EXHIBIT 10.64


                      Apple Residential Income Trust, Inc.
                             Stock Option Agreement


                                November 9, 1998



Glade M. Knight
306 East Main Street
Richmond, Virginia  23219


Dear Mr. Knight:

      You have  been  designated  to  receive  a  nonstatutory  stock  option to
purchase shares of the common stock of Apple Residential Income Trust, Inc. (the
"Company") on the terms set forth in this letter. A nonstatutory stock option is
an option that does not receive special tax treatment under the Internal Revenue
Code.

      This letter constitutes an option agreement (the "Agreement")  between you
and the Company. The Compensation  Committee of the Company's Board of Directors
shall  administer this  Agreement.  The terms and conditions of the option award
are as follows:

      1. Nonstatutory  Option.  In consideration of your agreement  contained in
this  letter,  the  Company  hereby  grants to you a  nonstatutory  option  (the
"Option") to purchase  from the Company up to 355,111  shares of common stock of
the Company ("Company Stock") at a price of $10 per share (the "Option Price").

      2.  Option  Vesting.  The Option  shall vest and become  exercisable  with
respect to the number of shares of Company Stock  determined in accordance  with
the following formula (your "Vested Shares"):

                (A (divided by) B) x C = number of Vested Shares



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      where "A" is the total  number of  shares  of  Company  Stock  sold to the
public  (pursuant to the  Company's  Prospectus  dated October 16, 1998, as that
Prospectus may be  supplemented  from time to time) in the Additional  Offering,
"B" is Five  Million,  and "C" is  355,111  shares of Company  Stock;  provided,
however, that the Option shall be deemed to vest in five equal parts, if, as and
when there is sold to the public in the  Additional  Offering one  million,  two
million,  three million,  four million and five million shares of Company Stock,
and the Option shall vest with respect to shares not corresponding to one of the
aforementioned  break-points  only  if  and  when  the  Additional  Offering  is
terminated  before  completion.  The value  represented by "A" shall include any
Company  Stock  sold up to nine (9) months  following  the  commencement  of the
Additional Offering;  any sale of Company Stock occurring after nine months from
such date shall not be used in the above calculation. For example, if 20 million
shares of Company  Stock are sold  during  the  Company's  Additional  Offering,
142,044 shares of Company Stock covered by the Option will become Vested Shares.
The Option may only be exercised with respect to your Vested Shares.  The number
of Vested Shares  determined  pursuant to the foregoing formula shall not exceed
355,111 shares. For purposes of this agreement, "Additional Offering" shall mean
the  Company's  offering  of  Company  Stock to the  general  public  through  a
registration  statement  filed with the Securities  and Exchange  Commission and
effective as of October 16, 1998.

      3.  Expiration  of the Option.  The Option will expire ten (10) years from
the Date of Grant (the "Expiration Date").

      4. Entitlement to Exercise the Option.  The grant of the Option is subject
to the following terms and conditions:

            (a) Except as otherwise stated in this Agreement,  the Option may be
      exercised,  in whole or in part and to the extent vested, from the Date of
      Grant until the  earliest of (i) the  Expiration  Date,  (ii) 60 days from
      your  retirement or termination of your status as an executive  officer of
      the Company for reasons other than death or disability,  or (iii) 180 days
      from the date you  terminate  your status as an  executive  officer of the
      Company by reason of death or disability. The Committee shall, in its sole
      discretion, determine whether the executive officer is disabled.


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            (b) Except as otherwise stated in this paragraph,  the Option may be
      exercised only while you are an executive officer of the Company.

      5. Payment Under Option.  You may exercise the Option, in whole or in part
and to the  extent  vested,  but only with  respect  to whole  shares of Company
Stock.  You may pay the Option price in cash, in Mature Shares of Company Stock,
or in any combination thereof.  For purposes of this Agreement,  "Mature Shares"
shall mean shares of Company Stock for which the holder has good title, free and
clear of all liens and  encumbrances  and which such holder  either (i) has held
for at least  six  months,  or (ii) has  purchased  on the open  market.  If you
deliver  Mature  Shares of Company  Stock to make any such  payment,  the shares
shall be valued at the Fair Market  Value  thereof on the date you  exercise the
Option.  For purposes of this agreement,  "Fair Market Value" shall mean, on any
given  date,  (i) if the  Company  Stock is traded on an  exchange,  the closing
registered sales price of the Company Stock on such day on the exchange on which
it  generally  has the greatest  trading  volume,  (ii) if the Company  Stock is
traded in the  over-the-counter  market, the average between the closing bid and
asked prices on such day as reported by NASDAQ, or (iii) if the Company Stock is
not traded on any exchange or in the  over-the-counter  market,  the Fair Market
Value shall be determined by the Committee  using any reasonable  method in good
faith.

      6. Transferability of Option. The Option is not transferable by you (other
than  by will or by the  laws  of  descent  and  distribution)  and,  except  as
otherwise  stated in this letter,  may be exercised during your lifetime only by
you.  Notwithstanding  the  preceding,  you shall have the right to transfer the
rights under the Option granted in this Agreement  during your lifetime  subject
to the following limitations:

            (a) transfers may be made only to the following transferees: (i) the
      optionee's children, step-children,  grandchildren,  step-grandchildren or
      other  lineal  descendants  (including  relationships  arising  from legal
      adoptions)  (such  individuals are  hereinafter  referred to as "Immediate
      Family  Members");  (ii) trust(s) for the exclusive  benefit of any one or
      more of the optionee's Immediate Family Members (the optionee's spouse may
      also  be  a  beneficiary);  or  (iii)  partnership(s),  limited  liability
      compan(ies) or

<PAGE>

      other entit(ies),  the only partners, members or interest holders of which
      are among the optionee's  Immediate Family Members (the optionee's  spouse
      may also hold an interest);

            (b) there may be no consideration for the transfer;

            (c) there may be no subsequent  transfer of the  transferred  Option
      except by will or the laws of descent and distribution;

            (d) following  transfer,  the Option shall continue to be subject to
      the same terms and  conditions  as were  applicable  immediately  prior to
      transfer  (including the  conditions  under which the Option may terminate
      prior to its  expiration);  except  that the  transferee  rather  than the
      optionee  may  deliver  the  Option  exercise  notice  and  payment of the
      exercise price;

            (e) only the vested portion of the Option is transferable;

            (f) written  notice of any  transfer  must be delivered to the Chief
      Financial Officer of the Company; and

            (g)  the   optionee's   estate  may   transfer  the  Option  to  the
      beneficiaries  of such  estate,  subject to the  limitations  set forth in
      items (b) through (f) above.

      7.  Adjustments.  If the number of outstanding  shares of Company Stock is
increased or decreased as a result of: (i) a  subdivision  or  consolidation  of
shares,  (ii) the payment of a stock dividend,  (iii) a stock split, or (iv) any
other  change  in the  capitalization  that  is  effective  without  receipt  of
consideration  by the  Company,  the number of shares with  respect to which you
have an unexercised Option and the Option price shall be appropriately  adjusted
by the Company, whose determination shall be binding.



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      8. Triggering Events. Notwithstanding any other provision to the contrary,
in the case of the  occurrence of a "Triggering  Event," as defined  below,  the
following provisions shall apply:

            (a) For  purposes of this  paragraph 8, a  "Triggering  Event" shall
      mean:

                  (i)  substantially  all  of the  Company's  assets,  stock  or
            business is sold or  transferred,  whether  through sale,  exchange,
            merger, consolidation, lease, share exchange or otherwise; or

                  (ii) the  Advisory  Agreement  between  the  Company and Apple
            Residential Advisors,  Inc. (whether or not subject to a subcontract
            arrangement) is terminated or not renewed, and the Company ceases to
            use Apple Residential Management Group, Inc. (whether or not subject
            to a subcontract  arrangement) to provide  substantially  all of its
            property management services.

            (b) Upon a Triggering  Event, the vested portion of the Option shall
      be  exercisable  at an exercise  price of $1.00 per share of Company Stock
      and remain  exercisable  for 180 days  following  the  occurrence  of such
      event.

            (c) If you elect in writing  not to exercise  the vested  portion of
      the Option or if you fail to  exercise  the  vested  portion of the Option
      within the 180 day period as  described  in  subparagraph  (b) above,  the
      Company  shall,  immediately  upon  receipt of such  written  election  or
      expiration of the 180 day period, pay you, in cash, the difference between
      the exercise  price ($1.00) and the Fair Market Value of the Company Stock
      that could be obtained upon  exercise of the vested  portion of the Option
      (or, as appropriate, the fair market value, as determined in good faith by
      the  Committee,  of  securities  received in exchange for or receivable in
      lieu of such Company  Stock in the context of an  acquisition  transaction
      that  constitutes  a  Triggering  Event  in which  Company  Stock is to be
      exchanged for or replaced by other securities).



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            (d) If the  exercise  of the  vested  portion  of the  Option or the
      receipt  of  payment  in  lieu  of such  exercise  (collectively,  "Option
      Income")  would subject you to an excise tax under  Internal  Revenue Code
      Sections  280G or  4999,  the  Company  shall  pay to  you,  in  cash,  an
      additional  amount equal to the sum of the excise tax due and the federal,
      state and local income taxes due on the additional  amount  (cumulatively,
      the  "Gross-Up  Payment"),  such that the net amount  retained by you will
      equal the Option Income. The Gross-Up Payment shall be paid to you as soon
      as possible  following the exercise of the vested portion of the Option or
      the receipt of payment in lieu of such exercise, bu in no event later than
      ninety (90) calendar days after such date. For purposes of determining the
      amount of the Gross-Up Payment,  you shall be deemed to pay federal income
      taxes at your  highest  marginal  rate in the  calendar  year in which the
      Gross-Up  Payment  is to be made and the state and local  income  taxes at
      your highest  marginal rates in the state and locality of your  residence,
      net of the  maximum  reduction  in federal  income  taxes  which  could be
      obtained from deduction of such state and local taxes.

      9.  Exercise and Notices.  To exercise the vested  portion of your Option,
you must deliver to the Chief  Financial  Officer of the Company written notice,
signed by you,  stating the number of shares you have elected to  purchase,  and
payment to the Company as described in paragraph 5. Any notice to be given under
the terms of this letter shall be addressed  to the Chief  Financial  Officer of
the Company at the  Company's  primary  business  address,  and any notice to be
given to you shall be given to you or your personal  representative,  legatee or
distributee,  and  shall be  addressed  to him or her at the  address  set forth
above.  Either party may  hereafter  designate in writing any other  address for
purposes of notice in a notice duly sent to the other.  Notices  shall be deemed
to have been duly given if mailed, postage prepaid, addressed as aforesaid.

      10.  Withholding.  By signing this letter,  you agree to make  arrangement
satisfactory   to  the  Company  to  comply  with  any  income  tax  withholding
requirements that may apply upon the exercise of the Option.



<PAGE>


      11. Continuation as Officer of the Company.  Neither the Agreement nor the
Option  confers  upon you any right to  continue as an officer of the Company or
limits in any respect the right of the  Company to  terminate  your status as an
officer.

      12.  Delivery  of  Certificate.  The  Company  may delay  delivery  of the
certificate for shares purchased pursuant to the exercise of an Option until (i)
the  admission  of such  shares to  listing on any stock  exchange  on which the
Company Stock may then be listed, (ii) receipt of any required representation by
you or  completion of any  registration  or other  qualification  of such shares
under any state or federal law or regulation  that the  Company's  counsel shall
determine as necessary or advisable,  and (iii) receipt by the Company of advice
by counsel that all applicable legal  requirements have been complied with. As a
condition of exercising  the Option,  you may be required to execute a customary
written  indication of your investment  intent and such other  agreements as the
Company deems  necessary or  appropriate  to comply with  applicable  securities
laws.

      13.  Acceptance of Option.  Your acceptance of the Option,  which shall be
deemed to take place when you sign where  indicated  on this  letter,  places no
obligation or commitment on you to exercise the Option.  By signing  below,  you
indicate  your  acceptance  of the  Option and your  agreement  to the terms and
conditions set forth in this letter,  which shall become the Company's Agreement
with you. Unless the Company  otherwise agrees in writing,  this letter will not
be effective as an Agreement if such copy is not signed and returned.

                                        APPLE RESIDENTIAL INCOME TRUST, INC.

                                        /s/  Glade M. Knight                
                                        ----------------------------------------
                                        Chairman and Chief Executive Officer



Agreed and Accepted:


/s/ Glade M. Knight                        
---------------------
Glade M. Knight