Item 2.  Acquisition or Disposition of Assets

                             PARK VILLAGE APARTMENTS
                                 Bedford, Texas

         On July 1, 1998,  Apple REIT  Limited  Partnership  (together  with its
parent companies,  Apple Residential Income Trust, Inc., Apple General, Inc. and
Apple  Limited,  Inc.,  the  "Company")  purchased  the Park Village  Apartments
located at 2401 L. Don Dodson Drive, in Bedford, Texas (the "Property").

         The Property  comprises 238 apartment units. The purchase price for the
Property was $7,000,000.  The seller was Park Village Investment Partnership,  a
Texas  limited  partnership  which was not  affiliated  with the Company,  Apple
Residential  Advisors,  Inc. (the "Advisor") or their  affiliates.  The purchase
price was paid  entirely in cash using  proceeds  from the sale of Shares of the
Company.  Title to the Property was conveyed to the Company by limited  warranty
deed.

         LOCATION. The Property is located on L. Don Dodson Drive off of Central
Drive  just  north of Airport  Freeway  (Highway  183) in  Bedford,  Texas.  The
Property  is  located  within  the  greater   Dallas/Fort   Worth   metropolitan
statistical area, or as it is called locally, "The Metroplex."

         The following information is based in part upon information provided by
the Dallas  Chamber of  Commerce.  The  Dallas/Fort  Worth  Metroplex  is in the
north-central  part  of  Texas  and is  composed  of  nine  counties.  The  1996
population of The Metroplex was approximately 4,400,000. The Dallas metropolitan
area is the second largest in the state, behind Houston.

         The economy of the Dallas/Fort  Worth area is complex and  diversified.
Key economic factors include a large  manufacturing  base (including as products
military hardware,  electronics,  automobiles,  industrial equipment,  oil-field
parts,   food   products   and   chemicals),    banking,   insurance   services,
communications,  oil and gas production and air transportation.  Major employers
in the area include Texas Instruments,  Southwestern Bell, General Motors,  J.C.
Penney, NationsBank and Vought Aircraft Company.

         The  Metroplex  is also an  established  transportation  center for the
nation.  The Dallas/Fort  Worth  International  Airport  occupies  approximately
17,600 acres of land between the two cities. It is the second largest commercial
airport in the United  States in terms of land area,  and is the second  busiest
airport in the world, with more than 2,500 daily arrivals and departures.



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         The area also has a well-established  system of interstate highways and
supporting  secondary routes. The Metroplex is located at the hub of Interstates
35, 45, 20 and 30. Two outer loops,  Interstate 635 in Dallas and Interstate 820
in Fort Worth, surround the respective cities.

         The many  institutions of higher learning in the area include  Southern
Methodist University, the University of Texas at Dallas, the University of Texas
at Arlington, the University of North Texas, and Texas Christian University.

         The immediate  neighborhood  surrounding the Property consists of other
multi-family and  single-family  housing and commercial and retail  development.
The Property is proximate to businesses,  restaurants,  schools and churches and
is readily  accessible  from  Interstates  121,  360 and 183. The Property is an
approximately  10-minute drive from Dallas/Fort Worth International  Airport and
an approximately 20-minute drive from either downtown Dallas or Fort Worth.

         DESCRIPTION OF THE PROPERTY.  The Property consists of 238 garden-style
apartment  units in 23 two story buildings on  approximately  ten acres of land.
The Property was constructed in 1983.

         The Property  offers six different  unit types.  The unit mix and rents
being charged new tenants as of June 1998 are as follows:

<TABLE>
<CAPTION>
                                                                     APPROXIMATE INTERIOR
      QUANTITY                    TYPE                                  SQUARE FOOTAGE               MONTHLY RENTAL
      --------                    ----                                  --------------               --------------
<S>    <C>               <C>                                                     <C>                          <C> 
       48                One Bedroom/One Bath                                 456                          $390
       64                One Bedroom/One Bath                                 521                           420
       62                One Bedroom/One Bath                                 669                           495
       32                One Bedroom/One Bath/Den                             841                           580
       16                Two Bedroom/Two Bath                                 920                           625
       16                Two Bedroom/Two Bath                                 983                           670

</TABLE>


         The apartments provide a total of approximately  154,070 square feet of
net rentable area.

         The  Company  believes  that  the  Property  has  generally  been  well
maintained  and  is  in  good  condition.  However,  the  Company  has  budgeted
approximately $238,000 for repairs and


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<PAGE>



improvements  to  the  Property  to  include  clubhouse  renovations,   exterior
painting, sign replacement and interior upgrades.

         The following information is provided by the seller. Physical occupancy
at the Property  averaged  approximately  95% in 1993, 97% in 1994, 97% in 1995,
96% in 1996 and 96% in 1997.  Leases at the Property are  generally for terms of
one year or less.  Average  rental rates for the past five years have  generally
increased.  As an example,  a  two-bedroom,  two-bathroom  apartment (983 square
feet) rented for $560 in 1993, $560 in 1994, $580 in 1995, $605 in 1996 and $630
in 1997. The average effective annual rental per square foot at the Property for
1993,  1994,  1995, 1996 and 1997 was $7.58,  $7.58,  $7.85,  $8.14,  and $8.53,
respectively.

         The  Property  has an outdoor  swimming  pool,  hot tub and two laundry
facilities.  The Property also has a clubhouse with a leasing  office.  There is
ample paved parking for tenants.

         The buildings are wood frame  construction  with a combination of brick
veneer,  stucco and wood siding on concrete slab foundations.  Roofs are pitched
composition.

         Each apartment unit has wall-to-wall  carpeting in the living areas and
vinyl floors in the kitchen and bath. Each apartment unit has smoke detectors, a
cable   television    hook-up   and   individually    controlled   heating   and
air-conditioning unit. Each kitchen has a  refrigerator/freezer,  electric range
and oven,  dishwasher,  and  garbage  disposal.  All units  except the  smallest
one-bedroom  units have washer/dryer  connections and a wood-burning  fireplace.
The owner of the  Property  pays for cold  water,  sewer  charges,  gas (for hot
water) and trash removal. The tenants pay for their electricity  service,  which
includes cooking, lighting, heating and air-conditioning.

         There are at least seven  apartment  properties  that  compete with the
Property.  All  offer  similar  amenities  and  generally  have  rents  that are
comparable to those of the Property.  Based on a recent  telephone  survey,  the
Advisor  estimates  that  occupancy  at  nearby  competing  properties  averaged
approximately 94% on July 1, 1998.

         As of July 1, 1998, the Property was  approximately  97% occupied.  The
tenants are primarily a mix of white-collar and blue-collar  workers and retired
persons.


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<PAGE>



         The following  table sets forth the 1997 real estate tax information on
the Property:

<TABLE>
<CAPTION>

         JURISDICTION                                ASSESSED VALUE                 RATE                TAX
         ------------                                --------------                 ----                ---
<S>                                                    <C>                        <C>                <C>       
County of Tarrant .................................    $5,392,450                 $  .264836         $14,281.15

City of Bedford ...................................     5,392,450                   0.369000          19,898.14

T C Hospital ......................................     5,392,450                   0.234070          12,622.11

T C Jr. College ...................................     5,392,450                   0.057690           3,110.90

H-E-B  I.S.D. .....................................     5,392,450                   1.606257          86,616.61
                                                                                                     ----------

     Total ........................................                                                 $136,528.91

</TABLE>

         The basis of the depreciable  residential  real property portion of the
Property (currently  estimated at about $6,165,062 will be depreciated over 27.5
years on a straight-line  basis. The basis of the personal property portion will
be depreciated in accordance with the modified  accelerated cost recovery system
of the Internal  Revenue Code of 1986,  as amended (the  "Code").  Amounts to be
spent by the  Company  on  repairs  and  improvements  will be  treated  for tax
purposes as permitted by the Code based on the nature of the expenditures.

         The  Advisor  and the  Company  believe  that the  property is and will
continue to be adequately covered by property and liability insurance.

         MATERIAL  FACTORS  CONSIDERED IN ASSESSING  THE  PROPERTY.  The factors
considered  by the Advisor and the  Company to be  relevant  in  evaluating  the
Property for acquisition by the Company included the following:

         1. The Dallas/Fort  Worth area generally and the specific area in which
the Property is located  were  perceived  as being  characterized  by a diverse,
stable and steadily  growing  economy.  Accordingly,  it was believed  that such
economy  and  its  anticipated  growth  and  development  would  support  stable
occupancy rates and reasonable increases in rents at the Property.

         2.  Based  upon an  engineering  report  and its own  inspections,  the
Advisor  believes that the Property has been well maintained and is generally in
good  condition,  although  the Advisor  believes  that the planned  repairs and
improvements will allow an increase in rents at the Property.

         3. The  Property  has an  advantageous  location  -  convenient  to the
Dallas/Fort Worth International Airport and downtown Dallas and Fort Worth - and
is located in a  rapidly-growing  area  proximate to centers of  employment  and
retail development.


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<PAGE>




         ACQUISITION  AND  MANAGEMENT  SERVICES AND FEES.  In  consideration  of
services   rendered  to  the  Company  in  connection  with  the  selection  and
acquisition of the Property,  the Company paid Cornerstone  Realty Income Trust,
Inc.  a  property  acquisition  fee  equal  to 2% of the  purchase  price of the
property,  or $140,000.  Cornerstone  Realty  Income  Trust,  Inc. will serve as
property  manager  for the  Property  and for its  services  will be paid by the
Company  a monthly  management  fee  equal to 5% of the  gross  revenues  of the
Property plus reimbursement of certain expenses.

         The Company is not aware of any material  adverse  factors  relating to
the  Property  not set forth in this  report  that  would  cause  the  financial
information contained in this report not to be necessarily  indicative of future
operating results.


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