
    
    836,985Adjustment to record Cornerstones notes and mortgages at
fair value
    
    
    50,880
    (1)Assumption of Cornerstones accounts payable and other
liabilities at fair value
    
    
    34,380Total purchase price and assumed liabilities
    
    $
    1,576,143
 
 (1)
    
    The fair value adjustment of $50.9 million to account for the difference between the
fixed rates and market rates for the Cornerstone borrowings include $26.8 million for prepayment penalties on debt retired
during 2005. 73
    Table of Contents  (in thousands)Buildings
    
    $
    1,246,019Furniture and fixtures
    
    
    14,613Fair value of depreciable real estate assets
    
    
    1,260,632Land
    
    
    230,768Undeveloped land and construction in progress
    
    
    3,995In place lease value
    
    
    45,658Customer relationships
    
    
    5,068Other assets, including cash (excluding in-place lease values )
    
    
    21,121Investments in partially owned entities
    
    
    8,901Total purchase price
    
    $
    1,576,143
  (in thousands)Real estate assets acquired
    
    $
    1,460,380Assumption of notes and mortgages
    
    
    836,985Operating assets acquired
    
    
    21,121Operating liabilities acquired
    
    
    34,380Fair value of adjustments on notes and mortgages
    
    
    50,880Investments in partially owned entities acquired
    
    
    8,901Intangible assets acquired
    
    
    50,726Issuance of common shares of beneficial interest
    
    
    462,347Issuance of preferred shares of beneficial interest
    
    
    132,747Issuance of common units of operating partnership
    
    
    23,788Cash flow hedging activities
    
    
    812
  74
    Table of Contents  ***** Pro Forma (Unaudited) *****Twelve Months
    
    Twelve MonthsEnded December 31,
    
    Ended December 31,In thousands, except per unit data
    
    2005 (1)
    
    2004Total revenue
    
    $
    528,224
    
    
    $
    447,843Net income available to common unitholders
    
    $
    240,393
    
    
    $
    (17,264
    )Net income per common unit  dilutive
    
    $
    5.86
    
    
    $
    (0.45
    )
 
 
 (1)
    
    One time merger costs of $9.1 million expensed by Cornerstone have been excluded
from the pro forma net income to common unitholders for the twelve months ended December 31,
2005. 4. Property Acquisitions and Dispositions
 Property Acquisitions
   75
    Table of Contents  EffectiveLocation
    
    Acquisition Date
    
    Units/Square Feet(unaudited)Multifamily Properties:Colonial Village at Willow Creek
    
    Dallas, TX
    
    May 31, 2006
    
    
    478Colonial Grand at McDaniel Farm
    
    Atlanta, GA
    
    May 31, 2006
    
    
    424Colonial Village at Shoal Creek
    
    Dallas, TX
    
    June 1, 2006
    
    
    408Colonial Village at Chancellor Park
    
    Charlotte, NC
    
    June 30, 2006
    
    
    340Colonial Grand at Scottsdale
    
    Phoenix, AZ
    
    July 31, 2006
    
    
    180Colonial Grand at Pleasant Hill
    
    Atlanta, GA
    
    August 31, 2006
    
    
    502Colonial Grand at Shiloh
    
    Atlanta, GA
    
    September 8, 2006
    
    
    498Colonial Village at Oakend
    
    Dallas, TX
    
    September 28, 2006
    
    
    426Colonial Grand at University Center
    
    Charlotte, NC
    
    November 1, 2006
    
    
    156Colonial Grand at Cypress Cove
    
    Charleston, SC
    
    December 28, 2006
    
    
    264Colonial Grand at Bear Creek
    
    Fort Worth, TX
    
    August 18, 2005
    
    
    436Colonial Grand at Barrett Creek
    
    Atlanta, GA
    
    August 31, 2005
    
    
    332Colonial Grand at Bellevue
    
    Nashville, TN
    
    November 29, 2005
    
    
    349Colonial Grand at Crabtree Valley
    
    Raleigh, NC
    
    November 29, 2005
    
    
    210Colonial Grand at Mallard Lake
    
    Charlotte, NC
    
    November 29, 2005
    
    
    302Colonial Grand at Shelby Farms
    
    Memphis, TN
    
    November 29, 2005
    
    
    296Colonial Grand at Arringdon
    
    Raleigh, NC
    
    February 12, 2004
    
    
    320Colonial Grand at Berkeley Lake
    
    Atlanta, GA
    
    June 1, 2004
    
    
    180Colonial Grand at Mt. Vernon
    
    Atlanta, GA
    
    June 1, 2004
    
    
    213Colonial Grand at River Oaks
    
    Atlanta, GA
    
    June 1, 2004
    
    
    216Colonial Grand at River Plantation
    
    Atlanta, GA
    
    June 1, 2004
    
    
    232Colonial Grand at Sugarloaf
    
    Atlanta, GA
    
    June 1, 2004
    
    
    250Colonial Village at Sierra Vista
    
    Austin, TX
    
    September 10, 2004
    
    
    232Colonial Grand at Seven Oaks
    
    Tampa, FL
    
    September 30, 2004
    
    
    318Colonial Grand at Beverly Crest
    
    Charlotte, NC
    
    October 29, 2004
    
    
    300Colonial Grand at Patterson Place
    
    Durham, NC
    
    October 29, 2004
    
    
    252Colonial Grand at McGinnis Ferry
    
    Atlanta, GA
    
    December 7, 2004
    
    
    434Office Properties:Colonial Place I & II
    
    Tampa, FL
    
    January 31, 2005
    
    
    371,000Research Park Office Center IV
    
    Huntsville, AL
    
    February 1, 2005
    
    
    59,900Colonial Center at Bayside
    
    Tampa, FL
    
    April 15, 2005
    
    
    213,800Colonial Bank Centre
    
    Miami, FL
    
    April 27, 2005
    
    
    235,500Research Park Plaza III & IV
    
    Austin, TX
    
    June 30, 2005
    
    
    357,700Esplanade
    
    Charlotte, NC
    
    July 14, 2005
    
    
    201,900Colonial Center Heathrow 1001
    
    Orlando, FL
    
    July 20, 2005
    
    
    192,200The Peachtree (2)
    
    Atlanta, GA
    
    August 31, 2005
    
    
    310,900DRS Building
    
    Huntsville, AL
    
    February 12, 2004
    
    
    215,500Research Park Office Center
    
    Huntsville, AL
    
    October 22, 2004
    
    
    176,600Retail Properties:Colonial Promenade Portofino
    
    Houston, TX
    
    January 13, 2005
    
    
    372,500Colonial Pinnacle Kingwood Commons
    
    Houston, TX
    
    April 8, 2004
    
    
    164,356Village on the Parkway (1)
    
    Dallas, TX
    
    June 18, 2004
    
    
    381,166Colonial Shoppes College Parkway
    
    Ft. Myers, FL
    
    August 2, 2004
    
    
    78,879Colonial Promenade Deerfield Mall
    
    Deerfield Beach, FL
    
    August 2, 2004
    
    
    378,745Colonial Shoppes Pines Plaza
    
    Pembroke Pines, FL
    
    August 2, 2004
    
    
    68,170Colonial Promenade Boulevard Square
    
    Pembroke Pines, FL
    
    September 10, 2004
    
    
    220,656
 
 1)
    
    All acquisitions are 100% owned by CRLP, with the exception of Village on the Parkway,
which is 90% owned by CRLP.2)
    
    In January 2006, CRLP acquired an additional 50,000 square feet of condominium
interests in The Peachtree.  76
    Table of Contents  (in thousands)2006
    
    2005
    
    2004Assets purchased:Land, buildings, and equipment
    
    $
    348,545
    
    
    $
    625,616
    
    
    $
    481,890Other assets
    
    
    3,796
    
    
    
    43,054
    
    
    
    38,818352,341
    
    
    
    668,670
    
    
    
    520,708Notes and mortgages assumed
    
    
    0
    
    
    
    (5,415
    )
    
    
    (186,265
    )Other liabilities assumed or recorded
    
    
    (2,035
    )
    
    
    (7,899
    )
    
    
    (8,695
    )Cash paid
    
    $
    350,306
    
    
    $
    655,356
    
    
    $
    325,748
   ***** Pro Forma (Unaudited) *****Twelve Months
    
    Twelve MonthsEnded December 31,
    
    Ended December 31,In thousands, except per unit data
    
    2006
    
    2005Total revenue
    
    $
    518,728
    
    
    $
    451,271Net income available to common unitholders
    
    $
    183,581
    
    
    $
    201,124Net income per common unit  dilutive
    
    $
    3.99
    
    
    $
    5.23
 Property Dispositions  Continuing Operations
     77
    Table of Contents  For-Sale Projects
  Twelve Months EndedDecember 31,(amounts in thousands)
    
    2006
    
    
    2005Condominium conversion revenues
    
    $
    117,732
    
    
    $
    79,322Condominium conversion costs
    
    
    (86,614
    )
    
    
    (65,976
    )Gains on condominium conversion sales, before
minority interest and income taxes
    
    
    31,118
    
    
    
    13,346For-sale residential revenues
    
    
    12,513
    
    
    
    For-sale residential costs
    
    
    (9,683
    )
    
    
    Gains on for-sale residential sales, before
minority interest and income taxes
    
    
    2,830
    
    
    
    Minority interest
    
    
    (1,967
    )
    
    
    (5,245
    )Provision for income taxes
    
    
    (9,825
    )
    
    
    (3,660
    )Gains on condominium conversion and for-sale residential sales, net of
minority interest and income taxes
    
    $
    22,156
    
    
    $
    4,441
  78
    Table of Contents  Property Dispositions  Discontinued Operations
    Accounting for the Impairment or Disposal of Long-Lived
Assets,
 79
    Table of Contents  Units/SquareProperty
    
    Location
    
    Date
    
    Feet(unaudited)MultifamilyThe Timbers
    
    Raleigh, NC
    
    January 2006
    
    
    176Summerwalk
    
    Charlotte, NC
    
    January 2006
    
    
    160Colonial Grand at Whitemarsh
    
    Savannah, GA
    
    January 2006
    
    
    352Colonial Village at Stone Brook
    
    Atlanta, GA
    
    January 2006
    
    
    188Colonial Village at Remington Place
    
    Raleigh, NC
    
    January 2006
    
    
    136Colonial Village at Paces Glen
    
    Charlotte, NC
    
    January 2006
    
    
    172Colonial Village at Caledon Woods
    
    Greenville, SC
    
    January 2006
    
    
    350The Trestles
    
    Raleigh, NC
    
    March 2006
    
    
    280The Meadows I, II & III
    
    Asheville, NC
    
    March 2006
    
    
    392Copper Crossing
    
    Fort Worth, TX
    
    March 2006
    
    
    400Colonial Village at Estrada
    
    Dallas, TX
    
    March 2006
    
    
    248Arbor Trace
    
    Norfolk, VA
    
    April 2006
    
    
    148Colonial Village at Haverhill
    
    San Antonio, TX
    
    October 2006
    
    
    322Colonial Grand at Galleria
    
    Birmingham, AL
    
    December 2006
    
    
    1,080Colonial Grand at Riverchase
    
    Birmingham, AL
    
    December 2006
    
    
    468Colonial Village at Research Park
    
    Huntsville, AL
    
    December 2006
    
    
    736Colonial Village at Ashley Plantation
    
    Bluffton, SC
    
    March 2005
    
    
    414Colonial Village at Gainesville
    
    Gainesville, FL
    
    March 2005
    
    
    560Colonial Grand at Galleria Woods
    
    Birmingham, AL
    
    March 2005
    
    
    244Colonial Village at TownPark
    
    Sarasota, FL
    
    March 2005
    
    
    272Colonial Village at Walton Way
    
    Augusta, GA
    
    March 2005
    
    
    256Colonial Grand at Wesleyan
    
    Macon, GA
    
    March 2005
    
    
    328Colonial Village at Lake Mary
    
    Orlando, FL
    
    May 2005
    
    
    504Bridgetown Bay
    
    Charlotte, NC
    
    May 2005
    
    
    120Devonshire
    
    Dallas, TX
    
    May 2005
    
    
    144Dunwoody Springs
    
    Atlanta, GA
    
    May 2005
    
    
    350Caryle Club
    
    Atlanta, GA
    
    May 2005
    
    
    243Aspen Hills
    
    Dallas, TX
    
    May 2005
    
    
    240Ashley Run
    
    Atlanta, GA
    
    June 2005
    
    
    348Arbors on Forest Ridge
    
    Fort Worth, TX
    
    October 2005
    
    
    210Cutters Point
    
    Dallas, TX
    
    October 2005
    
    
    196Eagle Crest
    
    Dallas, TX
    
    October 2005
    
    
    484Sierra Ridge
    
    San Antonio, TX
    
    October 2005
    
    
    230Timberglen
    
    Dallas, TX
    
    October 2005
    
    
    304Toscana
    
    Dallas, TX
    
    October 2005
    
    
    192Silverbrook
    
    Fort Worth, TX
    
    October 2005
    
    
    642The Meridian
    
    Austin, TX
    
    October 2005
    
    
    200The Landing
    
    Raleigh, NC
    
    December 2005
    
    
    200Colonial Village at Vernon Marsh
    
    Savannah, GA
    
    October 2004
    
    
    178OfficeColonial Bank Centre
    
    Miami, FL
    
    September 2006
    
    
    235,500Interstate Park
    
    Montgomery, AL
    
    November 2006
    
    
    227,000Village at Roswell Summit
    
    Atlanta, GA
    
    July 2004
    
    
    25,500Retail(1)Colonial Mall Gadsden
    
    Gadsden, AL
    
    March 2005
    
    
    517,000Colonial Mall Temple
    
    Temple, TX
    
    April 2005
    
    
    555,600Colonial Mall Macon
    
    Macon, GA
    
    July 2005
    
    
    1,446,600Colonial Mall Burlington
    
    Burlington, NC
    
    July 2005
    
    
    419,200Colonial Promenade University Park I
    
    Orlando, FL
    
    March 2004
    
    
    215,600Colonial Shoppes at Stanley
    
    Locust, NC
    
    July 2004
    
    
    47,100Colonial Shoppes at Inverness
    
    Birmingham, AL
    
    September 2004
    
    
    28,200
 
 (1)
    
    Square footage includes anchor-owned square footage.
 80
    Table of Contents  (amounts in thousands)Year Ended December 31,2006
    
    2005
    
    2004Property revenues:Base rent
    
    $
    72,974
    
    
    $
    113,774
    
    
    $
    103,501Percentage rent
    
    
    851
    
    
    
    1,127
    
    
    
    1,561Tenant recoveries
    
    
    7,130
    
    
    
    10,986
    
    
    
    15,734Other revenue
    
    
    7,193
    
    
    
    17,062
    
    
    
    10,824Total revenues
    
    
    88,148
    
    
    
    142,949
    
    
    
    131,620Property operating and maintenance expense
    
    
    35,919
    
    
    
    58,879
    
    
    
    46,898Depreciation
    
    
    15,195
    
    
    
    24,750
    
    
    
    27,649Amortization
    
    
    3,159
    
    
    
    9,565
    
    
    
    1,824Total operating expenses
    
    
    54,273
    
    
    
    93,194
    
    
    
    76,371Interest expense
    
    
    (7,723
    )
    
    
    (14,060
    )
    
    
    (11,912
    )Interest income
    
    
    24
    
    
    
    61
    
    
    
    18Other
    
    
    (562
    )
    
    
    (186
    )
    
    
    164Income from discontinued operations before net gain
on disposition of discontinued operations
    
    
    25,614
    
    
    
    35,570
    
    
    
    43,519Net gain on disposition of discontinued operations
    
    
    120,979
    
    
    
    182,138
    
    
    
    14,763Minority interest to limited partners
    
    
    (2,591
    )
    
    
    (585
    )
    
    
    (281
    )Income from discontinued operations
    
    $
    144,002
    
    
    $
    217,123
    
    
    $
    58,001
 81
    Table of Contents  5. Land, Buildings and Equipment
  (in thousands)Useful Lives
    
    2006
    
    2005Buildings
    
    
    20 to 40 years
    
    
    $
    2,709,886
    
    
    $
    3,001,352Furniture and fixtures
    
    5 or 7 years
    
    
    84,137
    
    
    
    78,094Equipment
    
    3 or 5 years
    
    
    31,038
    
    
    
    33,603Land improvements
    
    10 or 15 years
    
    
    182,307
    
    
    
    172,953Tenant improvements
    
    Life of lease
    
    
    155,626
    
    
    
    177,9383,162,994
    
    
    
    3,463,940Accumulated depreciation
    
    
    
    
    
    
    (420,359
    )
    
    
    (453,352
    )2,742,635
    
    
    
    3,010,588Real estate assets held for sale, net
    
    
    
    
    
    
    381,445
    
    
    
    367,372Land
    
    
    
    
    
    
    438,871
    
    
    
    510,967$
    3,562,951
    
    
    $
    3,888,927
 6. Undeveloped Land and Construction in Progress
    82
    Table of Contents  Total
    
    
    
    
    
    
    
    
    
    
    CostsUnits/
    
    
    
    
    
    
    Estimated
    
    
    CapitalizedSquare
    
    
    Estimated
    
    
    Total Costs
    
    
    to DateFeet (1)
    
    
    Completion
    
    
    (in thousands)
    
    
    (in thousands)(unaudited)Multifamily Projects:Colonial Grand at Round Rock
    
    
    422
    
    
    
    2007
    
    
    $
    34,500
    
    
    $
    34,101Colonial Grand at Huntersville
    
    
    250
    
    
    
    2007
    
    
    
    26,100
    
    
    
    5,768Colonial Grand at Double Creek
    
    
    300
    
    
    
    2008
    
    
    
    31,800
    
    
    
    4,853Colonial Grand at Ayrsley
    
    
    368
    
    
    
    2008
    
    
    
    34,900
    
    
    
    7,200Colonial Grand at Traditions
    
    
    324
    
    
    
    2008
    
    
    
    41,400
    
    
    
    6,629Colonial Grand at Shelby Farms II
    
    
    154
    
    
    
    2008
    
    
    
    13,400
    
    
    
    1,352Colonial Grand at Sweetwater
    
    
    195
    
    
    
    2008
    
    
    
    23,500
    
    
    
    5,376Colonial Grand at Ridell Ranch
    
    
    376
    
    
    
    2008
    
    
    
    34,300
    
    
    
    3,723Colonial Grand at Randal Park
    
    
    600
    
    
    
    2010
    
    
    
    75,900
    
    
    
    7,503Office Projects:Northrop Grumman
    
    
    110,000
    
    
    
    2007
    
    
    
    17,300
    
    
    
    12,750Colonial Center TownPark 300
    
    
    150,000
    
    
    
    2007
    
    
    
    20,600
    
    
    
    15,574Colonial Brookwood Center
    
    
    169,000
    
    
    
    2007
    
    
    
    40,300
    
    
    
    18,237Metropolitan (2)
    
    
    155,000
    
    
    
    2008
    
    
    
    35,200
    
    
    
    5,499Retail Projects:Colonial Pinnacle Craft Farms I
    
    
    376,000
    
    
    
    2007
    
    
    
    42,500
    
    
    
    22,880Colonial Pinnacle Tutwiler Farm II
    
    
    85,000
    
    
    
    2007
    
    
    
    15,100
    
    
    
    7,953Colonial Promenade Alabaster II
    
    
    354,000
    
    
    
    2007
    
    
    
    21,200
    
    
    
    9,558Colonial Promenade Fultondale
    
    
    360,000
    
    
    
    2008
    
    
    
    24,800
    
    
    
    6,616Colonial Promenade Tannehill
    
    
    373,000
    
    
    
    2008
    
    
    
    41,000
    
    
    
    19,161Metropolitan (2)
    
    
    189,000
    
    
    
    2008
    
    
    
    52,800
    
    
    
    7,053Colonial Pinnacle Craft Farms II
    
    
    67,000
    
    
    
    2009
    
    
    
    13,500
    
    
    
    9,843For-Sale Projects:Regatta at James Island
    
    
    212
    
    
    
    2007
    
    
    
    25,000
    
    
    
    23,878Colonial Traditions at Gulf Shores (Lots)
    
    
    371
    
    
    
    2007
    
    
    
    21,000
    
    
    
    20,474Southgate on Fairview
    
    
    47
    
    
    
    2007
    
    
    
    16,500
    
    
    
    3,708The Renwick
    
    
    85
    
    
    
    2007
    
    
    
    24,300
    
    
    
    10,826Cypress Village (Townhouse Units & Lots)
    
    
    196
    
    
    
    2007
    
    
    
    60,300
    
    
    
    43,183Grander
    
    
    30
    
    
    
    2007
    
    
    
    16,600
    
    
    
    12,723Spanish Oaks (Lots)
    
    
    200
    
    
    
    2007
    
    
    
    9,800
    
    
    
    7,562Metropolitan (2)
    
    
    98
    
    
    
    2008
    
    
    
    41,200
    
    
    
    4,135Other Projects and Undeveloped Land:TownPark Land and Infrastructure
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    15,443Heathrow Land and Infrastructure
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    12,704Land & Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    67,931Total Consolidated Construction in Progress
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    434,196
 
 (1)
    
    Square footage includes anchor-owned square footage.(2)
    
    This project is part of a mixed-use development.  83
    Table of Contents  7. Investment in Partially Owned Entities and Other Arrangements
 Investments in Consolidated Partially Owned Entities
   Investments in Unconsolidated Partially Owned Entities
  Percent
    
    
    (in thousands)Owned
    
    
    2006
    
    
    2005Multifamily:Arbors at Windsor Lake, Columbia, SC
    
    
    10.00
    %
    
    $
    614
    
    
    $
    716Belterra, Ft. Worth, TX
    
    
    10.00
    %
    
    
    944
    
    
    
    Carter Regents Park, Atlanta, GA
    
    
    40.00
    %
    
    
    6,231
    
    
    
    3,000CG at Canyon Creek, Austin, TX
    
    
    25.00
    %
    
    
    1,416
    
    
    
    CG at Huntcliff Village, Atlanta, GA
    
    
    20.00
    %
    
    
    2,327
    
    
    
    CG at Research Park, Durham, NC
    
    
    20.00
    %
    
    
    1,247
    
    
    
    1,570CMS / Colonial Joint Venture I
    
    
    15.00
    %
    
    
    498
    
    
    
    944CMS / Colonial Joint Venture II
    
    
    (1
    )
    
    
    (252
    )
    
    
    597CMS Florida
    
    
    25.00
    %
    
    
    1,072
    
    
    
    2,721CMS Tennessee
    
    
    25.00
    %
    
    
    1,234
    
    
    
    2,377CV at Matthews, Charlotte, NC
    
    
    25.00
    %
    
    
    1,059
    
    
    
    DRA Alabama
    
    
    10.00
    %
    
    
    2,311
    
    
    
    2,403DRA Cunningham, Austin, TX
    
    
    20.00
    %
    
    
    1,053
    
    
    
    1,111DRA Southwest Partnership
    
    
    23.00
    %
    
    
    495
    
    
    
    18,044DRA The Grove at Riverchase, Birmingham, AL
    
    
    20.00
    %
    
    
    1,552
    
    
    
    1,788Heritage at Deerwood, Jacksonville, FL
    
    
    47.00
    %
    (2)
    
    4,765
    
    
    
    Merritt at Godley Station, Pooler, GA
    
    
    35.00
    %
    
    
    3,169
    
    
    
    3,188Park Crossing, Fairfield, CA
    
    
    10.00
    %
    
    
    1,000
    
    
    
    Stone Ridge, Columbia, SC
    
    
    10.00
    %
    
    
    492
    
    
    
    49731,227
    
    
    
    38,956Office:600 Building Partnership, Birmingham, AL
    
    
    33.33
    %
    
    
    50
    
    
    
    11Douglas HCI, Coral Gables, FL
    
    
    25.00
    %
    (3)
    
    
    
    
    
    5,807Colonial Center Mansell Joint Venture
    
    
    15.00
    %
    
    
    2,513
    
    
    
    DRA / Colonial Office Joint Venture
    
    
    15.00
    %
    
    
    38,069
    
    
    
    46,89640,632
    
    
    
    52,714Retail:Colonial Promenade Madison, Huntsville, AL
    
    
    25.00
    %
    
    
    2,308
    
    
    
    2,255Colonial Promenade Smyrna, Smyrna, TN (Development)
    
    
    50.00
    %
    
    
    2,393
    
    
    
    GPT / Colonial Retail JV
    
    
    10.00
    %
    (4)
    
    (3,068
    )
    
    
    (2,311
    )Highway 150, LLC, Birmingham, AL
    
    
    10.00
    %
    
    
    70
    
    
    
    80Parkway Place Limited Partnership, Huntsville, AL
    
    
    45.00
    %
    
    
    11,012
    
    
    
    12,984Parkside Drive LLC, Knoxville, TN
    
    
    50.00
    %
    
    
    7,178
    
    
    
    18,98719,893
    
    
    
    31,995Other:Heathrow, Orlando, FL
    
    
    50.00
    %
    
    
    1,106
    
    
    
    Colonial / Polar-BEK Management Company,
    
    
    50.00
    %
    
    
    34
    
    
    
    35Birmingham, AL
    
    
    
    
    
    
    1,140
    
    
    
    35$
    92,892
    
    
    $
    123,700
  (footnotes on next page)
 84
    Table of Contents  (1)
    
    The CMS/Colonial Joint Venture II holds one property in which CRLP has a 15% partnership
interest and one in whichCRLP has a 5% partnership interest.(2)
    
    During 2006, Heritage at Deerwood reorganized such that CRLPs lending relationship
changed to an equity investment.(3)
    
    CRLPs interest in Douglas HCI was sold in connection with the disposal of CRLPs
interest in Colonnade Properties, LLC.(4)
    
    Amount includes the value of CRLPs investment of approximately $6.7 million, offset by
CRLPs basis difference onthe transaction of approximately $9.8 million, which is being amortized over the life of
the properties.         85
    Table of Contents  86
    Table of Contents  87
    Table of Contents  December 31,(in thousands)
    
    2006
    
    
    2005Balance SheetAssetsLand, building, & equipment, net
    
    $
    2,414,827
    
    
    $
    2,631,923Construction in progress
    
    
    80,347
    
    
    
    40,762Other assets
    
    
    273,159
    
    
    
    364,214Total assets
    
    $
    2,768,333
    
    
    $
    3,036,899Liabilities and Partners EquityNotes payable(1)
    
    $
    2,115,048
    
    
    $
    2,312,003Other liabilities
    
    
    48,517
    
    
    
    62,184Partners Equity
    
    
    604,768
    
    
    
    662,712Total liabilities and partners capital
    
    $
    2,768,333
    
    
    $
    3,036,899Statement of Operations(for the year ended)
    
    
    2006
    
    
    
    2005
    
    
    
    2004Revenues
    
    $
    380,280
    
    
    $
    168,108
    
    
    $
    72,187Operating expenses
    
    
    (155,845
    )
    
    
    (70,155
    )
    
    
    (30,055
    )Interest expense
    
    
    (143,862
    )
    
    
    (55,886
    )
    
    
    (20,323
    )Depreciation, amortization and other
    
    
    87,613
    
    
    
    (49,711
    )
    
    
    (3,319
    )Net income
    
    $
    168,186
    
    
    $
    (7,644
    )
    
    $
    18,490
 
 (1)
    
    CRLPs portion of indebtedness, as calculated based on ownership percentage, at
December 31, 2006 and 2005 is $367.2 million and $373.1 million, respectively. 8. Segment Information
  88
    Table of Contents  For the Year Ended(in thousands)
    
    2006
    
    
    2005
    
    
    2004Revenues:Segment Revenues:Multifamily
    
    $
    320,519
    
    
    $
    279,744
    
    
    $
    123,396Office
    
    
    172,368
    
    
    
    133,368
    
    
    
    98,680Retail
    
    
    110,287
    
    
    
    159,460
    
    
    
    169,126Total Segment Revenues
    
    
    603,174
    
    
    
    572,572
    
    
    
    391,202Partially-owned subsidiaries
    
    
    (67,120
    )
    
    
    (30,332
    )
    
    
    (18,194
    )Construction Revenues
    
    
    30,484
    
    
    
    
    
    
    
    Unallocated corporate revenues
    
    
    17,693
    
    
    
    7,939
    
    
    
    5,162Discontinued operations property revenues
    
    
    (88,148
    )
    
    
    (135,900
    )
    
    
    (129,461
    )Total Consolidated Revenues
    
    $
    496,083
    
    
    $
    414,279
    
    
    $
    248,709NOI:Segment NOI:Multifamily
    
    $
    190,838
    
    
    $
    166,972
    
    
    $
    75,280Office
    
    
    112,616
    
    
    
    90,275
    
    
    
    69,947Retail
    
    
    79,321
    
    
    
    112,103
    
    
    
    118,366Total Segment NOI
    
    
    382,775
    
    
    
    369,350
    
    
    
    263,593Partially-owned subsidiaries
    
    
    (40,249
    )
    
    
    (17,784
    )
    
    
    (10,611
    )Unallocated corporate revenues
    
    
    17,693
    
    
    
    7,939
    
    
    
    5,162Discontinued operations property NOI
    
    
    (52,229
    )
    
    
    (84,070
    )
    
    
    (84,722
    )Construction NOI
    
    
    1,073
    
    
    
    
    
    
    
    Property management expenses
    
    
    (12,590
    )
    
    
    (12,615
    )
    
    
    (5,859
    )General and administrative expenses
    
    
    (21,045
    )
    
    
    (19,406
    )
    
    
    (15,845
    )Management fee and other expenses
    
    
    (12,672
    )
    
    
    (4,719
    )
    
    
    (3,987
    )Depreciation
    
    
    (133,692
    )
    
    
    (111,180
    )
    
    
    (63,971
    )Amortization
    
    
    (19,575
    )
    
    
    (48,293
    )
    
    
    (7,623
    )Impairment
    
    
    (1,600
    )
    
    
    
    
    
    
    Other
    
    
    (877
    )
    
    
    1,370
    
    
    
    644Income from operations
    
    
    107,012
    
    
    
    80,592
    
    
    
    76,781Total other expense (1)
    
    
    1,085
    
    
    
    (9,001
    )
    
    
    (57,469
    )Income before minority
interest and
discontinued operations
    
    $
    108,097
    
    
    $
    71,591
    
    
    $
    19,312(in thousands)Assets:Divisional Assets:Multifamily
    
    $
    2,539,367
    
    
    $
    2,504,372Office
    
    
    799,089
    
    
    
    960,489Retail
    
    
    663,216
    
    
    
    790,827Total Divisional Assets
    
    
    4,001,672
    
    
    
    4,255,688Unallocated corporate assets (2)
    
    
    430,102
    
    
    
    243,539$
    4,431,774
    
    
    $
    4,499,227
 
 (1)
    
    Includes interest expense of $126,640, $124,131 and $71,491; income from partially-owned
unconsolidated entities of $34,823, $910 and $8,531; and gains from sales of property, net of
income taxes of $80,434, $106,482 and $4,747 for 2006, 2005 and 2004 respectively.(2)
    
    Includes CRLPs investment in joint ventures of $92,892 and $123,700 as of December 31, 2006
and 2005, respectively (see Note 7). 89
    Table of Contents  9. Notes and Mortgages Payable
  (in thousands)2006
    
    
    2005Unsecured credit facility
    
    $
    185,000
    
    
    $
    210,228Mortgages and other notes:2.00% to 6.00%
    
    
    801,991
    
    
    
    930,4536.01% to 7.50%
    
    
    1,288,307
    
    
    
    1,143,6957.51% to 9.00%
    
    
    122,608
    
    
    
    209,974$
    2,397,906
    
    
    $
    2,494,350
        90
    Table of Contents  (in thousands)2007
    
    $
    186,2152008
    
    
    220,5832009
    
    
    35,0682010
    
    
    352,8932011
    
    
    397,315Thereafter
    
    
    1,205,832$
    2,397,906
   10. Derivative Instruments
 Accounting for Derivative Instruments and Hedging Activities
   91
    Table of Contents  11. Capital Structure
  92
    Table of Contents  (in thousands)Redemption value, December 31, 2005
    
    $
    456,430Net income available to common unitholders
allocated to limited partners
    
    
    42,135Adjustment of limited partner common equity
to redemption value
    
    
    (2,609
    )Redemption value, December 31, 2006
    
    $
    495,956
   12. Cash Contributions
  The Effect on the Calculation of Earnings per
Share for the Redemption or Induced Conversion of Preferred Stock
 93
    Table of Contents  13. Share-based Compensation
  Incentive Share Plans
    For the Year EndingDecember 31,2006
    
    2005
    
    2004Dividend yield
    
    
    5.76
    %
    
    
    6.53
    %
    
    
    6.86
    %Expected volatility
    
    
    21.01
    %
    
    
    21.38
    %
    
    
    21.29
    %Risk-free interest rate
    
    
    5.11
    %
    
    
    4.52
    %
    
    
    4.25
    %Expected option term (years)
    
    
    7.5
    
    
    
    7.5
    
    
    
    7.5
  94
    Table of Contents  Options OutstandingWeighted AverageShares
    
    
    Exercise PriceOptions outstanding, beginning of period
    
    
    1,782,680
    
    
    $
    31.49Granted
    
    
    114,535
    
    
    
    47.89Exercised
    
    
    (243,303
    )
    
    
    30.74Forfeited
    
    
    (16,647
    )
    
    
    37.33Options outstanding, end of period
    
    
    1,637,265
    
    
    $
    34.03
    (amounts in thousands)Balance, December 31, 2005
    
    $
    3,646Amortization of deferred compensation
    
    
    (2,953
    )Issuance of restricted shares
    
    
    8,028Impact of adoption of SFAS No. 123R
    
    
    (184
    )Balance, December 31, 2006
    
    $
    8,537
 95
    Table of Contents  Weighted AverageFor the Year Ended
    
    
    Grant DateDecember 31, 2006
    
    
    Fair ValueNonvested Restricted Stock, December 31, 2005
    
    
    157,499
    
    
    $
    36.36Granted
    
    
    187,962
    
    
    
    46.39Vested
    
    
    (68,545
    )
    
    
    36.22Cancelled/Forfeited
    
    
    (4,772
    )
    
    
    32.43Nonvested Restricted Stock, December 31, 2006
    
    
    272,144
    
    
    $
    43.39
  Adoption of Incentive Program
  
    
    the grant of a specified number of restricted shares, totaling approximately $6.3
million which vest at the end of the five-year service period beginning on April 26,
2006 (the Vesting Period), and/or
    
    an opportunity to earn a performance bonus, based on absolute and relative total
shareholder return over a three-year period beginning January 1, 2006 and ending
December 31, 2008 (the Performance Period).
    96
    Table of Contents  Employee Share Purchase Plan
  14. Employee Benefits
 Noncontributory Defined Benefit Pension Plan
   2006
    
    
    2005Change in benefit obligationBenefit obligation at beginning of year
    
    $
    14,876,134
    
    
    $
    11,436,525Service cost
    
    
    1,170,459
    
    
    
    994,596Interest cost
    
    
    815,220
    
    
    
    683,001Benefits paid
    
    
    (119,959
    )
    
    
    (117,515
    )Actuarial (gain) loss
    
    
    (1,079,819
    )
    
    
    1,879,527Benefit obligation at end of year
    
    $
    15,662,035
    
    
    $
    14,876,134Change in plan assetsFair value of plan assets at beginning of year
    
    $
    8,731,442
    
    
    $
    7,525,075Actual return on plan assets
    
    
    891,656
    
    
    
    438,994Employer contributions
    
    
    813,745
    
    
    
    884,888Benefits paid
    
    
    (119,959
    )
    
    
    (117,515
    )Fair value of plan assets at end of year
    
    $
    10,316,884
    
    
    $
    8,731,442Funded status
    
    $
    (5,345,151
    )
    
    $
    (6,144,692
    )
 97
    Table of Contents  Amounts recognized in the consolidated balance sheets
 2006Other liabilities
    
    $
    (5,345,151
    )
 Amounts recognized in accumulated other comprehensive income
 2006Net (gain) loss
    
    $
    2,580,859Prior service cost
    
    
    34,181Net amount recognized
    
    $
    2,615,040
  2006
    
    2005Accumulated benefit obligation
    
    $
    12,078,243
    
    
    $
    11,083,755
  Components of Net Periodic Benefit Cost
 2006
    
    
    2005Service cost
    
    $
    1,170,459
    
    
    $
    994,596Interest cost
    
    
    815,220
    
    
    
    683,001Expected return on plan assets
    
    
    (735,675
    )
    
    
    (642,673
    )Amortization of prior service cost
    
    
    7,997
    
    
    
    7,997Amortization of net (gain) loss
    
    
    214,857
    
    
    
    80,466Net periodic benefit cost
    
    $
    1,472,858
    
    
    $
    1,123,387Additional supplemental disclosures required by SFAS No. 158 are as follows:Estimated amortization from accumulated other comprehensive
income into net periodic pension cost over the next twelve monthsAmortization of net (gain) loss
    
    $
    86,280Amortization of prior service cost
    
    $
    5,404
 Amounts recognized in the consolidated balance sheets prior to
adoption of SFAS No. 158
 2006
    
    
    2005Accrued benefit costs
    
    $
    (2,730,111
    )
    
    $
    (2,352,313
    )Intangible assets
    
    
    
    
    
    
    42,178Accumulated other comprehensive income
    
    
    
    
    
    
    239,137Net amount recognized
    
    $
    (2,730,111
    )
    
    $
    (2,070,998
    )Incremental effect of adopting SFAS No. 158 on the consolidated
balance sheetOther liabilities
    
    $
    (2,615,040
    )Accumulated other comprehensive income
    
    $
    2,615,040
 98
    Table of Contents  2006
    
    2005Weighted-average assumptions used to determine
benefit obligations at December 31Discount rate
    
    
    5.75
    %
    
    
    5.50
    %Rate of compensation increase
    
    
    3.00
    %
    
    
    3.00
    %Weighted-average assumptions used to determine
net cost for years ended December 31Discount rate
    
    
    5.50
    %
    
    
    6.00
    %Expected long-term rate of return on plan assets
    
    
    8.00
    %
    
    
    8.00
    %Rate of compensation increase
    
    
    3.00
    %
    
    
    3.00
    %
  Asset Category
    
    2006
    
    2005Equity Securities
    
    
    57
    %
    
    
    57
    %Debt Securities
    
    
    29
    %
    
    
    33
    %Real estate
    
    
    4
    %
    
    
    5
    %Other
    
    
    10
    %
    
    
    5
    %Total
    
    
    100
    %
    
    
    100
    %
   Employer
    
    ParticipantsContributions2005
    
    $
    884,888
    
    
    $
    2006
    
    
    813,745
    
    
    
    Expected 2007
    
    
    900,094
    
    
    
    Benefit payments2005
    
    $
    117,5152006
    
    
    119,959
  Estimated Future Benefit Payments2007
    
    $
    144,3702008
    
    
    158,5842009
    
    
    185,5922010
    
    
    217,8762011
    
    
    340,999Thereafter
    
    
    3,500,128
 99
    Table of Contents  401(k) Plan
  15. Income Taxes
    (in thousands)Current tax expense:Federal
    
    $
    13,242State
    
    
    2,04015,282Deferred tax benefit:Federal
    
    
    (2,641
    )State
    
    
    (482
    )(3,123
    )Total income tax expense
    
    
    12,159Income tax expense  discontinued operations
    
    
    (8,554
    )Income tax expense  continuing operations
    
    $
    3,605
   (in thousands)Deferred tax assets:Real estate asset basis differences
    
    $
    690Deferred revenue
    
    
    1,792Allowance for doubtful accounts
    
    
    243Accrued liabilities
    
    
    399$
    3,124Deferred tax liabilities:Other
    
    
    (1
    )(1
    )Net deferred tax assets, included in other assets
    
    $
    3,123
 100
    Table of Contents  Federal tax rate
    
    
    35.00
    %State income tax, net of federal income tax benefit
    
    
    3.19
    %Other
    
    
    0.12
    %CPSI provision for income taxes
    
    
    38.31
    %
 16. Leasing Operations
  (in thousands)2007
    
    $
    162,1582008
    
    
    149,9402009
    
    
    132,2892010
    
    
    111,2352011
    
    
    91,454Thereafter
    
    
    234,060$
    881,136
   17. Commitments, Contingencies, Guarantees and Other Arrangements
 Commitments and Contingencies
  Guarantees and Other Arrangements
    101
    Table of Contents  18. Related Party Transactions
      102
    Table of Contents  19. Subsequent Events
 Property Acquisitions
   Property Dispositions
  Property Name
    
    Location
    
    Units
    
    Sales Price(in millions)Beacon Hill
    
    Charlotte, NC
    
    349
    
    $
    15.9Clarion Crossing
    
    Raleigh, NC
    
    260
    
    
    15.9Colonial Grand at Enclave
    
    Atlanta, GA
    
    200
    
    
    16.9Colonial Village at Poplar Place
    
    Atlanta, GA
    
    324
    
    
    19.6Colonial Village at Regency Place
    
    Raleigh, NC
    
    180
    
    
    10.3Colonial Village at Spring Lake
    
    Atlanta, GA
    
    188
    
    
    11.5Colonial Village at Timothy Woods
    
    Athens, GA
    
    204
    
    
    13.2$
    103.3
      Distribution
  103
    Table of Contents  20. Quarterly Financial Information (Unaudited)
  2006(in thousands, except per unit data)First
    
    Second
    
    Third
    
    FourthQuarter
    
    Quarter
    
    Quarter
    
    QuarterRevenues
    
    $
    125,409
    
    
    $
    122,691
    
    
    $
    121,946
    
    
    $
    126,037Income (loss) from continuing operations
    
    
    610
    
    
    
    30,702
    
    
    
    (5,346
    )
    
    
    82,897Income from discontinuing operations
    
    
    14,285
    
    
    
    13,916
    
    
    
    29,874
    
    
    
    85,927Net income
    
    
    14,895
    
    
    
    44,618
    
    
    
    24,528
    
    
    
    168,824Preferred dividends
    
    
    (7,912
    )
    
    
    (7,515
    )
    
    
    (6,363
    )
    
    
    (6,363
    )Preferred unit issuance costs write-off
    
    
    (159
    )
    
    
    (1,924
    )
    
    
    (45
    )
    
    
    Net income available to common unitholders
    
    
    6,824
    
    
    
    35,179
    
    
    
    18,120
    
    
    
    162,461Net income per unit:Basic
    
    $
    0.12
    
    
    $
    0.63
    
    
    $
    0.32
    
    
    $
    2.87Diluted
    
    $
    0.12
    
    
    $
    0.62
    
    
    $
    0.32
    
    
    $
    2.84Weighted average common unit outstanding:Basic
    
    
    55,994
    
    
    
    56,335
    
    
    
    56,562
    
    
    
    56,674Diluted
    
    
    55,994
    
    
    
    56,808
    
    
    
    56,562
    
    
    
    57,240
 2005(in thousands, except per unit data)First
    
    Second
    
    Third
    
    FourthQuarter
    
    Quarter
    
    Quarter
    
    QuarterRevenues
    
    $
    71,275
    
    
    $
    108,087
    
    
    $
    115,384
    
    
    $
    119,533Income (loss) from continuing operations
    
    
    (46
    )
    
    
    (18,447
    )
    
    
    (10,498
    )
    
    
    95,337Income from discontinuing operations
    
    
    101,434
    
    
    
    36,467
    
    
    
    71,676
    
    
    
    7,546Net income
    
    
    101,387
    
    
    
    18,020
    
    
    
    61,178
    
    
    
    102,883Preferred dividends
    
    
    (5,506
    )
    
    
    (8,045
    )
    
    
    (8,045
    )
    
    
    (8,045
    )Net income available to common unitholders
    
    
    95,881
    
    
    
    9,975
    
    
    
    53,133
    
    
    
    94,839Net income per unit:Basic
    
    $
    2.51
    
    
    $
    0.20
    
    
    $
    1.07
    
    
    $
    1.71Diluted
    
    $
    2.51
    
    
    $
    0.20
    
    
    $
    1.07
    
    
    $
    1.69Weighted average common unit outstanding:Basic
    
    
    38,162
    
    
    
    50,353
    
    
    
    51,332
    
    
    
    55,751Diluted
    
    
    38,162
    
    
    
    50,353
    
    
    
    51,332
    
    
    
    56,195
 104
    Table of Contents  Report of Independent Registered Public Accounting Firm
 
  Consolidated financial statements and financial statement schedule
  Internal control over financial reporting
 Internal Control  Integrated Framework Internal
Control  Integrated Framework
     
 105
    Table of Contents  Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
  
 Item 9A. Controls and Procedures.
 Evaluation of Disclosure Controls and Procedure
  Changes in Internal Control Over Financial Reporting
  Managements Report on Internal Control Over Financial Reporting
      
 Item 9B. Other Information.
  106
    Table of Contents  PART III
 
 Item 10. Trustees and Executive Officers of the Registrant.
  
 Item 11. Executive Compensation.
  
 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
      Name and Business Address
    
    Number of
    
    Percent ofof Beneficial Owner
    
    Units
    
    Units (1)Colonial Properties Trust
    
    
    46,252,490
    
    
    
    81.4
    %Thomas H. Lowder
    
    
    2,938,373
    (2)
    
    
    5.2
    %James K. Lowder
2000 Interstate Parkway Suite 400
Montgomery, Alabama 36104
    
    
    1,925,397
    (3)
    
    
    3.4
    %Carl F. Bailey
    
    
    17,595
    
    
    
    *M. Miller Gorrie
    
    
    266,523
    (4)
    
    
    *William M. Johnson
    
    
    448,386
    (5)
    
    
    *Glade M. Knight
    
    
    
    
    
    
    *Herbert A. Meisler
    
    
    544,529
    (6)
    
    
    1.0
    %Claude B. Nielsen
    
    
    5,865
    
    
    
    *Harold W. Ripps
    
    
    1,925,975
    
    
    
    3.4
    %Donald T. Senterfitt
    
    
    
    
    
    
    *John W. Spiegel
    
    
    
    
    
    
    *C. Reynolds Thompson, III
    
    
    17,595
    
    
    
    *Weston M. Andress
    
    
    
    
    
    
    *Robert A. Jackson
    
    
    17,595
    
    
    
    *Charles A. McGehee
    
    
    17,595
    
    
    
    *Paul F. Earle
    
    
    17,595
    
    
    
    *All executive officers and trustees as a group
(18 persons)
    
    
    6,791,222
    (7)
    
    
    12.0
    %
 
 *
    
    Less than 1%(1)
    
    The number of units outstanding as of February 6, 2007 was 56,831,751.(2)
    
    Includes 466,521 units owned by Thomas H. Lowder 2006 Two-Year Trust, 89,285 units owned by
Thomas Lowder Investments, LLC, 1,369,396 units owned by Colonial Commercial Investments, Inc.
(CCI), 1,012,976 units owned by EPJV and 195 units held 107
    Table of Contents  in trust for the benefit of Thomas Lowders children. Units owned by CCI are reported twice
in this table, once as beneficially owned by Thomas H. Lowder and again as beneficially owned
by James K. Lowder.(3)
    
    Includes 466,521 units owned by James K. Lowder 2006 Two-Year Trust, 89,285 units owned by
James Lowder Investments, LLC, 1,369,396 units owned by CCI and 195 units held in trust for
the benefit of James K. Lowders children.(4)
    
    Includes 157,140 units owned by MJE, LLC., and 109,383 units owned by Mr. Gorrie.(5)
    
    Includes 448,200 units owned by Mr. Johnson and 186 units owned by his wife.(6)
    
    Includes 526,934 units owned by Meisler Enterprises L.P., a limited partnership of which Mr.
Meisler and his wife are sole partners, and 17,595 units directly owned by Mr. Meisler.(7)
    
    Units held by CCI have been counted only once for this purpose.  Number of securities remainingNumber of securities to be
    
    Weighted-average
    
    available for future issuanceissued upon exercise of
    
    exercise price of
    
    under equity compensation plansoutstanding options, warrants
    
    outstanding options,
    
    (excluding securities reflected inPlan Category
    
    and rights (a)
    
    warrants and rights (b)
    
    column (a))Equity compensation
plans approved by
security holders
(1)
    
    
    1,712,540
    (2)
    
    $
    32.92
    (3)
    
    
    2,535,223Equity compensation
plans not approved
by security holders
    
    
    
    
    
    
    
    
    
    
    Total
    
    
    1,712,540
    
    
    $
    32.92
    
    
    
    2,535,223
 (1)
    
    These plans include the Trusts Third Amended and Restated Employee Share Option and
Restricted Share Plan, as amended in 1998 and 2006, the Trusts Non-Employee Trustee Share Plan, as
amended in 1997, and the Trusts Trustee Share Option Plan, as amended in 1997.(2)
    
    Includes 274,144 restricted shares that had not vested as of December 31, 2006.(3)
    
    Weighted-average exercise price of outstanding options; excludes value of outstanding
restricted shares. 
 Item 13. Certain Relationships and Related Transactions.
  
 Item 14. Principal Accountant Fees and Services.
  
 Part IV
 
 Item 15. Exhibits and Financial Statement Schedules
 15(a)(1) Financial Statements
       108
    Table of Contents  15(a)(2) Financial Statement Schedules
   15(a)(3) Exhibits
 Exhibit No.
    
    Exhibit
    
    Reference2.1
    
    Agreement and Plan of Merger by and
among the Trust, CLNL Acquisition Sub
LLC and Cornerstone Realty Income
Trust, Inc.
    
    Incorporated by
reference to
Exhibit 2.1 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on October 28, 20042.2
    
    Form of Plan of Merger merging
Cornerstone Realty Income Trust, Inc.
into CLNL Acquisition Sub LLC
    
    Incorporated by
reference to
Exhibit B to
Exhibit 2.2 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on January 25, 20052.3
    
    Amendment No. 1 to Agreement and Plan
of Merger by and among the Trust,
CLNL Acquisition Sub LLC and
Cornerstone Realty Income Trust, Inc.
    
    Incorporated by
reference to
Exhibit 2.2 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on January 25, 20052.4
    
    Acquisition and Contribution
Agreement and Joint Escrow
Instructions dated September 16, 2005
by and among Marelda Retail
Development LLC and CRLP, and
amendments thereto
    
    Incorporated by
reference to
Exhibit 2.1 to
CRLPs Current
Report on Form 8-K
filed with the SEC
on November 30,
20052.5
    
    Acquisition and Contribution
Agreement and Joint Escrow
Instructions dated September 16, 2005
by and among Marelda Retail
Development LLC and CRLP, and
amendments thereto
    
    Incorporated by
reference to
Exhibit 2.2 to
CRLPs Current
Report on Form 8-K
filed with the SEC
on November 30,
20053.1
    
    Third Amended and Restated Agreement
of Limited Partnership of CRLP, as
amended
    
    Incorporated by
reference to
Exhibit 10.1 to the
Trusts Annual
Report on Form 10-K
for the period
ending December 31,
19993.2
    
    Fifth Amendment to Third Amended and
Restated Agreement of Limited
Partnership of CRLP
    
    Incorporated by
reference to
Exhibit 10.2 to the
Trusts Annual
Report on Form 10-K
for the period
ending December 31,
20033.3
    
    Sixth Amendment to Third Amended and
Restated Agreement of Limited
Partnership of CRLP
    
    Incorporated by
reference to
Exhibit 10.3 to the
Trusts Annual
Report on Form 10-K
for the period
ending December 31,
20033.4
    
    Seventh Amendment to Third Amended
and Restated Agreement of Limited
Partnership of CRLP
    
    Incorporated by
reference to
Exhibit 10.4 to the
Trusts Annual
Report on Form 10-K
for the period
ending December 31,
20033.4.1
    
    Eighth Amendment to Third Amended and
Restated Agreement of Limited
Partnership of CRLP
    
    Incorporated by
reference to
Exhibit 10.4.1 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
2004
 109
    Table of Contents  Exhibit No.
    
    Exhibit
    
    Reference3.4.2
    
    Ninth Amendment to Third Amended and
Restated Agreement of Limited
Partnership of CRLP
    
    Incorporated by
reference to
Exhibit 10.2 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on April 7, 20053.5
    
    Declaration of Trust of the Trust
    
    Incorporated by
reference to
Exhibit 3 to the
Trusts Form 8-K
dated November 5,
19973.6
    
    Articles Supplementary of 8 3/4% Series
A Cumulative Redeemable Preferred
Shares of Beneficial Interest of the
Trust
    
    Incorporated by
reference to
Exhibit 3 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on November 5, 19973.7
    
    Articles Supplementary of Series 1998
Junior Participating Preferred Shares
of Beneficial Interest of the Trust
    
    Incorporated by
reference to
Exhibit 4.2 to the
Trusts Annual
Report on Form 10-K
for the period
ending December 31,
19983.8
    
    Articles Supplementary of 8.875%
Series B Cumulative Redeemable
Perpetual Preferred Shares of the
Trust
    
    Incorporated by
reference to
Exhibit 4.3 to the
Trusts Annual
Report on Form 10-K
for the period
ending December 31,
19983.9
    
    Articles Supplementary of 7.25%
Series B Cumulative Redeemable
Perpetual Preferred Shares of the
Trust
    
    Incorporated by
reference to
Exhibit 3.5 to the
Trusts Annual
Report on Form 10-K
for the period
ending December 31,
20033.10
    
    Articles Supplementary of 9.25%
Series C Cumulative Redeemable
Preferred Shares of Beneficial
Interest of the Trust
    
    Incorporated by
reference to
Exhibit 3 to the
Trusts Form 8-K
filed with the SEC
on June 19, 20013.11
    
    Articles Supplementary of 8 1/8%
Series D Cumulative Redeemable
Preferred Shares of Beneficial
Interest of the Trust
    
    Incorporated by
reference to
Exhibit 3.1 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on April 29, 20033.12
    
    Articles of Amendment to Declaration
of Trust of the Trust, dated May 11,
2004
    
    Incorporated by
reference to
Exhibit 3.8 to the
Trusts Annual
Report on Form 10-K
for the period
ending December 31,
20043.13
    
    Articles Supplementary Reclassifying
Preferred Shares
    
    Incorporated by
reference to
Exhibit 3.9 to the
Trusts Annual
Report on Form 10-K
for the period
ending December 31,
20043.14
    
    Form of Articles Supplementary of
7.62% Series E Cumulative Preferred
Shares of Beneficial Interest of the
Company
    
    Incorporated by
reference to
Exhibit 3.1 to the
Trusts
Registration
Statement on Form
8-A filed with the
SEC on February 7,
20053.15
    
    Articles of Amendment to Declaration
of Trust of the Trust, dated April 5,
2005
    
    Incorporated by
reference to
Exhibit 3.1 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on April 7, 20053.16
    
    Bylaws of the Trust
    
    Incorporated by
reference to
Exhibit 4.2 to the
Trusts
Registration
Statement on Form
S-3, No. 333-55078,
filed February 6,
20014.1
    
    Indenture dated as of July 22, 1996,
by and between CRLP and Deutsche Bank
Trust Company Americas (formerly
Bankers Trust Company)
    
    Incorporated by
reference to
Exhibit 4.1 to
CRLPs Form 10-K/A
filed with the SEC
on October 10,
20034.2
    
    First Supplemental Indenture dated as
of December 31, 1998, by and between
CRLP and Deutsche Bank Trust Company
Americas (formerly Bankers Trust
Company)
    
    Incorporated by
reference to
Exhibit 10.13.1 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
1998
 110
    Table of Contents  Exhibit No.
    
    Exhibit
    
    Reference10.1
    
    Registration Rights and Lock-Up
Agreement dated September 29, 1993,
among the Trust and the persons named
therein
    
    Incorporated by
reference to
Exhibit 10.2 to the
Trusts
Registration
Statement on Form
S-11/A, No.
33-65954, filed
September 21, 199310.2
    
    Registration Rights and Lock-Up
Agreement dated March 25, 1997, among
the Trust and the persons named
therein
    
    Incorporated by
reference to
Exhibit 10.2.2 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199710.3
    
    Registration Rights and Lock-Up
Agreement dated November 4, 1994,
among the Trust and the persons named
therein
    
    Incorporated by
reference to
Exhibit 10.2.3 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199710.4
    
    Supplemental Registration Rights and
Lock-Up Agreement dated August 20,
1997, among the Trust and the persons
named therein
    
    Incorporated by
reference to
Exhibit 10.2.4 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199710.5
    
    Supplemental Registration Rights and
Lock-Up Agreement dated November 1,
1997, among the Trust, CRLP and B&G
Properties Company LLP
    
    Incorporated by
reference to
Exhibit 10.2.5 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199710.6
    
    Supplemental Registration Rights and
Lock-Up Agreement dated July 1, 1997,
among the Trust, CRLP and Colonial
Commercial Investments, Inc.
    
    Incorporated by
reference to
Exhibit 10.2.6 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199710.7
    
    Supplemental Registration Rights and
Lock-Up Agreement dated July 1, 1996,
among the Trust and the persons named
therein
    
    Incorporated by
reference to
Exhibit 10.2.7 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199710.8
    
    Registration Rights Agreement dated
February 23, 1999, among the Trust,
Belcrest Realty Corporation, and
Belair Real Estate Corporation
    
    Incorporated by
reference to
Exhibit 10.2.8 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199810.9
    
    Registration Rights and Lock-Up
Agreement dated July 1, 1998, among
the Trust and the persons named
therein
    
    Incorporated by
reference to
Exhibit 10.2.9 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199810.10
    
    Registration Rights and Lock-Up
Agreement dated July 31, 1997, among
the Trust and the persons named
therein
    
    Incorporated by
reference to
Exhibit 10.2.10 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199810.11
    
    Supplemental Registration Rights and
Lock-Up Agreement dated November 18,
1998, among the Trust, CRLP and
Colonial Commercial Investments, Inc.
    
    Incorporated by
reference to
Exhibit 10.2.11 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199810.12
    
    Registration Rights and Lock-Up
Agreement dated December 29, 1994,
among the Trust and the persons named
therein
    
    Incorporated by
reference to
Exhibit 10.2.12 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199810.13
    
    Registration Rights and Lock-Up
Agreement dated April 30, 1999, among
the Trust, CRLP and MJE, L.L.C.
    
    Incorporated by
reference to
Exhibit 10.2.13 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
1999
 111
    Table of Contents  Exhibit No.
    
    Exhibit
    
    Reference10.14
    
    Second Amended and Restated Employee
Share Option and Restricted Share
Plan 
    
    Incorporated by
reference to
Exhibit 10.18 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
200310.14.1
    
    Form of Employee Share Option and
Restricted Share Plan Agreement  2
Year Vesting 
    
    Incorporated by
reference to
Exhibit 10.18.1 to
the Trusts
Quarterly Report on
Form 10-Q for the
period ending
September 30, 200410.14.2
    
    Form of Employee Share Option and
Restricted Shares Plan Agreement  3
Year Vesting 
    
    Incorporated by
reference to
Exhibit 10.18.2 to
the Trusts
Quarterly Report on
Form 10-Q for the
period ending
September 30, 200410.14.3
    
    Form of Employee Share Option and
Restricted Shares Plan Agreement  5
Year Vesting 
    
    Incorporated by
reference to
Exhibit 10.18.3 to
the Trusts
Quarterly Report on
Form 10-Q for the
period ending
September 30, 200410.14.4
    
    Form of Employee Share Option and
Restricted Shares Plan Agreement  8
Year Vesting 
    
    Incorporated by
reference to
Exhibit 10.18.4 to
the Trusts
Quarterly Report on
Form 10-Q for the
period ending
September 30, 200410.15
    
    Employee Share Purchase Plan 
    
    Incorporated by
reference to
Exhibit 10.21 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
200310.15.1
    
    Amendment to Employee Share Purchase
Plan 
    
    Incorporated by
reference to
Exhibit 10.21.1 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
200610.16
    
    Annual Incentive Plan 
    
    Incorporated by
reference to
Exhibit 10.16 to
the Trusts
Registration
Statement on Form
S-11/A, No.
33-65954, filed
with the SEC on
September 3, 199310.17
    
    Executive Unit Purchase Program 
Program Summary 
    
    Incorporated by
reference to
Exhibit 10.15 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199910.18
    
    Employment Agreement between the
Trust, CRLP and Thomas H. Lowder 
    
    Incorporated by
reference to
Exhibit 10.6 to the
Trusts
Registration
Statement on Form
S-11/A, No.
33-65954, filed
with the SEC
September 21, 199310.19
    
    Retirement Agreement between the
Trust and Howard B. Nelson, Jr.
    
    Incorporated by
reference to
Exhibit 10.26 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
200310.20
    
    Officers and Trustees Indemnification
Agreement 
    
    Incorporated by
reference to
Exhibit 10.7 to the
Trusts
Registration
Statement on Form
S-11/A, No.
33-65954, filed
with the SEC
September 21, 199310.21
    
    Partnership Agreement of CPSLP
    
    Incorporated by
reference to
Exhibit 10.8 to the
Trusts
Registration
Statement on Form
S-11/A, No.
33-65954, filed
with the SEC
September 21, 199310.21.1
    
    First Amendment to Partnership
Agreement of CPSLP
    
    Incorporated by
reference to
Exhibit 10.28 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
2005
 112
    Table of Contents  Exhibit No.
    
    Exhibit
    
    Reference10.22
    
    Articles of Incorporation of Colonial
Real Estate Services, Inc.,
predecessor of CPSI, as amended
    
    Incorporated by
reference to
Exhibit 10.9 to the
Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199410.23
    
    Bylaws of Colonial Real Estate
Services, Inc., predecessor of CPSI
    
    Incorporated by
reference to
Exhibit 10.10 to
the Trusts
Registration
Statement on Form
S-11/A, No.
33-65954, filed
September 3, 199310.24
    
    Credit Agreement dated as of March
22, 2005, by and among CRLP, as
Borrower, the Trust, as Guarantor,
Wachovia Bank, as Agent for the
Lenders, and the Lenders named
therein
    
    Incorporated by
reference to
Exhibit 10.38 to
the Trusts Current
Report on Form 8-K
filed with the SEC
on March 25, 200510.25
    
    Contribution Agreement, dated April
1, 2005
    
    Incorporated by
reference to
Exhibit 10.1 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on April 7, 200510.26
    
    Bridge Credit Agreement dated October
28, 2004, by and among CRLP, as
Borrower, and the Trust, as
Guarantor, SouthTrust Bank, as Agent
for Lenders, and the Lenders names
therein.
    
    Incorporated by
reference to
Exhibit 10.37 to
the Trusts Current
Report on Form 8-K
filed with the SEC
on November 3, 200410.27
    
    Facility and Guaranty Agreement among
the Trust, CRLP, Bank One, N.A. and
the Lenders named therein dated as of
December 17, 1999
    
    Incorporated by
reference to
Exhibit 10.34 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
200310.28
    
    Form of Promissory Note under
Facility and Guarantee Agreement
dated as of December 17, 1999 among
the Trust, CRLP, Bank One, N.A. and
certain lenders
    
    Incorporated by
reference to
Exhibit 10.16 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199910.29
    
    Form of Reimbursement Agreement dated
January 25, 2000 by Employee Unit
Purchase Plan participants in favor
of CRLP
    
    Incorporated by
reference to
Exhibit 10.17 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
199910.30
    
    Employment Agreement dated October 1,
2001 between Cornerstone and Glade M.
Knight 
    
    Incorporated by
reference to
Exhibit 10.6 to
Cornerstones Form
10-K filed April 1,
200210.31
    
    First Amendment to Employment
Agreement dated September 21, 2004
between Cornerstone and Glade M.
Knight 
    
    Incorporated by
reference to
Exhibit 10.3 to
Cornerstones
Annual Report on
Form 10-K filed
with the SEC on
March 16, 200510.32
    
    Amendment No 2 to Employment
Agreement dated February 8, 2005
between Cornerstone and Glade M.
Knight 
    
    Incorporated by
reference to
Exhibit 10.1 to
Cornerstones
Current Report on
Form 8-K filed with
the SEC on February
9, 200510.33
    
    Stock Option Agreement dated July 23,
1999 between Cornerstone and Glade M.
Knight 
    
    Incorporated by
reference to
Exhibit 10.50 to
Cornerstones
Annual Report on
Form 10-K filed
with the SEC on
March 27, 200010.34
    
    Amendment No. 1 to Stock Option
Agreement dated February 8, 2005
between Cornerstone and Glade M.
Knight 
    
    Incorporated by
reference to
Exhibit 10.7 to
Cornerstones
Current Report on
Form 8-K filed with
the SEC on February
9, 2005
 113
    Table of Contents  Exhibit No.
    
    Exhibit
    
    Reference10.35
    
    Change in Control Agreement dated
August 1, 2000 between Cornerstone
and Glade M. Knight 
    
    Incorporated by
reference to
Exhibit 10.48 to
Cornerstones
Annual Report on
Form 10-K filed
with the SEC on
April 2, 200110.36
    
    Amendment No. 1 to Change in Control
Agreement dated February 8, 2005
between Cornerstone and Glade M.
Knight 
    
    Incorporated by
reference to
Exhibit 10.3 to
Cornerstones
Current Report on
Form 8-K filed with
the SEC on February
9, 200510.37
    
    Cornerstone 1992 Incentive Plan
Amended and Restated Effective July
1, 2002 
    
    Incorporated by
reference to
Exhibit 10.2 to
Cornerstones
Quarterly Report on
Form 10-Q filed
with the SEC on
August 9, 2002)10.38
    
    First Amendment to Cornerstone 1992
Incentive Plan Amended and Restated
Effective July 1, 2002 
    
    Incorporated by
reference to
Exhibit 10.2 to
Cornerstones
Quarterly Report on
Form 10-Q filed
with the SEC on
August 9, 200410.40
    
    Agreement Evidencing Waiver of
Performance Bonus dated February 25,
2005 between Cornerstone and Glade M.
Knight 
    
    Incorporated by
reference to
Exhibit 10.64 to
Cornerstones
Annual Report on
Form 10-K filed
with the SEC on
March 16, 200510.41
    
    Form of Stock Option Agreement
between Glade M. Knight and
Cornerstone 
    
    Incorporated by
reference to
Exhibit 10.13 to
the Trusts Current
Report on Form 8-K
filed with the SEC
on April 7, 200510.42
    
    Form of Restricted Share Agreement
(20% per year vesting) 
    
    Incorporated by
reference to
Exhibit 10.1 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on May 3, 200510.43
    
    Form of Restricted Share Agreement
(50%/25%/25% vesting) 
    
    Incorporated by
reference to
Exhibit 10.2 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on May 3, 200510.44
    
    Form of Restricted Share Agreement
(33 1/3% per year vesting) 
    
    Incorporated by
reference to
Exhibit 10.3 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on May 3, 200510.45
    
    Form of Restricted Share Agreement
(60%/40% vesting) 
    
    Incorporated by
reference to
Exhibit 10.4 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on May 3, 200510.46
    
    Form of Restricted Share Agreement
(eighth anniversary vesting) 
    
    Incorporated by
reference to
Exhibit 10.5 to t
the Trusts Current
Report on Form 8-K
filed with the SEC
on May 3, 200510.47
    
    Form of Share Option Agreement (20%
per year vesting) 
    
    Incorporated by
reference to
Exhibit 10.6 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on May 3, 200510.48
    
    Underwriting Agreement, dated
September 15, 2005, by and among the
Trust, CRLP, Merrill Lynch & Co.,
Merrill Lynch, Pierce, Fenner & Smith
Incorporated and Wachovia Capital
Markets, LLC, as representatives of
the several underwriters named in the
related Terms Agreement
    
    Incorporated by
reference to
Exhibit 1.1 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on September 21,
2005
 114
    Table of Contents  Exhibit No.
    
    Exhibit
    
    Reference10.49
    
    Terms Agreement, dated September 15,
2005, by and among the Trust, CRLP,
Merrill Lynch & Co., Merrill Lynch,
Pierce, Fenner & Smith Incorporated
and Wachovia Capital Markets, LLC, as
representatives of the several
underwriters named therein
    
    Incorporated by
reference to
Exhibit 1.2 to the
Trusts Current
Report on Form 8-K
filed with the SEC
on September 21,
200510.48
    
    Amended and Restated Limited
Liability Company Agreement of CRTP
OP LLC, dated as of September 27,
2005, between DRA CRT Acquisition
Corp and Colonial Office JV LLC
    
    Incorporated by
reference to
Exhibit 10.3 to the
Trusts Quarterly
Report on Form 10-Q
for the period
ended September 30,
200510.49
    
    Trustee Compensation Policy for 2005 
    
    Incorporated by
reference to
Exhibit 10.49 to
the Companys
Annual Report on
Form 10-K for the
period ending
December 31, 200510.50
    
    Trustee Compensation Policy for 2006
    
    Incorporated by
reference to
Exhibit 10.22.1 to
the Trusts Annual
Report on Form 10-K
for the period
ending December 31,
200510.51
    
    Summary of 2006 Incentive Plan 
    
    Incorporated by
reference to
Exhibit 10.1 to the
Trusts Quarterly
Report on Form 10-Q
for the period
ended March 30,
200610.52
    
    Colonial Properties Trust Third
Amended and Restated Employee Share
Option and Restricted Share Plan, as
amended 
    
    Incorporated by
reference to
Exhibit 10.1 to the
Trusts Quarterly
Report on Form 10-Q
for the period
ended June 30, 200610.53
    
    Form of Colonial Properties Trust
Third Amended and Restated Employee
Share Option and Restricted Share
Plan Restricted Share Agreement 
    
    Incorporated by
reference to
Exhibit 10.2 to the
Trusts Quarterly
Report on Form 10-Q
for the period
ended June 30, 200610.54
    
    Form of Colonial Properties Trust
Third Amended and Restated Employee
Share Option and Restricted Share
Plan Performance Share Agreement 
    
    Incorporated by
reference to
Exhibit 10.3 to the
Trusts Quarterly
Report on Form 10-Q
for the period
ended June 30, 200610.55
    
    Form of Restricted Share Agreement 
    
    Incorporated by
reference to
Exhibit 10.4 to the
Trusts Quarterly
Report on Form 10-Q
for the period
ended June 30, 200610.56
    
    Form of Share Option Agreement 
    
    Incorporated by
reference to
Exhibit 10.5 to the
Trusts Quarterly
Report on Form 10-Q
for the period
ended June 30, 200610.57
    
    Summary of Incentive Program 
    
    Incorporated by
reference to
Exhibit 10.5 to the
Trusts Quarterly
Report on Form 10-Q
for the period
ended June 30, 200612.1
    
    Ratio of Earnings to Fixed Charges
    
    Filed herewith21.1
    
    List of subsidiaries
    
    Filed herewith23.1
    
    Consent of PricewaterhouseCoopers LLP
    
    Filed herewith31.1
    
    CEO Certification pursuant to Section
302 of the Sarbanes-Oxley Act of 2002
    
    Filed herewith31.2
    
    CFO Certification pursuant to Section
302 of the Sarbanes-Oxley Act of 2002
    
    Filed herewith
 115
    Table of Contents  Exhibit No.
    
    Exhibit
    
    Reference32.1
    
    CEO Certification pursuant to Section
906 of the Sarbanes-Oxley Act of 2002
    
    Filed herewith32.2
    
    CFO Certification pursuant to Section
906 of the Sarbanes-Oxley Act of 2002
    
    Filed herewith
 
 
    
    Denotes a management contract or compensatory plan, contract or arrangement. 15(b) Exhibits
  15(c) Financial Statements
  116
    Table of Contents  SIGNATURES
  COLONIAL REALTY LIMITED PARTNERSHIPa Delaware limited partnershipBy: Colonial Properties Trust, its general partner
 By:
    /s/ C. Reynolds Thompson, IIIC. Reynolds Thompson, IIIChief Executive Officer  Signature/s/ C. Reynolds Thompson, III
    
    Chief Executive OfficerC. Reynolds Thompson, III
    
    (Principal
Executive Officer)/s/ Weston M. Andress
    
    President and Chief Financial OfficerWeston M. Andress
    
    (Principal
Financial Officer)/s/ John E. Tomlinson
    
    Executive Vice PresidentJohn E. Tomlinson
    
    and
Chief Accounting Officer (Principal Accounting Officer)/s/ Thomas H. Lowder
    
    Chairman of the BoardThomas H. Lowder/s/ Carl F. Bailey
    
    TrusteeCarl F. Bailey/s/ M. Miller Gorrie
    
    TrusteeM. Miller Gorrie/s/ William M. Johnson
    
    TrusteeWilliam M. Johnson/s/ Glade M. Knight
    
    TrusteeGlade M. Knight/s/ James K. Lowder
    
    TrusteeJames K. Lowder/s/ Herbert A. Meisler
    
    TrusteeHerbert A. Meisler/s/ Claude B. Nielsen
    
    TrusteeClaude B. Nielsen/s/ Harold W. Ripps
    
    TrusteeHarold W. Ripps/s/ Donald T. Senterfitt
    
    TrusteeDonald T. Senterfitt/s/ John W. Spiegel
    
    TrusteeJohn W. Spiegel
 117
    Table of Contents  SCHEDULE III
  COLONIAL
    REALTY LIMITED PARTNERSHIP
  REAL
    ESTATE INVESTMENTS AND ACCUMULATED DEPRECIATION
 December 31,
    2006
  Initial Cost to


Cost


Gross Amount at Which








DateCompany


Capitalized


Carried at Close of Period








Acquired/Buildings and


Subsequent to





Buildings and





Accumulated


Date


Placed in


DepreciableDescription

Encumbrances


Land


Improvements


Acquisition


Land


Improvements


Total


Depreciation


Completed


Service


Lives-YearsMultifamily:Ashley Park

$



$
3,702,098


$
15,332,923


$
307,197


$
3,702,098


$
15,640,121


$
19,342,219


$
(1,937,088
)


1988



2005



3-40 YearsAutumn Park I & II






4,407,166



35,387,619



249,268



4,407,166



35,636,887



40,044,054



(1,792,141
)


2001/04



2005



3-40 YearsBeacon Hill






2,840,084



13,927,943



655,012



2,810,020



14,613,019



17,423,039



(837,492
)


1985



2005



3-40 YearsBrookfield






1,541,108



6,022,656



551,092



1,541,108



6,573,748



8,114,856



(666,615
)


1984



2005



3-40 YearsCape Landing






1,942,826



14,989,387



464,441



1,942,826



15,453,828



17,396,653



(1,058,119
)


1997/98



2005



3-40 YearsClarion Crossing






2,727,410



12,339,859



214,106



2,727,410



12,553,965



15,281,374



(992,148
)


1972



2005



3-40 YearsColonial Grand at Arringdon






3,016,358



23,295,172



888,323



3,016,358



24,183,495



27,199,853



(2,448,412
)


2003



2004



3-40 YearsColonial Grand at Barrett Creek






3,320,000



27,237,381



256,386



3,320,000



27,493,767



30,813,767



(1,438,275
)


1999



2005



3-40 YearsColonial Grand at Bear Creek






4,360,000



32,029,388



640,387



4,360,000



32,669,775



37,029,775



(1,739,821
)


1998



2005



3-40 YearsColonial Grand at Bellevue






3,490,000



31,544,370



1,447,427



3,490,000



32,991,797



36,481,797



(1,365,972
)


1996



2005



3-40 YearsColonial Grand at Berkeley Lake


7,670,526



1,800,000



16,551,734



344,125



1,800,000



16,895,859



18,695,859



(1,634,376
)


1998



2004



3-40 YearsColonial Grand at Beverly Crest






2,400,000



20,718,143



743,372



2,400,000



21,461,516



23,861,516



(1,820,082
)


1996



2004



3-40 YearsColonial Grand at Crabtree Valley






2,100,000



15,272,196



706,653



2,100,000



15,978,849



18,078,849



(662,627
)


1997



2005



3-40 YearsColonial Grand at Cypress Cove






3,960,000



24,721,680



765,003



3,960,000



25,486,683



29,446,683







2001



2006



3-40 YearsColonial Grand at Edgewater


20,368,821



1,540,000



12,671,606



14,932,674



2,602,325



26,541,954



29,144,280



(10,017,248
)


1990



1994



3-40 YearsColonial Grand at Enclave






2,283,407



14,374,986



1,478,277



2,427,705



15,708,965



18,136,670



(899,878
)


1995



2005



3-40 YearsColonial Grand at Hammocks


18,742,475



3,437,247



26,514,000



1,312,937



3,437,247



27,826,937



31,264,184



(1,768,389
)


1997



2005



3-40 Years
  S-1
    Table of Contents  COLONIAL
    REALTY LIMITED PARTNERSHIP
 Initial Cost to


Cost


Gross Amount at Which








DateCompany


Capitalized


Carried at Close of Period








Acquired/Buildings and


Subsequent to





Buildings and





Accumulated


Date


Placed in


DepreciableDescription

Encumbrances


Land


Improvements


Acquisition


Land


Improvements


Total


Depreciation


Completed


Service


Lives-YearsColonial Grand at Heather Glen






3,800,000







34,545,491



4,134,235



34,211,256



38,345,491



(8,881,533
)


2000



1998



3-40 YearsColonial Grand at Heathrow


-



2,560,661



17,612,990



1,363,858



2,560,661



18,976,847



21,537,509



(6,873,758
)


1997



1994/97



3-40 YearsColonial Grand at Hunters
    Creek


29,065,161



1,869,657







33,264,022



5,308,112



29,825,567



35,133,679



(11,507,097
)


1996



1996



3-40 YearsColonial Grand at Lakewood Ranch






2,320,442







24,787,019



2,148,814



24,958,647



27,107,461



(6,330,522
)


1999



1997



3-40 YearsColonial Grand at Legacy Park






2,212,005



23,076,117



309,977



2,212,005



23,386,094



25,598,099



(1,352,843
)


2001



2005



3-40 YearsColonial Grand at Liberty Park






2,296,019







25,691,141



2,296,019



25,691,141



27,987,160



(6,971,854
)


2000



1998



3-40 YearsColonial Grand at Madison






1,689,400







22,066,236



1,831,550



21,924,086



23,755,636



(6,186,763
)


2000



1998



3-40 YearsColonial Grand at Mallard Creek






2,911,443



1,277,575



16,454,598



3,320,438



17,323,178



20,643,616



(1,025,401
)


2005



2003



3-40 YearsColonial Grand at Mallard Lake






3,020,000



24,070,350



1,229,488



3,020,000



25,299,838



28,319,838



(1,051,974
)


1998



2005



3-40 YearsColonial Grand at McDaniel Farm






4,240,000



36,239,339



486,031



4,240,000



36,725,370



40,965,370



(832,344
)


1997



2006



3-40 YearsColonial Grand at McGinnis Ferry






5,000,114



34,600,386



545,615



5,000,114



35,146,001



40,146,115



(2,776,228
)


1997



2004



3-40 YearsColonial Grand at Mount Vernon


12,100,467



2,130,000



24,943,402



301,095



2,130,000



25,244,497



27,374,497



(2,444,336
)


1997



2004



3-40 YearsColonial Grand at Natchez Trace






1,312,000



16,568,050



1,440,519



1,224,499



18,096,070



19,320,569



(5,724,408
)


1995/97



1997



3-40 YearsColonial Grand at Patterson Place






2,016,000



19,060,725



561,308



2,016,000



19,622,033



21,638,033



(1,655,438
)


1997



2004



3-40 YearsColonial Grand at Pleasant Hill






6,024,000



38,454,690



221,365



6,024,000



38,676,055



44,700,055



(501,968
)


1996



2006



3-40 YearsColonial Grand at Promenade


21,248,384



1,479,352







26,938,510



1,668,104



26,749,758



28,417,862



(7,608,845
)


1992



1992



3-40 YearsColonial Grand at Quarterdeck


9,772,351



9,123,452



12,297,699



723,548



9,123,452



13,021,247



22,144,699



(945,660
)


1987



2005



3-40 YearsColonial Grand at Reservoir






1,020,000







13,750,788



1,122,893



13,647,895



14,770,788



(3,655,216
)


2000



1998



3-40 YearsColonial Grand at River Oaks


10,321,199



2,160,000



17,424,336



1,319,463



2,160, 000



18,743,799



20,903,799



(1,840,787
)


1992



2004



3-40 YearsColonial Grand at River Plantation


10,946,357



2,320,000



19,669,298



874,597



2,320,000



20,543,895



22,863,895



(2,029,966
)


1994



2004



3-40 YearsColonial Grand at Scottsdale






3,780,000



25,444,988



209,750



3,780,000



25,654,738



29,434,738



(415,478
)


1999



2006



3-40 YearsColonial Grand at Seven Oaks






3,439,125



19,943,544



1,163,015



3,439,125



21,106,559



24,545,684



(2,290,597
)


2004



2004



3-40 Years
  S-2
    Table of Contents  COLONIAL
    REALTY LIMITED PARTNERSHIP
 Initial Cost to


Cost


Gross Amount at Which








DateCompany


Capitalized


Carried at Close of Period








Acquired/Buildings and


Subsequent to





Buildings and





Accumulated


Date


Placed in


DepreciableDescription

Encumbrances


Land


Improvements


Acquisition


Land


Improvements


Total


Depreciation


Completed


Service


Lives-YearsColonial Grand at Shelby Farms






2,960,000



21,897,855



37,788



1,947,000



22,948,643



24,895,643



(949,397
)


1998



2005



3-40 YearsColonial Grand at Shiloh






5,976,000



43,556,770



232,420



5,976,000



43,789,190



49,765,190



(568,049
)


2002



2006



3-40 YearsColonial Grand at Silverado






2,375,425



17,744,643



655,306



2,375,425



18,399,950



20,775,375



(1,418,305
)


2005



2003



3-40 YearsColonial Grand at Silverado Reserve






2,392,000







21,835,081



2,692,104



21,534,977



24,227,081



(659,555
)


2005



2003



3-40 YearsColonial Grand at Sugarloaf






2,500,000



21,811,418



1,021,022



2,500,000



22,832,441



25,332,441



(2,178,335
)


2002



2004



3-40 YearsColonial Grand at
    TownPark  Lake Mary






2,647,374







35,376,980



2,647,374



35,376,980



38,024,354



(8,471,314
)


2005



2004



3-40 YearsColonial Grand at TownPark Reserve






867,929







8,925,340



867,929



8,925,340



9,793,269



(796,244
)


2004



2004



3-40 YearsColonial Grand at Trinity Commons


17,644,381



5,333,807



35,815,269



525,242



5,333,807



36,340,511



41,674,318



(1,978,837
)


2000/02



2005



3-40 YearsColonial Grand at Twin Lakes






4,966,922



29,925,363



293,724



5,624,063



29,561,946



35,186,009



(2,492,861
)


2005



2001



3-40 YearsColonial Grand at University Center






1,872,000



12,166,656



105,788



1,872,000



12,272,444



14,144,444



(79,313
)


2005



2006



3-40 YearsColonial Grand at Valley Ranch


24,703,840



2,805,241



38,037,251



1,253,375



2,805,241



39,290,626



42,095,867



(2,173,030
)


1997



2005



3-40 YearsColonial Grand at Wilmington


12,946,842



3,344,408



30,554,367



807,238



3,344,408



31,361,605



34,706,013



(1,814,667
)


1998/2002



2005



3-40 YearsColonial Village at Bear Creek


3,418,600



1,028,887



4,357,339



334,200



1,028,887



4,691,539



5,720,426



(462,117
)


1984



2005



3-40 YearsColonial Village at Ashford Place






537,600



5,839,838



1,046,020



537,600



6,885,858



7,423,458



(2,077,145
)


1983



1996



3-40 YearsColonial Village at Bedford


8,494,951



2,403,988



8,732,353



608,957



2,403,988



9,341,311



11,745,299



(735,749
)


1983



2005



3-40 YearsColonial Village at Canyon Hills


12,666,642



2,345,191



11,274,917



588,606



2,345,191



11,863,523



14,208,714



(821,325
)


1996



2005



3-40 YearsColonial Village at Chancellor Park






4,080,000



23,213,840



391,001



4,080,000



23,604,841



27,684,841



(384,491
)


1999



2006



3-40 YearsColonial Village at Charleston Place






1,124,924



7,367,718



516,281



1,124,924



7,883,998



9,008,923



(750,681
)


1986



2005



3-40 YearsColonial Village at Chase Gayton


15,973,052



3,270,754



26,910,024



799,236



3,270,754



27,709,260



30,980,014



(2,538,943
)


1984



2005



3-40 YearsColonial Village at Deerfield


10,272,517



2,032,054



14,584,057



356,301



2,032,054



14,940,358



16,972,413



(1,020,156
)


1985



2005



3-40 YearsColonial Village at Greenbrier


12,741,427



2,620,216



25,498,161



492,769



2,620,216



25,990,930



28,611,146



(1,434,146
)


1980



2005



3-40 YearsColonial Village at Greentree


6,590,984



1,920,436



10,288,950



664,691



1,920,436



10,953,642



12,874,078



(699,206
)


1984



2005



3-40 Years
  S-3
    Table of Contents  COLONIAL
    REALTY LIMITED PARTNERSHIP
 Initial Cost to


Cost


Gross Amount at Which








DateCompany


Capitalized


Carried at Close of Period








Acquired/Buildings and


Subsequent to





Buildings and





Accumulated


Date


Placed in


DepreciableDescription

Encumbrances


Land


Improvements


Acquisition


Land


Improvements


Total


Depreciation


Completed


Service


Lives-YearsColonial Village at Greystone






3,155,483



28,875,949



749,296



3,155,483



29,625,245



32,780,727



(1,620,064
)


1998/2000



2005



3-40 YearsColonial Village at Hampton Glen


12,596,985



3,428,098



17,966,469



862,580



3,428,098



18,829,049



22,257,147



(1,543,092
)


1986



2005



3-40 YearsColonial Village at Hampton Pointe






8,875,840



15,359,217



511,287



8,875,840



15,870,504



24,746,344



(1,237,583
)


1986



2005



3-40 YearsColonial Village at Harbour Club


8,469,806



3,209,585



20,094,356



754,654



3,209,585



20,849,010



24,058,595



(1,512,371
)


1988



2005



3-40 YearsColonial Village at Highland Hills


14,764,981



1,981,613



17,112,176



528,169



1,981,613



17,640,345



19,621,958



(1,575,356
)


1987



2005



3-40 YearsColonial Village at Huntington


4,826,762



1,315,930



7,605,360



753,962



1,315,930



8,359,322



9,675,252



(502,934
)


1986



2005



3-40 YearsColonial Village at Huntleigh Woods






745,600



4,908,990



1,501,122



730,688



6,425,024



7,155,712



(2,354,723
)


1978



1994



3-40 YearsColonial Village at Inverness


9,900,000



2,349,487



16,279,416



12,482,241



2,936,991



28,174,154



31,111,144



(11,817,927
)


1986/87/90/97



1986/87/90/97



3-40 YearsColonial Village at Main Park


8,508,643



1,208,434



10,235,978



434,116



1,208,434



10,670,094



11,878,529



(792,858
)


1984



2005



3-40 YearsColonial Village at Marsh Cove


8,017,466



2,023,460



11,095,073



852,378



2,023,460



11,947,451



13,970,912



(966,556
)


1983



2005



3-40 YearsColonial Village at Meadow Creek


9,639,395



1,548,280



11,293,190



855,746



1,548,280



12,148,936



13,697,216



(977,588
)


1984



2005



3-40 YearsColonial Village at Mill Creek






2,153,567



9,331,910



228,120



2,153,567



9,560,031



11,713,598



(1,225,865
)


1984



2005



3-40 YearsColonial Village at North Arlington


8,575,578



2,439,102



10,804,027



575,373



2,439,102



11,379,400



13,818,502



(917,810
)


1985



2005



3-40 YearsColonial Village at Oak Bend






5,100,000



26,260,164



329,671



5,100,000



26,589,835



31,689,835



(257,245
)


1997



2006



3-40 YearsColonial Village at Pear Ridge


10,568,454



3,329,377



11,311,073



306,481



3,329,377



11,617,553



14,946,930



(777,745
)


1988



2005



3-40 YearsColonial Village at Pinnacle Ridge


5,031,554



1,212,917



8,499,638



254,822



1,212,917



8,754,460



9,967,377



(755,842
)


1951/85



2005



3-40 YearsColonial Village at Poplar Place






2,209,209



13,932,821



749,630



2,209,209



14,682,452



16,891,661



(879,438
)


1989/95



2005



3-40 YearsColonial Village at Quarry Oaks






5,063,500



27,767,505



1,182,790



5,063,500



28,950,295



34,013,795



(2,459,394
)


1996



2003



3-40 YearsColonial Village at Regency Place






1,726,498



8,748,067



648,657



1,726,498



9,396,724



11,123,222



(617,690
)


1986



2005



3-40 YearsColonial Village at Shoal Creek






4,080,000



29,214,707



432,742



4,080,000



29,647,449



33,727,449



(676,066
)


1996



2006



3-40 YearsColonial Village at Sierra Vista






2,320,000



11,370,600



893,438



2,308,949



12,275,089



14,584,038



(1,154,242
)


1999



2004



3-40 YearsColonial Village at South Tryon






1,510,535



14,696,088



426,028



1,510,535



15,122,116



16,632,651



(801,854
)


2002



2005



3-40 Years
  S-4
    Table of Contents  COLONIAL
    REALTY LIMITED PARTNERSHIP
 Initial Cost to


Cost


Gross Amount at Which








DateCompany


Capitalized


Carried at Close of Period








Acquired/Buildings and


Subsequent to





Buildings and





Accumulated


Date


Placed in


DepreciableDescription

Encumbrances


Land


Improvements


Acquisition


Land


Improvements


Total


Depreciation


Completed


Service


Lives-YearsColonial Village at Spring Lake






1,409,195



9,917,923



306,503



1,409,195



10,224,426



11,633,621



(886,889
)


1986



2005



3-40 YearsColonial Village at Stone Point






1,417,658



9,291,464



375,050



1,417,658



9,666,514



11,084,172



(849,309
)


1986



2005



3-40 YearsColonial Village at Timber Crest


15,114,188



2,284,812



19,010,168



611,184



2,284,812



19,621,352



21,906,165



(1,116,985
)


2000



2005



3-40 YearsColonial Village at Timothy Woods






1,020,000



11,910,546



786,090



1,024,347



12,692,290



13,716,636



(4,033,033
)


1996



1997



3-40 YearsColonial Village at Tradewinds


11,156,747



5,220,717



22,479,977



632,387



5,220,717



23,112,363



28,333,080



(1,424,677
)


1988



2005



3-40 YearsColonial Village at Trussville






1,504,000



18,800,253



1,853,002



1,510,409



20,646,846



22,157,255



(7,215,922
)


1996/97



1997



3-40 YearsColonial Village at Waterford


17,027,857



3,321,325



26,345,195



657,402



3,321,325



27,002,598



30,323,922



(1,921,787
)


1989



2005



3-40 YearsColonial Village at Waters Edge


7,060,584



888,386



13,215,381



613,886



888,386



13,829,267



14,717,654



(1,398,612
)


1985



2005



3-40 YearsColonial Village at West End






2,436,588



14,800,444



430,797



2,436,588



15,231,241



17,667,829



(1,251,773
)


1987



2005



3-40 YearsColonial Village at Westchase






10,418,496



10,348,047



781,120



10,418,496



11,129,167



21,547,663



(1,288,051
)


1985



2005



3-40 YearsColonial Village at Willow Creek






4,780,000



34,143,179



610,269



4,780,000



34,753,448



39,533,448



(799,527
)


1996



2006



3-40 YearsColonial Village at Windsor Place


8,890,327



1,274,885



15,017,745



825,166



1,274,885



15,842,911



17,117,795



(1,257,654
)


1985



2005



3-40 YearsCottonwood Crossing


6,086,790



922,398



6,127,804



348,150



922,398



6,475,954



7,398,352



(647,721
)


1985



2005



3-40 YearsGlen Eagles I & II






2,028,204



17,424,915



160,628



2,028,204



17,585,543



19,613,747



(1,256,564
)


1990/2000



2005



3-40 YearsGrayson Square I & II






6,221,164



24,463,050



849,640



6,221,164



25,312,690



31,533,854



(1,739,178
)


1985/86



2005



3-40 YearsHeatherwood






3,550,362



23,731,531



1,556,991



3,550,362



25,288,523



28,838,885



(1,852,220
)


1980



2005



3-40 YearsMayflower Seaside






5,194,499



21,835,296



299,114



5,194,499



22,134,410



27,328,909



(1,504,387
)


1950



2005



3-40 YearsPaces Cove


11,222,231



1,509,933



11,127,122



288,295



1,509,933



11,415,416



12,925,349



(1,063,768
)


1982



2005



3-40 YearsPaces Point






2,003,172



11,186,878



216,348



2,003,172



11,403,226



13,406,397



(870,305
)


1985



2005



3-40 YearsParkside at Woodlake






2,781,279



17,694,376



273,344



2,781,279



17,967,720



20,748,999



(1,139,719
)


1996



2005



3-40 YearsRemington Hills






2,520,011



22,451,151



310,390



2,520,011



22,761,541



25,281,552



(1,640,534
)


1984



2005



3-40 YearsSummer Tree


7,745,548



2,319,541



5,975,472



417,569



2,319,541



6,393,040



8,712,581



(730,494
)


1980



2005



3-40 Years
 S-5
    Table of Contents  COLONIAL
    REALTY LIMITED PARTNERSHIP
 Initial Cost to


Cost


Gross Amount at Which








DateCompany


Capitalized


Carried at Close of Period








Acquired/Buildings and


Subsequent to





Buildings and





Accumulated


Date


Placed in


DepreciableDescription

Encumbrances


Land


Improvements


Acquisition


Land


Improvements


Total


Depreciation


Completed


Service


Lives-YearsTrolley Square East & West






4,743,279



14,416,319



343,737



4,743,279



14,760,056



19,503,335



(1,335,940
)


1964/65



2005



3-40 YearsTrophy Chase I & II






7,146,496



24,811,026



822,464



7,146,496



25,633,490



32,779,986



(1,879,421
)


1970



2005



3-40 YearsOffice:250 Commerce Street






25,000



200,200



2,797,237



25,000



2,997,437



3,022,437



(2,697,948
)


1904/81



1980



3-40 Years901 Maitland Center






2,335,035



14,398,193



2,311,748



2,335,035



16,709,941



19,044,976



(2,543,205
)


1985



2002



3-40 YearsAmSouth Center






764,961







21,328,804



764,961



21,328,803



22,093,765



(11,703,997
)


1990



1990



3-40 YearsColonial Center at Bayside






1,507,665



15,902,388



4,280,191



1,507,665



20,182,579



21,690,244



(1,382,439
)


1997



2005



3-40 YearsColonial Center at Blue Lake






1,794,672



14,615,335



5,221,188



1,779,230



19,851,965



21,631,195



(4,741,275
)


1982/95



1999



3-40 YearsColonial Center at Research Office
    Center






1,745,672



12,909,263



5,330,029



2,296,021



17,688,943



19,984,964



(2,272,275
)


1984/00



2004



3-40 YearsColonial Center at Research Place






2,763,900



12,790,254



2,427,949



1,202,170



16,779,933



17,982,103



(1,954,893
)


1979/84/88



2003



3-40 YearsColonial Center at Town Park






1,391,500







83,418,729



4,923,396



79,886,833



84,810,229



(16,759,408
)


2001



2000



3-40 YearsColonial Center Colonnade






6,299,310



40,485,721



7,514,867



6,299,310



48,000,588



54,299,898



(6,447,442
)


1989/99



2002



3-40 YearsColonial Center Heathrow






13,548,715



97,256,123



(5,349,832
)


12,270,474



93,184,532



105,455,006



(11,032,142
)


1988/96-00



2002



3-40 YearsColonial Center Heathrow 1001






2,384,904



16,859,972



744,092



2,384,904



17,604,064



19,988,968



(1,130,342
)


2001



2005



3-40 YearsColonial Center Lakeside






423,451



8,313,291



2,789,372



425,255



11,100,858



11,526,114



(3,607,917
)


1989/90



1997



3-40 YearsColonial Center Research Park






1,373,238







13,342,154



1,003,865



13,711,528



14,715,393



(4,490,033
)


1999



1998



3-40 YearsColonial Place I & II






4,851,165



43,534,087



4,410,459



4,851,165



47,944,546



52,795,711



(3,760,099
)


1984/86



2005



3-40 YearsColonial Plaza






1,001,375



12,381,023



6,542,419



1,005,642



18,919,175



19,924,817



(5,024,444
)


1982



1997



3-40 YearsConcourse Center






4,875,000



25,702,552



13,103,553



4,875,000



38,806,105



43,681,105



(8,348,369
)


1981/85



1998



3-40 YearsDRS Building






610,000



12,089,992



186,433



610,000



12,276,425



12,886,425



(1,169,601
)


1972/86/90/03



2004



3-40 YearsEsplanade






4,211,670



16,231,315



4,369,254



1,512,667



23,299,572



24,812,239



(1,424,300
)


1981



2005



3-40 YearsIndependence Plaza






1,505,000



6,018,476



4,244,451



1,505,000



10,262,927



11,767,927



(2,923,371
)


1981/92



1998



3-40 Years
  S-6
    Table of Contents  COLONIAL
    REALTY LIMITED PARTNERSHIP
 Initial Cost to


Cost


Gross Amount at Which








DateCompany


Capitalized


Carried at Close of Period








Acquired/Buildings and


Subsequent to





Buildings and





Accumulated


Date


Placed in


DepreciableDescription

Encumbrances


Land


Improvements


Acquisition


Land


Improvements


Total


Depreciation


Completed


Service


Lives-YearsInternational Park






1,279,355



5,668,186



18,171,881



2,740,276



22,379,145



25,119,422



(6,769,752
)


1987/89



1997



3-40 YearsPerimeter Corporate Park






1,422,169



18,377,648



6,584,849



1,422,169



24,962,497



26,384,666



(7,782,381
)


1986/89



1998



3-40 YearsProgress Center






521,037



14,710,851



5,940,777



523,258



20,649,408



21,172,665



(7,214,711
)


1983-91



1997



3-40 YearsResearch Park Plaza III &
    IV






3,060,363



73,120,000



411,696



3,060,363



73,531,696



76,592,059



(3,609,165
)


2001



2005



3-40 YearsRiverchase Center






1,916,727



22,091,651



7,495,410



1,924,895



29,578,893



31,503,788



(9,515,571
)


1984-88



1997



3-40 YearsThe Peachtree






8,410,000



33,640,000



7,076,548



10,868,412



38,258,136



49,126,548



(1,835,422
)


1989



2005/06



3-40 YearsTown Park-Office over Retail






443,535







6,652,435



442,772



6,653,198



7,095,970



(1,310,557
)


2004



2004



3-40 YearsRetail:Britt David Shopping Center






1,755,000



4,951,852



1,188,894



1,755,000



6,140,746



7,895,746



(1,872,558
)


1990



1994



3-40 YearsColonial Brookwood Village






8,136,700



24,435,002



68,707,353



8,171,373



93,107,682



101,279,055



(26,618,834
)


1973/91/00



1997



3-40 YearsColonial Mall Decatur






3,262,800



23,636,229



5,992,454



3,262,800



29,628,683



32,891,483



(10,449,639
)


1979/89



1993



3-40 YearsColonial Mall Lakeshore






4,646,300



30,973,239



8,886,795



4,666,100



39,840,235



44,506,334



(10,165,965
)


1984-87



1997



3-40 YearsColonial Mall Staunton






2,895,000



15,083,542



8,158,982



2,907,337



23,230,187



26,137,524



(6,430,232
)


1969/86/97



1997



3-40 YearsColonial Mayberry Mall






862,500



3,778,590



1,252,259



866,175



5,027,173



5,893,349



(1,509,781
)


1968/86



1997



3-40 YearsColonial Pinnacle Kingwood Commons






6,100,000



23,223,232



629,378



6,100,000



23,852,610



29,952,610



(2,164,106
)


2003/04



2004



3-40 YearsColonial Promenade Alabaster






7,540,689







24,066,889



4,706,526



26,901,052



31,607,578



(1,667,982
)


2005



2004



3-40 YearsColonial Promenade Beechwood






2,565,550



19,647,875



19,701,923



2,576,483



39,338,865



41,915,348



(9,727,032
)


1963/92/05



1997



3-40 YearsColonial Promenade Burnt Store






2,707,798



5,557,430



1,403,408



2,386,148



7,282,488



9,668,636



(2,085,534
)


1990



1994



3-40 YearsColonial Promenade Hunters
    Creek






4,181,760



13,023,401



1,744,742



4,181,760



14,768,143



18,949,903



(3,908,485
)


1993/95



1996



3-40 YearsColonial Promenade Lakewood






2,984,522



11,482,512



3,997,968



3,018,135



15,446,868



18,465,002



(4,210,314
)


1995



1997



3-40 YearsColonial Promenade Montgomery






3,788,913



11,346,754



3,473,764



4,332,432



14,277,000



18,609,431



(5,536,840
)


1990



1993



3-40 YearsColonial Promenade Montgomery North






2,400,000



5,664,858



637,151



2,401,182



6,300,827



8,702,009



(1,466,230
)


1997



1995



3-40 Years
  S-7
    Table of Contents  COLONIAL
    REALTY LIMITED PARTNERSHIP
 Initial Cost to


Cost


Gross Amount at Which








DateCompany


Capitalized


Carried at Close of Period








Acquired/Buildings and


Subsequent to





Buildings and





Accumulated


Date


Placed in


DepreciableDescription

Encumbrances


Land


Improvements


Acquisition


Land


Improvements


Total


Depreciation


Completed


Service


Lives-YearsColonial Promenade Northdale






3,059,760



8,054,090



7,092,945



2,835,571



15,371,224



18,206,795



(3,654,938
)


1988/00



1995



3-40 YearsColonial Promenade Portofino






11,148,386



44,295,771



860,926



11,148,386



45,156,697



56,305,083



(3,130,552
)


2000



2005



3-40 YearsColonial Promenade TownPark






3,916,001







26,601,598



4,031,004



26,486,595



30,517,598



(3,695,996
)


2005



2005



3-40 YearsColonial Promenade Trussville






4,201,186







28,293,454



3,868,278



28,626,362



32,4 94,640



(4,893,929
)


2000



1998



3-40 YearsColonial Promenade
    Trussville II






1,476,871







5,413,627



802,784



6,087,713



6,890,497



(455,048
)


2004



2003



3-40 YearsColonial Promenade Wekiva






2,817,788



15,302,375



1,081,296



2,817,788



16,383,671



19,201,459



(4,432,720
)


1990



1996



3-40 YearsColonial Promenade Winter Haven






1,768,586



3,928,903



5,400,180



4,045,045



7,052,624



11,097,669



(2,254,358
)


1986



1995



3-40 YearsColonial Shoppes Bear Lake






2,134,440



6,551,683



2,684,589



2,134,440



9,236,272



11,370,712



(2,648,918
)


1990



1995



3-40 YearsColonial Shoppes Bellwood






330,000







5,504,553



330,000



5,504,553



5,834,553



(2,573,233
)


1988



1988



3-40 YearsColonial Shoppes Clay






272,594







7,644,431



277,975



7,639,050



7,917,025



(3,419,092
)


1982/2004



1982



3-40 YearsColonial Shoppes McGehee






197,152







6,838,296



478,640



6,556,807



7,035,448



(2,952,660
)


1986



1986



3-40 YearsColonial Shoppes Quaker Village






931,000



7,901,874



2,073,636



934,967



9,971,543



10,906,510



(2,583,823
)


1968/88/97



1997



3-40 YearsColonial Shoppes Yadkinville






1,080,000



1,224,136



3,743,748



1,084,602



4,963,282



6,047,884



(1,245,736
)


1971/97



1997



3-40 YearsColonial Shops Colonnade






2,468,092



4,034,205



6,031,634



4,827,330



7,706,601



12,533,931



(1,014,487
)


1989/2005



2002



3-40 YearsOlde Town Shopping Center






343,325







2,935,494



343,325



2,935,494



3,278,819



(1,547,216
)


1978/90



1978/90



3-40 YearsRivermont Shopping Center






515,250



2,332,486



374,411



517,446



2,704,701



3,222,147



(709,175
)


1986/97



1997



3-40 YearsVillage on Parkway


47,000,000



16,940,000



30,852,577



3,330,461



16,940,000



34,183,038



51,123,038



(2,759,434
)


1980



2004



3-40 YearsActive Development
    Projects:Central Park






1,437,374







17,761,438



1,437,374



17,761,438



19,198,812







N/A



2005



N/AColonial Brookood Center














18,236,981







18,236,981



18,236,981







N/A



1997



N/AColonial Grand at Ridell Ranch






3,656,250







66,602



3,656,250



66,602



3,722,852







N/A



2006



N/AColonial Grand at Sweetwater






5,238,000







137,750



5,238,000



137,750



5,375,750







N/A



2006



N/A
 S-8
    Table of Contents  COLONIAL
    REALTY LIMITED PARTNERSHIP
 Initial Cost to


Cost


Gross Amount at Which








DateCompany


Capitalized


Carried at Close of Period








Acquired/Buildings and


Subsequent to





Buildings and





Accumulated


Date


Placed in


DepreciableDescription

Encumbrances


Land


Improvements


Acquisition


Land


Improvements


Total


Depreciation


Completed


Service


Lives-YearsColonial Grand at Traditions






2,500,000







4,129,231



2,500,000



4,129,231



6,629,231







N/A



2006



N/AColonial Grand at Ayrsley






4,261,351







2,941,114



4,261,351



2,941,114



7,202,465







N/A



2006



N/AColonial Grand at Double Creek






2,403,869







2,507,790



2,403,869



2,507,790



4,911,659







N/A



2005



N/AColonial Grand at Huntersville






3,593,366







2,175,520



3,593,366



2,175,520



5,768,886







N/A



2006



N/AColonial Grand at Randal Park






7,200,000







302,759



7,200,000



302,759



7,502,759







N/A



2006



N/AColonial Grand at Round Rock






2,400,000







31,895,242



2,400,000



31,895,242



34,295,242



(682,760
)


N/A



2006



N/AColonial Grand at Shelby
    Farms II






10,113,000







(8,761,212
)


10,113,000



(8,761,212
)


1,351,788







N/A



2006



N/AColonial Pinnacle Craft Farms






2,915,467







26,110,818



2,915,467



26,110,818



29,026,285



(391,519
)


N/A



2004



N/AColonial Pinnacle Tannehill






19,161,243











19,161,243







19,161,243







N/A



2006



N/AColonial Pinnacle Tutwiler
    Farm II






1,984,971







5,968,497



1,984,971



5,968,497



7,953,467







N/A



2005



N/AColonial Promenade Alabaster II






5,361,932







4,196,047



5,361,932



4,196,047



9,557,979







N/A



2006



N/AColonial Promenade Fultondale






2,402,438







4,213,866



2,402,438



4,213,866



6,616,304







N/A



2005



N/AColonial Traditions at Gulf Shores






17,304,780







3,173,080



17,304,780



3,173,080



20,477,860







N/A



2005



N/ACypress Village






26,878,809







15,794,499



26,878,809



15,794,499



42,673,308







N/A



2006



N/AGrander






4,000,000







6,413,579



4,000,000



6,413,579



10,413,579







N/A



2006



N/AMetropolitian






12,471,097







4,097,615



12,471,097



4,097,615



16,568,712







N/A



2006



N/ANorthrop Grumman






3,578,796







9,171,084



3,578,796



9,171,084



12,749,880







N/A



2005



N/ASouthgate at Fairview






1,993,941







1,714,189



1,993,941



1,714,189



3,708,130







N/A



2005



N/ASpanish Oaks






4,950,000







2,916,135



4,950,000



2,916,135



7,866,135







N/A



2006



N/AThe Renwick






4,074,823







6,750,998



4,074,823



6,750,998



10,825,821







N/A



2005



N/AOther Miscellaneous Projects














6,959,325







6,959,325



6,959,325







N/A



2002



N/A
  S-9
    Table of Contents  COLONIAL
    REALTY LIMITED PARTNERSHIP
 Initial Cost to


Cost


Gross Amount at Which








DateCompany


Capitalized


Carried at Close of Period








Acquired/Buildings and


Subsequent to





Buildings and





Accumulated


Date


Placed in


DepreciableDescription

Encumbrances


Land


Improvements


Acquisition


Land


Improvements


Total


Depreciation


Completed


Service


Lives-YearsCondominium Conversion
    Properties:Capri at Hunters Creek






8,781,859







10,914,351



8,781,859



10,914,351



19,696,210







1999



1998



3-40 YearsColonial Grand at Metrowest






3,421,000



22,592,957



(13,639,893
)


3,421,000



8,953,064



12,374,064







1997



2003



3-40 YearsMurano at Delray Beach










56,238,824



(28,680,543
)






27,558,281



27,558,281







2002



2005



N/APortofino at Jensen Beach










63,094,381



(40,019,233
)






23,075,148



23,075,148







2002



2005



N/AUnimproved Land:Breland Land






9,842,761











9,842,761







9,842,761







N/A



2005



N/ACanal Place Land and Infrastructure






10,951,968







2,948,992



10,951,968



2,948,992



13,900,960







N/A



2005



N/ARandal Park






33,686,904







3,964,057



33,686,904



3,964,057



37,650,961







N/A



2006



N/ACorporate Assets














7,215,845







7,215,845



7,215,845



(7,943,849
)


N/A



N/A



3-7 YearsHeathrow Land and Infrastructure






12,250,568







452,986



12,250,568



452,986



12,703,554







N/A



2002



N/ALakewood Ranch






479,900







780,032



479,900



780,032



1,259,932







N/A



1999



N/ATownPark Land and Infrastructure






8,902,943







7,036,843



8,902,943



7,036,843



15,939,787







N/A



1999



N/AOther Miscellaneous Projects






1,143,896







14,603,144



1,143,896



14,603,144



15,747,040







N/A



2002



N/A$
497,892,870


$
730,136,135


$
2,778,984,659


$
983,297,767


$
739,600,139


$
3,752,818,422


$
4,492,418,562


$
(495,268,311
)
  S-10
    Table of Contents  NOTES TO
    SCHEDULE III
  COLONIAL
    REALTY LIMITED PARTNERSHIP
 December 31,
    2006
          Reconciliation
    of Real Estate
  2006


2005


2004Real estate investments:Balance at beginning of year

$
4,554,093,225


$
3,091,323,963


$
2,510,449,263Acquisitions of new property


349,888,353



2,150,264,089



478,208,477Improvements and development


470,553,525



254,999,732



143,497,725Dispositions of property


(882,116,541
)


(942,494,559
)


(40,831,502
)Balance at end of year

$
4,492,418,562


$
4,554,093,225


$
3,091,323,963   Reconciliation
    of Accumulated Depreciation
  2006


2005


2004Accumulated depreciation:Balance at beginning of year

$
463,109,242


$
505,988,402


$
425,487,601Depreciation


148,887,070



135,929,433



104,935,782Depreciation of disposition of
    property


(116,728,000
)


(178,808,593
)


(24,434,981
)Balance at end of year

$
495,268,312


$
463,109,242


$
505,988,402  S-11