EXHIBIT 10.10(f)
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                           [Company Type] EMPLOYEE
                        [Year] UNIT OPTION AGREEMENT
                        -----------------------------


      THIS AGREEMENT is made and entered into as of the [Day] day of
[Month], [Year] between [Fname] [Minitial] [Lname], an individual
("Optionholder"), and [Intro];

      WHEREAS, the AMLI Residential Properties Option Plan (the "Plan") was
adopted on February 15, 1994 by AMLI Residential Properties Trust ("AMLI"),
the AMLI Residential Properties, L.P. (the "Partnership") and certain other
"Affiliated Companies" (as defined in the Plan) to enable AMLI, the
Partnership and the Affiliated Companies to attract, retain and motivate
individuals to perform services as trustees, officers, employees or service
providers to AMLI or the Affiliated Companies by providing for or
increasing the opportunity for such individuals to share in the growth and
success of the Affiliated Companies through obtaining proprietary interests
in AMLI and the Partnership; and

      WHEREAS, Pursuant to Article 3 of the Plan, the Board of Directors of
the Company, which is one of the Affiliated Companies, has granted
Optionholder options to purchase limited partnership interests in the
Partnership ("Units") in accordance with the terms and conditions of this
Agreement and the Partnership and Optionholder desire to document the grant
of such options;

      NOW, THEREFORE, for and in consideration of the premises and the
mutual agreements contained herein and for other good and legal
consideration, the receipt and legal sufficiency of which is hereby
acknowledged by the parties, it is hereby agreed as follows:

1.    OPTION AWARD; PRICE:  The Partnership hereby grants to Optionholder
      the right to purchase up to [Options Acquired] Units at a price of
      $[Options Price] per Unit (the "[Year] Options").

2.    VESTING RULES:  The [Year] Options granted hereunder shall vest
      on the earlier to occur of the following dates (the "Vesting Date"):

      (a)   One third of the [Year] Options on each of the third, fourth
            and fifth anniversary of the date of this Agreement, provided
            that the Optionholder continues to be an employee of AMLI, the
            Partnership or another Affiliated Company on such date;

      (b)   Optionholder's death while Optionholder is an employee of AMLI,
            the Partnership or another Affiliated Company or termination of
            Optionholder's employment by the Partnership, AMLI and all
            other Affiliated Companies by reason of Optionholder becoming
            disabled;

      (c)   Optionholder's employment by the partnership, AMLI and all
            affiliated Companies is otherwise terminated by the employer
            unless such termination is for cause;

      (d)   In the event of a Change in Control.

      If the terms of the Optionholder's employment are now or in the
      future become subject to a written employment agreement containing a
      change in control provision, the applicable change in control
      provisions included in such employment agreement are incorporated
      herein by reference into this definition and supersede this
      definition of change in control.




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      "Change in Control" shall mean the occurrence of the following:

            (i)   Any Person other than:

                  (1)   A trustee or other fiduciary of securities held
                        under an employee benefit plan of the REIT or an
                        employee benefit plan of an Affiliate of the REIT;

                  (2)   A corporation or trust owned, directly or
                        indirectly, by the present shareholders on the
                        Effective Date of the REIT in substantially the
                        same proportions as their ownership of the REIT;

                  (3)   Any Person in which the Employee has a substantial
                        (10% or greater) equity interest;

                  (4)   , the Employee, or their respective families; or

                  (5)   A Person that acquires Shares pursuant to a
                        Business Combination (as defined below) which is
                        approved by the shareholders of the REIT and which
                        complies with subparagraph (iv) of this definition;

      is or becomes a beneficial owner (as defined in Rule 13d-3
      under the Securities Exchange Act of 1934, as amended),
      directly or indirectly, of Shares representing 25% or more of
      the total voting power of the REIT's then outstanding shares of
      beneficial interest, or of 25% or more of the then outstanding
      Units of the Operating Partnership;

            (ii)  A tender offer is made for the shares of beneficial
                  interest of the REIT and the Person making the offer owns
                  or has accepted for payment Shares representing 25% or
                  more of the total voting power of the REIT's then
                  outstanding shares of beneficial interest, or of 25% or
                  more of the then outstanding Units of the Operating
                  Partnership;

            (iii) The majority of the REIT's Board of Trustees consists of
                  individuals other than Incumbent Trustees, which term
                  means the members of the REIT's Board of Trustees on the
                  date of this Agreement; provided that any individual
                  becoming a Trustee subsequent to such date whose election
                  or nomination for election was supported by 2/3 of the
                  Trustees who then comprised Incumbent Trustees shall be
                  considered to be an Incumbent Trustee; or

            (iv)  The shareholders of the REIT approve a reorganization,
                  merger, consolidation or sale of all or substantially all
                  of the assets of the Company, the REIT, or the Operating
                  Partnership (a "Business Combination") with or to any
                  other Person (other than the Employee) other than a
                  Business Combination which (a) would not result in any
                  Person (other than Employee) owning, directly or
                  indirectly, 50% or more of the combined voting power of
                  the REIT's or such surviving entity's outstanding voting
                  securities, or of the Operating Partnership's Units,
                  immediately after such Business Combination.












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      For purposes of this Paragraph, "Person" means an individual,
      corporation, partnership, trust, unincorporated association or any
      other legal entity, and collectively shall include any group of two
      or more Persons acting in concert.  "Affiliate" with regard to a
      Person, means a Person that controls or is controlled by such Person.
      For purposes of this definition, "control" when used with respect to
      any Person means the power to direct the management and policies of
      such Person, whether through the ownership of voting securities, by
      contract or otherwise.  The term "Affiliates" and "Affiliated" shall
      have correlative meanings.  For purposes of this Paragraph, neither
      the Company, the REIT, nor the Operating Partnership shall be deemed
      an Affiliate of the Employee. "Shares" means the Common Shares,
      together with the Preferred Shares, of the REIT.   "Common Shares"
      means common shares of beneficial interest of the REIT, par value
      $0.01 per share.  "Preferred Shares" means the preferred shares of
      beneficial interest of the REIT, par value $0.01 per share.  "Unit"
      means a unit of limited partnership interest in the Operating
      Partnership;

      or

      (e)   Optionholder retires as an employee of the Partnership, AMLI or
            another Affiliated Company having reached the age of at least
            62 and having been an employee of AMLI, the Partnership,
            another Affiliated Company , or a combination thereof, for not
            less that 10 years.

3.    EXERCISE/PAYMENT:  The [Year] Options which have become vested may be
      exercised in whole or in part (provided that they may not be
      exercised as to any partial Unit) by delivery prior to the Expiration
      date of written notice to the Company's Legal Department which
      describes the [Year] Options being exercised by number and in
      sufficient detail to permit the Legal Department to verify their
      existence and that they are vested, and to verify the availability of
      seasoned shares in the event of a cashless exercise.  Optionholder
      shall satisfy all other pre-clearance and/or exercise requirements or
      procedures in place at the time of the exercise.  Payment of the full
      purchase price for the Units being purchased shall be made to the
      Partnership within 3 business days after the delivery of the notice
      of exercise.  Payment shall be made by cash, wire transfer or bank
      check.

4.    EXPIRATION DATE:  The [Year] Options shall expire and shall not
      thereafter be exercisable at the close of business at 5 p.m. Chicago
      time on the "Expiration Date" which shall be the earlier to occur of
      the following dates (or if such date is not a business day, on the
      last business day preceding such date):

      (a)   The tenth anniversary of the date of this Agreement, or

      (b)   12 months after Optionholder dies or otherwise ceases to be an
            employee of AMLI and all Affiliated Companies.

5.    NON TRANSFERABLE:  The [Year] Options are not transferable but may
      only be exercised by Optionholder or Optionholder's legal
      representative.

6.    TERMS OF PLAN:  Any provision of this Agreement to the contrary
      notwithstanding, the terms of the Plan shall govern the [Year]
      Options, and this Agreement is subject in all respects to the terms
      and conditions of the Plan.  Any capitalized term used but not
      defined herein shall have the meaning set forth in the Plan.

7.    INCOME TAX STATUS:  The [Year] Options are Nonqualified Options under
      the terms of the Plan.





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      IN WITNESS WHEREOF, this Agreement has been executed as of the date
first above written.


      [Company]


      [Member]                      [Fname] [Minitial] [LName]
                                    ------------------------------
                                    (Optionholder's Name)
      By:
            -----------------------


                                    ------------------------------
                                    (Signature of Optionholder)






















































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