Avalon: Form 10-K For Year Ended December 31, 1997 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------- FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1997 Commission file number 1-12452 AVALON PROPERTIES, INC. (Exact name of registrant as specified in its charter) ---------------------- Maryland 06-1379111 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 15 River Road Wilton, Connecticut 06897 (Address of principal executive offices) (203) 761-6500 (Registrant's telephone number, including area code) ---------------------- Securities registered pursuant to Section 12(b) of the Act: Common Stock, par value $.01 per share New York Stock Exchange (Title of each class) (Name of each exchange on which registered) 9% Series A Cumulative Redeemable Preferred Stock, New York Stock Exchange par value $.01 per share (Name of each exchange on which registered) (Title of each class) 8.96% Series B Cumulative Redeemable Preferred Stock, New York Stock Exchange par value $.01 per share (Name of each exchange on which registered) (Title of each class) Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [x] No [ ] Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ] The aggregate market value of the voting stock held by nonaffiliates of the Registrant, as of March 16, 1998, was $1,207,907,652. The number of shares of the Registrant's Common Stock, par value $.01 per share, outstanding as of March 16, 1998 was 43,139,559. Documents Incorporated by Reference ----------------------------------- None ================================================================================ TABLE OF CONTENTS PAGE ---- PART I ITEM 1. BUSINESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 ITEM 2. COMMUNITIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 ITEM 3. LEGAL PROCEEDINGS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF STOCKHOLDERS . . . . . . . . . . . . . . . . . . . 21 PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 ITEM 6. SELECTED FINANCIAL DATA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS . . . . . . . . . . . . . . . . . . . . . 26 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA . . . . . . . . . . . . . . . . . . . . . 42 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE . . . . . . . . . . . . . . . . . . . 42 PART III ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT . . . . . . . . . . . . . . . . . . . 43 ITEM 11. EXECUTIVE COMPENSATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48 ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS . . . . . . . . . . . . . . . . . . . 56 PART IV ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULE AND REPORTS ON FORM 8-K . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58 SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 62 PART I This Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The Company's actual results could differ materially from those set forth in the forward-looking statement. Certain factors that might cause such a difference are discussed in the section entitled "Forward-Looking Statements" on page 26 of this Form 10-K. ITEM 1. BUSINESS Geographic Expansion and Merger The Company continuously evaluates distinct geographical regions in the U.S. for attractive investment opportunities. After careful analysis, the Company has determined that selected markets in the Midwest region of the U.S. have similar high barrier-to-entry characteristics similar to those experienced in the Mid-Atlantic and Northeast markets. As a result, the Company has expanded into the Midwest with the purchase of a portion of the Trammell Crow Residential - Midwest ("TCR/MW") portfolio and has separately identified and acquired four additional communities in the Midwest unrelated to the TCR/MW portfolio. On December 22, 1997, the Company and Avalon DownREIT V, L.P., a limited partnership formed by the Company (the "Operating Partnership"), completed the principal phase of the acquisitions contemplated by a Contribution and Exchange Agreement (the "Contribution Agreement") with TCR/MW, pursuant to which the Company acquired six apartment communities (the "TCR Communities") containing a total of 1,625 apartment homes for approximately $137,117,000 and the Company expects to acquire two additional apartment communities (these two apartment communities are referred to as the "Pending Midwest Communities," and, together with the TCR Communities, are referred to as the "New Communities") containing a total of 704 apartment homes. In connection with the acquisition of the TCR Communities, the Company assumed tax-exempt floating rate debt with an outstanding principal balance of approximately $27,305,000 maturing on December 1, 2025. The New Communities are located in the Chicago, Cincinnati, Indianapolis, Minneapolis and St. Louis metropolitan areas. The Company expects to acquire one of the Pending Midwest Communities during the second quarter of 1998 and to acquire the other Pending Midwest Community currently under construction in 1999. The Company also acquired certain third-party management contracts and the right to acquire from an unrelated third-party an undeveloped parcel of land on which the Company expects to build one apartment community. In addition to the acquisition of the TCR Communities, the Company has separately identified and purchased four additional communities in the Midwest containing a total of 1,383 apartment homes for an aggregate purchase price of $84,392,000. Management believes the Midwest acquisitions will facilitate the following goals: - establish a growth platform in the high barrier-to-entry markets of the Midwest at a lower cost than could be achieved in such markets through single property acquisitions or development; - allow the Company to enter markets in the Midwest with a critical mass of apartment communities that have internal earnings growth potential consistent with the Company's existing portfolio; - provide important economic diversification of the Company's portfolio of apartment communities; - generate a pipeline of acquisition and development communities; and - produce immediate earnings growth and accelerate long-term earnings growth. On March 8, 1998, the Company announced that it has entered into a definitive strategic merger agreement with Bay Apartment Communities, Inc. ("Bay"), pursuant to which the Company will be merged into Bay, the surviving entity (the "Merger"). Under the terms of the agreement, each outstanding common share of the Company will be exchanged for 0.7683 shares of common stock of Bay. The Merger will be structured as a purchase of the Company by Bay for accounting purposes. The Merger is expected to close in June 1998 and is subject to the approval of both companies' shareholders and other customary regulatory conditions and there can be no assurance that the Merger will be consummated or that the required conditions 1 to closing will be met. The surviving company, to be named Avalon Bay Communities, Inc. (the "New Company"), will own 140 apartment communities containing 40,506 apartment homes in 29 markets in 15 states and the District of Columbia. On March 8, 1998, the Company announced that it is has entered into a definitive agreement to acquire selected assets on a presale basis from Trammell Crow Residential - Pacific Northwest ("TCR-NW"). The presale acquisitions are expected to be completed during the next 24 to 36 months. The acquisitions include seven communities in the Seattle, Washington market and one community in the Portland, Oregon market for a total investment by the Company of up to $279 million. Together, these eight communities are expected to contain 2,411 apartment homes when completed. The Company will manage these communities after acquiring ownership. Management believes the Northwest markets of Seattle and Portland will enhance the Company's established development strategy of operating in regions and markets where significant new economic growth is expected and future multifamily housing supply is constrained. This expansion is consistent with the Company's strategy to achieve long term earnings growth by providing a high quality platform for expansion while also providing additional economic and geographic diversity. General Avalon Properties, Inc. ("Avalon" or the "Company") is an integrated real estate operating company concentrating exclusively on apartment community acquisition, construction, development and management in the high barrier-to-entry markets of the United States. The Company was incorporated under the laws of the State of Maryland in August 1993 and was formed to continue and expand the multifamily apartment community acquisition, construction, development and management operations of the Trammell Crow Residential Mid-Atlantic and Northeast Groups (collectively, the "Predecessor"). Avalon is a self-administered and self-managed equity Real Estate Investment Trust ("REIT"). As of March 16, 1998, the Company's portfolio includes 22,549 Class A, institutional-quality apartment homes including 2,825 apartment homes under construction (see "Communities") and the Company manages 1,970 apartment homes for unaffiliated institutional owners. The Company's apartment communities are conveniently located in areas within close proximity to recreational amenities, schools, entertainment and dining, and easy access to employment. The Company currently employs approximately 970 people. A principal operating objective of the Company's management ("Management") is to increase both operating cash flow growth and long-term stockholder value. Management's strategies to achieve this objective include (i) generating consistent, sustained earnings growth at each community through increased revenue (from high occupancy and targeted value pricing) and increased operating margins (from aggressive expense management); (ii) selective investment in new acquisition and development communities in the Company's targeted geographical areas; and (iii) the use of a conservative capital structure to provide continued access to capital markets at the lowest possible cost. Management believes that these strategies are generally best implemented by building and acquiring institutional-quality assets in supply-constrained markets where new household formations have out-paced multifamily permit activity. Management actively seeks opportunities to acquire individual communities or portfolios of communities, which may include entry into new supply-constrained markets, and enters into negotiations concerning potential acquisitions. Management believes that its business strategy will lead to higher occupancy levels, increased rental rates and predictable and growing cash flow. There can be no assurance that any negotiations will be successful and result in future acquisitions or that the Company's business strategy will have its intended results. The following business discussion relates to the Company's pre-merger. Because the Company and Bay have similar strategies, markets and operations, the Company expects that the combined entity will conduct its business in a substantially similar manner after the Merger. OPERATING STRATEGIES: Intense focus on the operations of the existing portfolio is an important strategy necessary to realize consistent, sustained earnings growth. Management believes that such focus is best achieved when operating only one type of real estate. To this end, the Company concentrates exclusively on apartment community acquisition, construction, development and management. The Company intends to increase earnings through focused on-site property management that is expected to result in higher revenue from Company-owned communities and operating cost containment. Ensuring resident satisfaction by 2 providing service that exceeds the resident's expectations, increasing rents as market conditions allow, maximizing rent collections and maintaining community occupancy at optimal levels comprise the principal strategies to maximize revenue. Lease terms are generally staggered based on vacancy exposure by apartment type so that lease expirations are better matched to each community's rental patterns. On-site property management teams receive bonuses based largely upon the net operating income produced at their community as well as rental rate increases achieved and lease renewals (which implicitly measure resident satisfaction). Controlling and leveraging operating expenses also contributes to earnings growth. High occupancy through resident retention is a principal strategy. High resident retention eliminates the cost of preparing an apartment home for a new resident and reduces marketing and other costs. The Company also aggressively pursues real estate tax appeals and scrutinizes operating costs. Invoices are recorded on-site to ensure the careful monitoring of budgeted versus actual expenses; supplies are purchased in bulk and directly from manufacturers where possible; vendor contracts are bid on a volume basis; turnover work is performed in-house or by third parties depending upon the least costly alternative; and preventive maintenance is undertaken regularly to maximize resident satisfaction and property and equipment life. Growth in the portfolio and the resulting increase in revenue allows the Company to spread fixed operating costs over a larger volume of revenue, thereby increasing operating margins. The Company has enjoyed significant operating cost leverage in recent years as operating costs, including write-off of deferred development costs, as a percentage of total revenues have declined from 46% in 1991 to 36.1% in 1997. INVESTMENT STRATEGIES: SELECTIVE ACQUISITIONS AND DEVELOPMENT IN FAVORABLE MARKETS. Management believes that apartment communities present an attractive investment opportunity compared to other real estate investments because a broad potential resident base results in relatively stable demand during all phases of a real estate cycle. The Company intends to pursue appropriate new investments (both acquisitions of new communities and new developments) where constraints to new supply exist and where new household formations have out-paced multifamily permit activity in recent years. Acquisitions. Management has targeted certain high barrier-to-entry markets in the Northeast, Mid-Atlantic and Midwest regions of the United States for acquisition opportunities. Recently, the company has begun expanding into selected Pacific Northwest markets and entered into a merger agreement with Bay that will add Bay's current markets in California to the Company's markets. The Company will continue to diversify its investments within these regions, not just geographically, but also by the number of apartment homes and features offered. Each acquisition candidate must have the potential to deliver sustained earnings growth over time that meets or exceeds the current portfolio growth rate. Additionally, the following criteria are important in an acquisition community: i) the community must have been completed after 1984 or, if older, must be in a non-duplicable in-fill location and be able to support the capital investment required for a significant renovation; ii) the community has existing tax-exempt debt financing; and iii) the community has adjacent zoned land that can be acquired with the community and be developed. One of the characteristics of the Company's markets is the presence of older apartment communities (often 10 to 30 years old or older) that are currently attractive acquisition targets for the Company. In many cases, these communities are in attractive in-fill locations, but are poorly maintained and marketed, inefficiently managed and are challenging to renovate. Improvements to landscaping amenities and the physical structure of the buildings, coupled with more effective management and marketing, may result in attractive yields on these communities. Management believes that many of these older communities can support the capital investment required to bring the community up to institutional-quality condition while delivering attractive post-renovation yields. The financial position of the Company continues to support the ability to make selective acquisitions, and Management expects to continue its acquisition efforts into 1998, both before and after the Merger. Management's discipline to be selective in its acquisition candidates is strengthened by the presence of a strong development capability that is an important alternative source of portfolio growth. Beyond 1998, Management anticipates that attractive acquisition opportunities may diminish as the current real estate recovery progresses. Given a competitive acquisition environment, Management believes that the Company enjoys an advantage over other real estate investors in the following areas: - - The Company maintains seven offices throughout the Northeast, Mid-Atlantic and Midwest regions and has substantial knowledge of local markets which facilitates the acquisition process. 3 - - The Company maintains a development capacity that lessens the dependence on acquisitions for external earnings growth. The Company also expects to add offices in the Pacific Northwest and (after the Merger) in Northern and Southern California, and believes that it will continue to benefit from these advantages. Management also expects to divest communities to help ensure that the overall portfolio can meet earnings growth targets. One community in Frederick, Maryland was sold during 1997 pursuant to this strategy. Further, as acquisition opportunities diminish due to the strengthening real estate market, the reduced supply of acquisition candidates may provide a favorable environment for the Company to sell assets. Accordingly, Management anticipates additional dispositions will occur over the next several years. New Developments. Management anticipates that selective development of new apartment communities in the Company's supply-constrained markets will remain an important component of portfolio growth for the next several years. Because of its experience, Management believes that it understands and appreciates the risks associated with development and that, generally, the risks presented by development are justified by higher potential yields and the ability to develop attractive new communities in locations where the opportunity to acquire existing communities is limited. Generally, Management believes that the long-term potential offered by a new development opportunity will exceed the long-term potential offered by an acquisition opportunity primarily because well executed, up-to-date, newly developed communities generally attract greater demand at higher rents than an existing apartment community. Management has significant experience developing apartment communities in its principal markets, as well as managing the unique development risks presented by these markets. Since 1980, Management has developed approximately 19,400 apartment homes. Since the Company's initial pubic offering ("Initial Offering"), Management has developed 17 communities, totaling 4,301 apartment homes. The development of each of these communities is managed by an experienced development vice president, who operates out of the local development office, under the supervision of senior Management. The combined years of experience for officers principally involved in construction and development matters exceeds 100 years. As a developer of real estate, the Company enjoys opportunities that are not available to companies that strictly acquire existing developed real estate. There are risks, however, to developing real estate, including risk of zoning changes and unforeseen conditions (such as unforeseen problems presented by soils or environmental conditions). Further, there is the possibility that a Development Right (as hereinafter defined) could proceed to development based on certain assumptions concerning economic conditions that may not be realized due to subsequent unforeseen changes in economic conditions. These development risks, however, are not dissimilar to the risks of acquiring real estate, and Management believes that the Company's internal due diligence and financial analysis procedures mitigate these risks. The following is a summary of how the internal development process functions and how the Company mitigates risk. Initial Financial Feasibility Projections. Before significant time and money is incurred on a new development opportunity, a financial feasibility review is performed. In preparing the financial projections for a proposed new community, Management relies upon the rents in today's marketplace, and no inflation of rent is assumed in the projections. A minimum 6% economic vacancy rate is assumed in preparing these projections, even though the Company's stabilized portfolio has historically operated at vacancy rates of 4% to 5%. The operating budget is derived from analysis of anticipated costs, from utility rates and estimated taxes in the local community to the staffing demands independently estimated by both development and property operations teams. The compensation of development, construction and operations personnel have significant components tied to the reliability of each team's forecasts. Historically, actual operating results of communities that proceeded to development have generally met or exceeded the initial operating projections developed during the financial feasibility phase. Once a development opportunity is determined to meet the Company's financial feasibility guidelines, the Company begins the process of obtaining entitlements. 4 Entitlements Process. The Company operates in markets dominated by no-growth attitudes and where little-to-no multifamily zoning is readily available. The limited supply of zoned multifamily land often requires the Company to "manufacture" the entitlements necessary to develop a parcel by working through the local entitlements process for extended periods of time, in most cases for several years. There can be no assurance that the necessary entitlements will be obtained. Because of these risks, the Company's general policy is to acquire an option to purchase land, as opposed to buying it, until zoning and related entitlements are in place. The financial exposure associated with the entitlements process is largely limited to overhead costs, third-party consultant costs and non-refundable deposits, if any, should the zoning and site plan approval process be unsuccessful. The Company's approach in measuring and dealing with this risk is to provide a reserve that is increased each quarter through a charge to earnings. Currently, this quarterly charge is $200,000. In accordance with generally accepted accounting principles ("GAAP"), the salaries (and related costs) of all persons who spend substantially all of their time in development and construction activities are capitalized into the cost of that development. If a development opportunity does not proceed to development, the accumulated capitalized direct costs, including payroll and third-party costs for unsuccessful efforts, are written-off against the established reserve. Communities Under Construction. Once the entitlement process is complete and permits are obtained, the option to acquire the land is exercised and construction begins. In the development and construction budget, a contingency for possible cost overruns exists throughout construction. However, this contingency is adjusted during planning and construction. The remaining contingency, if any, is removed only after the job is completed. Management believes that, by adhering to these principles, zoning, site planning and construction risks as well as the risk of not achieving projected yields are significantly reduced. The success of the Company's development and acquisition strategies depends upon trends in the economy as a whole, including interest rates, income tax laws, governmental regulations, legislation, and population and demographic trends. See "Communities." Also, as an owner of real estate, the Company is subject to risks arising in connection with the availability of financing on acceptable terms, as well as other risks relating to the real estate investment, including environmental matters and changes in real estate and zoning laws. CAPITAL STRATEGIES: Maintaining a conservative capital structure that allows the Company continuous, uninterrupted and cost-effective access to capital markets has been, and continues to be, an important element of Management's earnings growth strategy. The use of conservative financial policies is illustrated by the investing and financing activities employed by the Company since its Initial Offering. Since the Company's Initial Offering, real estate investments have been made totaling approximately $1.2 billion. These investments were financed primarily from proceeds drawn under the Company's revolving unsecured credit facility (the "Unsecured Facility") and the supplemental revolving unsecured credit facility (the "Supplemental Unsecured Facility" and together with the Unsecured Facility, the "Unsecured Facilities"). The Unsecured Facilities were subsequently repaid from capital market offerings totaling $996.7 million through December 31, 1997. During this period, the Company maintained a conservative capital structure, as total debt to total market capitalization (calculated on a weighted average basis) was 25.8%. The Company's financial position as of December 31, 1997 demonstrates Management's continued discipline in applying conservative capital policies: 5 - Total debt to total market capitalization totaled 25%. - Long-term floating rate debt was only 2.6% of total market capitalization. Management intends to limit the use of long-term floating rate debt to no more than 10% of total market capitalization. - Debt service coverage for the year ended December 31, 1997 was 3.01x. - At December 31, 1997, long-term debt maturities over the next 10 years total $284.7 million, or approximately 14% of the Company's total market capitalization. Long-term debt maturities over the next five years represents less than 5% of the Company's total market capitalization. See "Management's Discussion and Analysis of Financial Condition and Results of Operations--Liquidity and Capital Resources." This history demonstrates Management's discipline to maintain a conservative capital structure and the Company's historical ability to cost-effectively access capital markets to maintain this conservative structure. At December 31, 1997, 47.5% of outstanding long-term debt is tax-exempt debt and is generally collateralized by liens on certain Current Communities (as hereinafter defined). Of the 66 Current Communities, 15 are currently subject to mortgages that collateralize tax-exempt debt. As of December 31, 1997, the ratio of collateralized debt to undepreciated book value of real estate assets was 20.8%. Although the use of tax-exempt debt generally encumbers the related property with a lien, the positive effect of the lower tax-exempt interest rate (compared to conventional debt) is a lower cost capital structure and higher debt service coverage levels. Although Management will continue the selective use of tax-exempt debt financing, tax law changes that took effect in 1986 combined with attractive unsecured debt alternatives from improved ratings will likely result in a decline in the use of tax-exempt financing. Another important element in delivering consistent earnings growth relative to financial structure is managing exposure to floating rate debt. Exposure to variable interest rates on outstanding balances under the Unsecured Facilities is generally managed with interest rate protection agreements, although no such agreements are currently in place. Further, the Company has retained a consultant to help manage interest rate risk. Management believes these policies reduce the risk of eroding earnings growth as a result of higher interest rates. See "Management's Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources" for an expanded discussion of current financing strategies. Inflation and Tax Matters Substantially all of the leases at the Current Communities are for a term of one year or less, which may enable the Company to realize increased rents upon renewal of existing leases or commencement of new leases. Such short-term leases generally minimize the risk to the Company of the adverse effects of inflation, although as a general rule these leases permit residents to leave at the end of the lease term without penalty. The Company's current policy is to permit residents to terminate leases upon a 60-day written notice and payment of one month's rental as compensation for early termination. Short-term leases combined with relatively consistent demand allow rents, and therefore, cash flow from the portfolio to provide an attractive inflation hedge. The Company filed an election with its initial Federal income tax return to be taxed as a REIT under the Internal Revenue Code of 1986, as amended (the "Code"), and intends to maintain its qualification as a REIT in the future. As a qualified REIT, with limited exceptions, the Company will not be taxed under Federal and certain state income tax laws at the corporate level on its net income. In addition, due to non-cash charges such as depreciation and amortization, the cash available for distribution is expected to exceed net income. Under current tax law, this excess will be treated by stockholders as a non-taxable return of capital that will reduce the stockholders' basis in the shares of the Company's Common Stock. 6 Environmental Matters The Company's assessments of the Current Communities and Development Communities (as hereinafter defined) have not revealed any environmental liability that the Company believes would have a material adverse effect on the Company's business, assets or results of operations, nor is the Company aware of any such material environmental liability. Nevertheless, it is possible that the Company's assessments did not reveal all environmental liabilities or that there are material environmental liabilities of which the Company is unaware. Further, because the Company does not routinely update environment assessments on Current Communities, it is possible that conditions have occurred since the most recent environmental assessment that could result in potentially material environmental liability. The Company believes that the Current and Development Communities are in compliance in all material respects with all Federal, state and local laws, ordinances and regulations regarding hazardous or toxic substances or petroleum products. The Company has not been notified by any governmental authority, and is not otherwise aware, of any material noncompliance, liability or claim relating to hazardous or toxic substances or petroleum products in connection with any of its Current or Development Communities. The Company does not believe that the cost of continued compliance with applicable environmental laws or regulations will have a material adverse effect on the Company or its financial condition or results of operations. There can be no assurance, however, that future environmental laws, regulations or ordinances will not require additional remediation of existing conditions that are not currently actionable, or impose additional or more stringent requirements on the Current and Development Communities, the costs of compliance with which would have a material adverse effect on the Company or its financial condition. ITEM 2. COMMUNITIES The Company's real estate holdings consist of apartment communities in various stages of the development cycle and can be divided into three categories: "Current Communities" are apartment communities where construction is complete and the community has either reached stabilized occupancy or is in the initial lease-up process. A "Stabilized Community" is a Current Community that has completed its initial lease-up and has attained a physical occupancy level of 94% or has been completed for one year, whichever occurs earlier. An "Established Community" is a Current Community that has been a Stabilized Community with stabilized operating costs during both the current year and the beginning of the previous calendar year such that its year-to-date operating results are comparable between periods. "Development Communities" are communities that are under construction and may be partially complete and operating and for which a final certificate of occupancy has not been received. "Development Rights" are development opportunities in the very earliest phase of the development process for which the Company has an option to acquire land or owns land to develop a new community and where related pre-development costs have been incurred and capitalized in pursuit of these new developments. The Company's holdings under each of the above categories are discussed in the following paragraphs. 7 Current Communities The Current Communities are primarily garden-style apartment communities consisting of two-and three-story buildings in landscaped settings. The Current Communities, as of March 16, 1998, include eight high-rise apartment communities, two four-story mid-rise apartment communities and one six-story mid-rise apartment community. The Current Communities offer many attractive amenities designed to enhance their market appeal to discriminating residents who are willing to pay premium rental rates to live in these apartment communities. Such amenities include vaulted ceilings, lofts, fireplaces, patios/decks and modern appliances. Other features include swimming pools, fitness centers, tennis courts and business centers. Management has an extensive and ongoing maintenance program to keep all communities and apartment homes free of deferred maintenance and, where vacant, available for immediate occupancy. As of March 16, 1998, there were 66 Current Communities. These Current Communities are institutional-quality multifamily apartment communities located in the following areas: NUMBER OF NUMBER OF PERCENTAGE OF TOTAL COMMUNITIES AT APARTMENT HOMES AT APARTMENT HOMES AT ---------------------- ---------------------- ---------------------- 1-1-97 3-16-98 1-1-97 3-16-98 1-1-97 3-16-98 ------ ------- ------ ------- ------ ------- Virginia 15 18 4,269 5,421 31.9% 27.5% Connecticut 4 7 1,934 2,778 14.5% 14.1% Maryland 13 12 3,736 3,430 27.9% 17.4% New Jersey 4 5 1,504 2,008 11.3% 10.2% Massachusetts 5 5 1,115 1,172 8.3% 5.9% Washington, D.C. 1 1 308 308 2.3% 1.6% New York 3 5 502 968 3.8% 4.9% Ohio -- 1 -- 264 0.0% 1.3% Indiana -- 2 -- 376 0.0% 1.9% Minnesota -- 3 -- 904 0.0% 4.6% Illinois -- 3 -- 887 0.0% 4.5% Michigan -- 3 -- 983 0.0% 5.0% Rhode Island -- 1 -- 225 0.0% 1.1% -- -- ------ ------ ----- ------ 45 66 13,368 19,724 100.0% 100.0% == == ====== ====== ===== ====== All of the Current Communities are managed and operated by the Company. During the year ended December 31, 1997, the Company completed construction of 2,372 apartment homes in seven communities for a capitalized cost of $302.4 million. Forty-eight of the Current Communities have more than 200 apartment homes, with the largest having 932 apartment homes. The average age of 64 of the Current Communities, weighted according to number of apartment homes, is approximately eight years. The remaining Current Communities (Falkland Chase and Longwood Towers) are older communities that were acquired by the Company. Falkland Chase underwent extensive renovation in 1987. Longwood Towers is currently under substantial renovation, which is scheduled to be completed by the end of the second quarter of 1998. To comply with the requirements of lenders and tax-exempt credit enhancers, the Company holds 19 Current Communities and one Development Community in 10 qualified REIT subsidiaries. The Company owns general partnership interests in three Current Communities (a 50% interest in Falkland Chase, a 49% equity interest in Avalon Run and a 50% interest in Avalon Grove), a 99% general partnership interest in two partnerships structured as DownREITs that owns a total of 8 Current Communities, a 100% interest in a senior participating mortgage note secured by another Current Community (Avalon Arbor) which is accounted for as an investment in real estate, a 100% partnership interest in 4100 Massachusetts Avenue, Avalon at Lake Arbor, Avalon at Decoverly, Avalon Commons and Avalon at Fairway Hills II and holds direct fee simple interests in the remaining Current Communities. 8 PROFILE OF CURRENT AND DEVELOPMENT COMMUNITIES (DOLLARS IN THOUSANDS, EXCEPT PER APARTMENT HOME DATA) ---------------------- -------------------------------- ----------- --------------- Number Approximate Year of Rentable Area Built or City and State Homes (Sq. Ft.) Acres Acquired -------------------------------- ---------------------- ---------- ----------------- ----------- --------------- 1 Avalon Walk I Hamden, CT 430 433,010 23.3 1992 2 Avalon Walk II Hamden, CT 334 327,730 15.1 1994 3 Avalon Pavilions Manchester, CT 932 849,700 46.3 1990/92 4 Avalon Glen Stamford, CT 238 221,685 4.1 1991/95 5 Avalon Grove (4) Stamford, CT 402 402,970 4.0 1997 6 Avalon Gates Trumbull, CT 340 373,032 37.0 1997 7 Avalon Springs Wilton, CT 102 180,720 12.0 1997 8 4100 Massachusetts Avenue Washington, D.C. 308 298,345 2.7 1994 9 Avalon at Stratford Green Blommingdale, IL 192 237,204 12.7 1997 10 Village Park of Westmont Westmont, IL 400 388,400 17.4 1997 11 Avalon at Danada Wheaton, IL 295 350,581 19.2 1997 12 Avalon at Willow Lake Indianapolis, IN 230 228,708 20.0 1997 13 Avalon at Geist Lawrence, IN 146 160,554 18.0 1997 14 Longwood Towers Brookline, MA 307 226,000 4.2 1993 15 Avalon at Lexington Lexington, MA 198 226,830 18.0 1994 16 Avalon Summit Quincy, MA 245 194,063 9.1 1995/96 17 Avalon Arbor (6) Shrewsbury, MA 302 297,772 25.0 1991 18 Avalon West Westborough, MA 120 159,900 10.1 1996 19 Avalon Landing Annapolis, MD 158 117,078 13.8 1995 20 Avalon at Fairway Hills I Columbia, MD 192 193,728 10.1 1987 21 Avalon at Fairway Hills II Columbia, MD 527 529,727 32.0 1996 22 Avalon at Symphony Glen Columbia, MD 174 178,350 10.0 1986 23 Avalon Fields Gaithersburg, MD 192 202,100 5.7 1996 24 Avalon Knoll Germantown, MD 300 290,400 26.7 1985 25 Avalon at Lake Arbor Mitchellville, MD 209 170,052 18.0 1995 26 Avalon Lea Owings Mills, MD 296 300,440 15.7 1988 27 Avalon at Decoverly Rockville, MD 368 368,446 25.0 1995 28 Avalon Crossing Rockville, MD 132 154,488 5.0 1996 29 Avalon Ridge Silver Spring, MD 432 432,000 25.7 1988 30 Falkland Chase (7) Silver Spring, MD 450 346,500 22.3 1988 31 Avalon Heights Madison Heights, MI 225 206,970 17.1 1997 32 Aspen Meadows Rochester Hills, MI 214 202,390 35.0 1997 33 Village Park of Troy Troy, MI 544 522,250 84.0 1997 34 Avalon Devonshire Bloomington, MN 498 470,774 42.0 1997 35 Carriage Green (9) Eagan, MN 246 233,562 18.7 1998 36 Summer Place (9) Plymouth, MN 160 144,026 8.3 1998 37 Avalon Cove Jersey City, NJ 504 546,390 11.1 1997 38 Avalon Run (8) Lawrenceville, NJ 426 438,370 19.6 1994 39 Avalon Run East Lawrenceville, NJ 206 260,670 27.0 1996 40 Avalon Watch Lawrenceville, NJ 512 487,424 64.0 1988 41 Avalon Chase Marlton, NJ 360 312,840 58.5 1996 42 Avalon View Fishkill, NY 288 286,560 41.0 1993 43 Avalon Green Greenburgh, NY 105 115,930 16.9 1995 44 Avalon Towers Long Beach, NY 109 124,805 1.3 1995 45 Avalon Court Melville, NY 154 190,576 10.8 1997 ---------------------------------------- ------------ ---------- Average Economic Average Physical Occupancy Size Occupancy --------------------------- (Sq. Ft.) at 12/31/97 1997 1996 -------------------------------- ------------- ---------------- ------------ ---------- 1 Avalon Walk I 1,007 96.3% 95.4% 94.6% 2 Avalon Walk II 981 97.6% 95.9% 94.4% 3 Avalon Pavilions 912 94.6% 95.1% 93.6% 4 Avalon Glen 931 97.1% 95.5% 95.7% 5 Avalon Grove (4) 1,002 99.3% Lease-up N/A 6 Avalon Gates 1,097 98.2% Lease-up N/A 7 Avalon Springs 1,772 99.0% Lease-up N/A 8 4100 Massachusetts Avenue 969 96.4% 96.4% 96.0% 9 Avalon at Stratford Green 1,235 Lease-up Lease-up N/A 10 Village Park of Westmont 971 93.3% 94.5% N/A 11 Avalon at Danada 1,188 Lease-up Lease-up N/A 12 Avalon at Willow Lake 994 97.0% 96.7% N/A 13 Avalon at Geist 1,100 90.4% 90.2% N/A 14 Longwood Towers 736 91.3% 87.7%(5) 98.8% 15 Avalon at Lexington 1,146 97.0% 96.6% 98.5% 16 Avalon Summit 792 95.5% 97.8% 88.3% 17 Avalon Arbor (6) 986 94.7% 97.2% 96.6% 18 Avalon West 1,333 94.2% 96.3% Lease-up 19 Avalon Landing 741 98.7% 95.5% 95.3% 20 Avalon at Fairway Hills I 1,009 94.3% 95.9% 96.5% 21 Avalon at Fairway Hills II 1,005 92.8% 94.2% 94.2% 22 Avalon at Symphony Glen 1,025 96.0% 96.2% 95.2% 23 Avalon Fields 1,053 95.3% 96.0% 93.7% 24 Avalon Knoll 968 98.3% 96.5% 95.5% 25 Avalon at Lake Arbor 814 95.7% 94.4% 94.5% 26 Avalon Lea 1,015 98.7% 97.1% 96.0% 27 Avalon at Decoverly 1,001 95.4% 96.7% 96.7% 28 Avalon Crossing 1,170 97.7% 97.1% Lease-up 29 Avalon Ridge 1,000 98.2% 95.7% 94.9% 30 Falkland Chase (7) 770 96.0% 96.0% 96.8% 31 Avalon Heights 920 95.1% 94.4% N/A 32 Aspen Meadows 946 94.9% 95.6% N/A 33 Village Park of Troy 960 95.8% 95.2% N/A 34 Avalon Devonshire 945 97.6% 96.8% N/A 35 Carriage Green (9) 949 N/A N/A N/A 36 Summer Place (9) 900 N/A N/A N/A 37 Avalon Cove 1,084 97.2% 95.3% N/A 38 Avalon Run (8) 1,029 97.2% 96.1% 94.8% 39 Avalon Run East 1,265 99.0% 96.8% Lease-up 40 Avalon Watch 952 96.5% 97.6% 96.0% 41 Avalon Chase 869 93.6% 96.4% 95.8% 42 Avalon View 995 98.3% 97.1% 97.6% 43 Avalon Green 1,104 97.1% 96.3% 97.2% 44 Avalon Towers 1,145 93.6% 95.4% 96.7% 45 Avalon Court 1,238 98.1% Lease-up N/A ------------------------------------------------------------------------ Avg. Rental Rate (1) --------------------------------- Financial $ Per $ Per Property (2) Reporting Apt. Sq. Ft. EBITDA Cost (3) -------------------------------- --------- ----------- -------------- --------------- 1 Avalon Walk I $1,014 $1.01 $3,638 $34,587 2 Avalon Walk II 992 1.01 2,755 23,740 3 Avalon Pavilions 840 0.92 6,249 56,693 4 Avalon Glen 1,567 1.68 3,092 30,244 5 Avalon Grove (4) N/A N/A 4,916 N/A 6 Avalon Gates 1,190 1.08 2,556 35,369 7 Avalon Springs 2,063 N/A 1,893 15,775 8 4100 Massachusetts Avenue 1,357 1.40 3,244 34,931 9 Avalon at Stratford Green N/A N/A 42 21,572 10 Village Park of Westmont 790 0.81 276 25,743 11 Avalon at Danada N/A N/A 47 37,571 12 Avalon at Willow Lake 681 0.69 36 14,944 13 Avalon at Geist 723 0.66 27 12,080 14 Longwood Towers 1,611 2.19 2,472 37,377 15 Avalon at Lexington 1,563 1.36 2,692 14,325 16 Avalon Summit 938 1.18 1,945 16,289 17 Avalon Arbor (6) 937 0.95 2,187 28,461 18 Avalon West 1,227 0.92 1,233 10,810 19 Avalon Landing 757 1.02 853 9,303 20 Avalon at Fairway Hills I 857 0.85 1,265 9,454 21 Avalon at Fairway Hills II 832 0.83 3,354 33,924 22 Avalon at Symphony Glen 829 0.81 1,057 8,166 23 Avalon Fields 978 0.93 1,564 14,298 24 Avalon Knoll 806 0.83 1,823 8,067 25 Avalon at Lake Arbor 852 1.05 1,091 11,950 26 Avalon Lea 737 0.73 1,656 16,130 27 Avalon at Decoverly 1,008 1.01 3,223 31,151 28 Avalon Crossing 1,333 1.14 1,609 13,778 29 Avalon Ridge 844 0.84 2,785 25,269 30 Falkland Chase (7) 790 1.03 N/A N/A 31 Avalon Heights 786 0.85 177 15,308 32 Aspen Meadows 657 0.69 85 12,435 33 Village Park of Troy 698 0.73 432 31,290 34 Avalon Devonshire 820 0.87 80 36,143 35 Carriage Green (9) N/A N/A N/A N/A 36 Summer Place (9) N/A N/A N/A N/A 37 Avalon Cove 2,232 2.06 8,570 90,291 38 Avalon Run (8) 1,029 1.00 N/A N/A 39 Avalon Run East 1,235 0.98 1,910 16,233 40 Avalon Watch 1,024 1.08 4,340 28,423 41 Avalon Chase 918 1.06 2,430 23,661 42 Avalon View 940 0.94 2,000 17,812 43 Avalon Green 1,817 1.65 1,468 12,439 44 Avalon Towers 2,293 2.00 1,504 15,943 45 Avalon Court 1,458 1.18 490 17,231 9 PROFILE OF CURRENT AND DEVELOPMENT COMMUNITIES (DOLLARS IN THOUSANDS, EXCEPT PER APARTMENT HOME DATA) ---------------------------------------- ----------------- ------------------------------ Number Approximate Year of Rentable Area Built or City and State Homes (Sq. Ft.) Acres Acquired -------------------------------- ---------------------- ---------- ----------------- ----------- --------------- 46 Avalon Commons Smithtown, NY 312 374,360 20.6 1997 47 Avalon at Montgomery Cincinnati, OH 264 231,800 17.0 1997 48 Avalon at Center Place Providence, RI 225 222,750 1.2 1997 49 Avalon at Park Center Alexandria, VA 492 382,200 8.5 1994 50 Avalon at Ballston- Quincy and Vermont Towers Arlington, VA 454 420,908 2.3 1997 51 Avalon at Ballston- Washington Towers Arlington, VA 344 294,808 4.1 1990 52 Avalon Birches Chesapeake, VA 312 262,920 20.9 1995 53 AutumnWoods Fairfax, VA 420 355,320 24.2 1996 54 Avalon at Providence Park Fairfax, VA 140 147,472 4.0 1997 55 Avalon Station Fredericksburg, VA 223 210,331 15.9 1994/96 56 Avalon at Hampton I Hampton, VA 186 178,932 8.5 1985 57 Avalon at Hampton II Hampton, VA 231 227,535 11.3 1986 58 Avalon Park Manassas, VA 372 302,808 26.0 1988 59 Avalon at Carter Lake Reston, VA 259 225,848 47.6 1994 60 Avalon at Gayton Richmond, VA 328 282,408 27.6 1984 61 Avalon at Boulders Richmond, VA 284 313,782 32.1 1996 62 Avalon Woods Richmond, VA 268 158,669 18.5 1994 63 Avalon Pointe Stafford, VA 140 119,272 20.2 1994 64 Avalon at Dulles Sterling, VA 236 231,752 15.7 1986 65 Avalon Crescent Tysons Corner, VA 558 623,270 19.1 1997 66 Avalon Pines Virginia Beach, VA 174 142,854 9.7 1996 ---------- ----------------- ----------- 19,724 19,094,049 N/A ---------- ----------------- ----------- DEVELOPMENT COMMUNITIES ------------------------ 67 Avalon at Faxon Park Quincy, MA 171 176,130 8.3 N/A 68 Avalon Fields II Gaithersburg, MD 96 100,704 3.5 N/A 69 Avalon Crest Fort Lee, NJ 351 367,692 13.1 N/A 70 Avalon Cove South Jersey City, NJ 269 243,445 2.8 N/A 71 Avalon Gardens Nanuet, NY 504 647,778 54.4 N/A 72 Avalon Willow Mamaroneck, NY 227 213,009 4.0 N/A 73 Avalon at Bronxville Bronxville, NY 110 119,350 1.5 N/A 74 Avalon at Cameron Court Alexandria, VA 460 488,496 16 N/A 75 Avalon at Fair Lakes Fairfax, VA 234 288,225 10 N/A 76 Avalon Valley (11) Danbury, CT 268 286,760 17 N/A 77 Avalon Lake (11) Danbury, CT 135 159,804 32 N/A ---------- ----------------- ----------- 2,825 3,091,393 N/A ---------- ----------------- ----------- TOTAL: 22,549 22,185,442 N/A ========== ================= =========== -------------------- ---------------- ----------- ---------- Average Economic Average Physical Occupancy Size Occupancy --------------------------- (Sq. Ft.) at 12/31/97 1997 1996 ------------------------------ --------------- ---------------- ------------ ---------- 46 Avalon Commons 1,200 99.7% 98.6% N/A 47 Avalon at Montgomery 878 95.1% 96.1% N/A 48 Avalon at Center Place 990 96.1% 96.2% N/A 49 Avalon at Park Center 777 95.7% 95.4% 96.2% 50 Avalon at Ballston- Quincy and Vermont Towers 927 97.4% 95.6% N/A 51 Avalon at Ballston- Washington Towers 857 95.9% 96.8% (10) 96.7% (11) 52 Avalon Birches 843 93.9% 96.0% 97.0% 53 AutumnWoods 846 95.0% 96.7% 99.0% 54 Avalon at Providence Park 1,139 95.7% 94.9% N/A 55 Avalon Station 943 96.4% 95.0% 81.1% 56 Avalon at Hampton I 962 90.3% 95.2% 94.9% 57 Avalon at Hampton II 985 94.4% 94.8% 95.5% 58 Avalon Park 814 96.2% 96.9% 96.6% 59 Avalon at Carter Lake 872 96.5% 97.3% 97.6% 60 Avalon at Gayton 861 96.3% 95.8% 93.5% 61 Avalon at Boulders 1,105 96.1% 94.7% 95.3% 62 Avalon Woods 592 97.8% 96.1% 96.1% 63 Avalon Pointe 852 99.3% 96.2% 96.3% 64 Avalon at Dulles 982 96.6% 97.8% 96.4% 65 Avalon Crescent 1,117 97.7% Lease-up N/A 66 Avalon Pines 821 93.1% 95.0% 95.9% --------------- ---------------- ------------ ---------- 968 95.9% 95.9% 95.2% --------------- ---------------- ------------ ---------- DEVELOPMENT COMMUNITIES ----------------------- 67 Avalon at Faxon Park 1,030 N/A N/A N/A 68 Avalon Fields II 1,049 N/A N/A N/A 69 Avalon Crest 1,048 N/A N/A N/A 70 Avalon Cove South 905 N/A N/A N/A 71 Avalon Gardens 1,285 N/A N/A N/A 72 Avalon Willow 938 N/A N/A N/A 73 Avalon at Bronxville 1,085 N/A N/A N/A 74 Avalon at Cameron Court 1,062 N/A N/A N/A 75 Avalon at Fair Lakes 1,232 N/A N/A N/A 76 Avalon Valley (11) 1,070 N/A N/A N/A 77 Avalon Lake (11) 1,184 N/A N/A N/A --------------- ---------------- ------------ ---------- 1,094 N/A N/A N/A --------------- ---------------- ------------ ---------- TOTAL: 984 95.9% 95.9% 95.2% =============== ================ ============ ========== ------------------------------------------------------------------------ Avg. Rental Rate (1) --------------------------------- Financial $ Per $ Per Property (2) Reporting Apt. Sq. Ft. EBITDA Cost (3) ------------------------------ --------- ----------- -------------- --------------- 46 Avalon Commons 1,361 1.13 1,779 31,732 47 Avalon at Montgomery 640 0.73 46 15,153 48 Avalon at Center Place 1,579 1.59 1,610 26,424 49 Avalon at Park Center 922 1.19 3,596 37,658 50 Avalon at Ballston- Quincy and Vermont Towers 1,077 1.16 3,860 46,722 51 Avalon at Ballston- Washington Towers 1,110 1.30 2,989 36,893 52 Avalon Birches 693 0.82 1,692 13,461 53 AutumnWoods 870 1.03 2,969 30,631 54 Avalon at Providence Park 978 0.86 483 11,066 55 Avalon Station 705 0.75 1,209 12,001 56 Avalon at Hampton I 644 0.67 778 3,764 57 Avalon at Hampton II 659 0.67 1,065 8,229 58 Avalon Park 705 0.87 1,914 19,948 59 Avalon at Carter Lake 747 0.86 1,372 11,560 60 Avalon at Gayton 680 0.79 1,725 9,945 61 Avalon at Boulders 718 0.65 1,513 16,087 62 Avalon Woods 554 0.94 1,096 8,319 63 Avalon Pointe 744 0.87 781 7,841 64 Avalon at Dulles 836 0.85 1,547 11,706 65 Avalon Crescent 1,272 1.14 3,205 56,625 66 Avalon Pines 656 0.80 833 8,659 --------- ----------- -------------- --------------- 964 1.03 119,128 1,373,634 ========= =========== ============== =============== DEVELOPMENT COMMUNITIES ----------------------- 67 Avalon at Faxon Park N/A N/A N/A 10,780 68 Avalon Fields II N/A N/A N/A 2,997 69 Avalon Crest N/A N/A N/A 14,678 70 Avalon Cove South N/A N/A N/A 5,685 71 Avalon Gardens N/A N/A N/A 45,980 72 Avalon Willow 681 N/A N/A 12,714 73 Avalon at Bronxville N/A N/A N/A 3,767 74 Avalon at Cameron Court N/A N/A N/A 25,108 75 Avalon at Fair Lakes N/A N/A N/A 17,494 76 Avalon Valley (11) N/A N/A N/A N/A 77 Avalon Lake (11) N/A N/A N/A N/A --------- ----------- -------------- --------------- N/A N/A N/A 139,203 --------- ----------- -------------- --------------- TOTAL: $964 $1.03 $119,128 $1,512,837 ========= =========== ============== =============== See Page 15 for notes. 10 LIST OF FEATURES - CURRENT AND DEVELOPMENT COMMUNITIES 1BR/2BR 2BR/3BR Parking Mini- 1 Bath 2 Bath Other Spaces Blinds Carpeting - ------------------------------------- ------------- ------------ ----------- ----------- ------------ ------------- CURRENT COMMUNITIES - ------------------- 1 Avalon Walk I 192/76 88/74 0 802 All All 2 Avalon Walk II 194/56 84/0 0 571 All All 3 Avalon Pavilions 472/168 220/72 0 1,696 All All 4 Avalon Glen 107/0 117/0 14 (12) 370 All All 5 Avalon Grove 246/0 144/12 0 549 All All 6 Avalon Gates 122/0 168/50 0 784 All All 7 Avalon Springs 0/0 70/32 0 162 All All 8 4100 Massachusetts Avenue 161/16 101/3 27 (13) 357 None All 9 Avalon at Stratford Green 63/0 108/9 12 (14) 437 All All 10 Village Park of Westmont 200/200 0 0 650 All All 11 Avalon at Danada 132/0 148/0 15 (15) 195 All All 12 Avalon at Willow Lake 72/32 94/32 321 All All 13 Avalon at Geist 40/16 68/22 59 All All 14 Longwood Towers 127/48 19/21 92 (16) 210 None All 15 Avalon at Lexington 28/24 90/56 0 364 All All 16 Avalon Summit 153/62 28/2 0 435 Some All 17 Avalon Arbor 83/106 59/51 3 (17) 561 All All 18 Avalon West 40/0 55/25 0 289 All All 19 Avalon Landing 83/18 57/0 0 257 All All 20 Avalon at Fairway Hills I 88/14 66/24 0 307 All All 21 Avalon at Fairway Hills II 180/223 88/36 0 830 All All 22 Avalon at Symphony Glen 86/14 54/20 0 279 Some All 23 Avalon Fields 80/32 80/0 0 285 All All 24 Avalon Knoll 136/56 80/28 0 510 Some All 25 Avalon at Lake Arbor 110/0 87/0 12 (18) 312 All All 26 Avalon Lea 130/28 108/30 0 518 All All 27 Avalon at Decoverly 102/0 104/0 162 (19) 550 All All 28 Avalon Crossing 0/54 60/0 18 (20) 224 All All 29 Avalon Ridge 188/42 146/56 0 691 All All 30 Falkland Chase 228/152 0/0 70 (21) 439 All Few 31 Avalon Heights 90/62 44/0 29 (22) 534 All All 32 Aspen Meadows 64/40 110/0 0 375 All All 33 Village Park of Troy 238/306 0 0 1,001 All All 34 Avalon Devonshire 194/0 304/0 0 824 All All 35 Carriage Green 102/0 111/33 0 496 All All 36 Summer Place 80/0 68/12 0 310 All All 37 Avalon Cove 238/0 240/26 0 568 All All 38 Avalon Run 144/90 108/84 0 709 All All 39 Avalon Run East 64/11 95/36 0 345 All All 40 Avalon Watch 251/0 179/82 0 768 All All 41 Avalon Chase 132/48 156/24 0 726 All All 42 Avalon View 112/48 64/64 0 614 All All 43 Avalon Green 25/24 56/0 0 218 All All 44 Avalon Towers 0/0 37/0 72 (23) 196 None All 45 Avalon Court 34/24 52/44 0 367 All All 46 Avalon Commons 128/40 112/32 0 568 All All 47 Arbors of Montgomery 176/0 88/0 0 557 All All 48 Avalon at Center Place 103/0 112/4 6 (13) 400 All All Large Washer & Vaulted Storage or Patio Deck Dryer Hook-Ups Ceilings Walk-in Balcony or or Units and/or Lofts Fireplace Closet Sunroom - ------------------------------------- ---------------- -------------- ------------- ------------- ------------ CURRENT COMMUNITIES - ------------------- 1 Avalon Walk I All Some Some All All 2 Avalon Walk II All Some Some All All 3 Avalon Pavilions All Some Some All All 4 Avalon Glen All Some Some All All 5 Avalon Grove All Some Some All All 6 Avalon Gates All Some Some All All 7 Avalon Springs All All All All All 8 4100 Massachusetts Avenue All Some Some Some All 9 Avalon at Stratford Green All None Some All All 10 Village Park of Westmont None None None Some All 11 Avalon at Danada All None Some Some Some 12 Avalon at Willow Lake All Some Some All All 13 Avalon at Geist All None All All All 14 Longwood Towers Some None Some All No 15 Avalon at Lexington All Some Some All All 16 Avalon Summit None None None Some All 17 Avalon Arbor All Some Some All All 18 Avalon West All Some Some All All 19 Avalon Landing All None Some All All 20 Avalon at Fairway Hills I All Some Some All All 21 Avalon at Fairway Hills II All Some Some Some All 22 Avalon at Symphony Glen All Some Some All All 23 Avalon Fields All Some Some All All 24 Avalon Knoll All Some Some All All 25 Avalon at Lake Arbor All Some None All All 26 Avalon Lea All Some Some All All 27 Avalon at Decoverly All Some Some Some All 28 Avalon Crossing All Some Some All All 29 Avalon Ridge All Some Some All All 30 Falkland Chase Few None Some Some Some 31 Avalon Heights Most Some Some All All 32 Aspen Meadows All Some None All All 33 Village Park of Troy None Some None All Some 34 Avalon Devonshire Some Some Some Some Some 35 Carriage Green All Some Some Some All 36 Summer Place All Some Some All All 37 Avalon Cove All Some Some All Most 38 Avalon Run All Some Some All All 39 Avalon Run East All Some Some All All 40 Avalon Watch All Some Some All All 41 Avalon Chase All None Some All All 42 Avalon View All Some Some All All 43 Avalon Green All Some Some All All 44 Avalon Towers All None None All All 45 Avalon Court All Some Some All All 46 Avalon Commons All Some Some All All 47 Arbors of Montgomery All Some Some All All 48 Avalon at Center Place All None None Some Some Other - ----------------------------------- --------------------------------------------------------------------------------------- CURRENT COMMUNITIES - ------------------- 1 Avalon Walk I Double thermal pane windows, optional carports 2 Avalon Walk II Optional carports 3 Avalon Pavilions Double thermal pane windows, optional garages 4 Avalon Glen Controlled-access building entrances, outside storage, optional underground garage and carports 5 Avalon Grove Security systems, controlled-access building entrances 6 Avalon Gates Reading room, security systems 7 Avalon Springs Mail area, trash recycling building, security system 8 4100 Massachusetts Avenue Hardwood entry floors, controlled-access entry, 24-hour front desk, underground parking 9 Avalon at Stratford Green All homes have full-sized washers and dryers and most homes have attached direct access garages. 10 Village Park of Westmont Business center, some ceiling fans 11 Avalon at Danada Attached garages, oversized windows 12 Avalon at Willow Lake Garages with electric openers, private entrances, garbage disposal, large pantries 13 Avalon at Geist All homes have detached or direct access attached garages and floor-to-ceiling windows, private entrances, and garbage disposals 14 Longwood Towers Garage with valet parking, grand lobby, central laundry, across street from rapid transit stop 15 Avalon at Lexington Optional carports 16 Avalon Summit Garbage disposals, laundry rooms, detached garages, storage 17 Avalon Arbor Optional carports 18 Avalon West Security systems, ceiling fans in some apartments, attached garages 19 Avalon Landing Optional carports, bay windows, storm windows 20 Avalon at Fairway Hills I Some apartments have built-in bookcases 21 Avalon at Fairway Hills II Optional bay windows, some apartments have built-in bookcases 22 Avalon at Symphony Glen Double thermal pane windows, outside storage, central laundry, some apartments have built-in bookcases 23 Avalon Fields Ceiling fan hook-ups, pantries, security systems, detached garages 24 Avalon Knoll Controlled-access building entrances, central laundry, some apartments have built-in bookcases 25 Avalon at Lake Arbor Thermal pane windows, energy-saving appliances, controlled access, microwaves, garbage disposal, some lake views, sprinkler system 26 Avalon Lea Some apartments have built-in bookcases 27 Avalon at Decoverly Thermal pane windows, ice makers, garbage disposals, gas utilities 28 Avalon Crossing Attached/detached garages, security systems, pantries, ceiling fan hookups, 9' ceilings, 6' windows 29 Avalon Ridge Central laundry, some apartments have built-in bookcases, car wash 30 Falkland Chase Laundry rooms, optional storage and garage parking, controlled-access intercom systems, most apartments have hardwood floors 31 Avalon Heights Business center, security system 32 Aspen Meadows Garbage disposals 33 Village Park of Troy Laundry rooms, garbage disposal, microwaves 34 Avalon Devonshire Covered parking and attached garages 35 Carriage Green Underground parking, microwave 36 Summer Place Control-access building entrances, garbage disposals 37 Avalon Cove Security systems, controlled-access building entrances 38 Avalon Run Optional carports 39 Avalon Run East Security system with available 24-hour monitoring, icemakers 40 Avalon Watch Garages 41 Avalon Chase Some carports, some bay windows 42 Avalon View Optional carports 43 Avalon Green Security systems, central air conditioning, ceiling fans in some apartments 44 Avalon Towers Alarm systems, jacuzzi tubs, ceramic tile/granite backsplash in kitchens, microwaves, self-clean ovens, some marble foyers in entrance area 45 Avalon Court Direct access garages, security systems 46 Avalon Commons Security system 47 Arbors of Montgomery Lake and wood views, ceiling fans, wallpaper 48 Avalon at Center Place Garage, control access, double pane windows 11 LIST OF FEATURES - CURRENT AND DEVELOPMENT COMMUNITIES 1BR/2BR 2BR/3BR Parking Mini- 1 Bath 2 Bath Other Spaces Blinds Carpeting - ------------------------------------- ------------- ------------ ----------- ----------- ------------ ------------- 49 Avalon at Park Center 384/0 108/0 0 684 All All 50 Avalon at Ballston- Quincy and Vermont Towers 370/0 84/0 0 498 All All 51 Avalon at Ballston- Washington Towers 205/31 108/0 0 471 All All 52 Avalon Birches 120/0 192/0 0 562 All All 53 AutumnWoods 252/72 96/0 0 727 All All 54 Avalon at Providence Park 24/0 108/0 8 (24) 296 All All 55 Avalon Station 68/31 100/24 0 682 All All 56 Avalon at Hampton I 82/22 64/18 0 276 All All 57 Avalon at Hampton II 95/44 56/36 0 350 All All 58 Avalon Park 140/40 138/0 54 (25) 784 All All 59 Avalon at Carter Lake 91/21 0/0 147 (20) 403 All Some 60 Avalon at Gayton 156/54 88/30 0 518 All All 61 Avalon at Boulders 90/0 179/15 0 571 All All 62 Avalon Woods 200/0 48/0 20 (13) 434 All All 63 Avalon Pointe 44/66 30/0 0 297 All All 64 Avalon at Dulles 104/40 76/16 0 464 All All 65 Avalon Crescent 186/24 312/0 36 (27) 977 All All 66 Avalon Pines 90/24 60/0 0 308 All All ------------- ------------ ----------- ----------- 8719/2599 6374/1235 797 32,892 ------------- ------------ ----------- ----------- DEVELOPMENT COMMUNITIES* - ------------------------ 67 Avalon at Faxon Park 68/0 75/28 0 330 All All 68 Avalon Fields II 32/0 32/32 0 466 All All 69 Avalon Crest 132/0 152/67 0 631 All All 70 Avalon Cove South 171/0 98/0 0 285 All All 71 Avalon Gardens 208/48 144/104 0 1,210 All All 72 Avalon Willow 151/0 76/0 0 379 All All 73 Avalon at Bronxville 58/0 52/0 0 167 All All 74 Avalon at Cameron Court 208/0 252/0 0 860 All All 75 Avalon at Fair Lakes 45/0 163/0 26 (27) 505 All All 76 Avalon Valley 106/0 134/28 0 572 All All 77 Avalon Lake 60/0 75/0 0 274 All All ------------- ------------ ----------- ----------- Subtotals 1239/48 1253/259 26 5,679 ------------- ------------ ----------- ----------- TOTAL: 9958/2647 7627/1494 823 38,571 ============= ============ =========== =========== Large Washer & Vaulted Storage or Patio Deck Dryer Hook-Ups Ceilings Walk-in Balcony or or Units and/or Lofts Fireplace Closet Sunroom - ---------------------------------- ---------------- -------------- ------------- ------------- ------------ 49 Avalon at Park Center All Some Some All All 50 Avalon at Ballston- Quincy and Vermont Towers All None Some All All 51 Avalon at Ballston- Washington Towers All None Some Some All 52 Avalon Birches All Some All All All 53 AutumnWoods All Some Some All All 54 Avalon at Providence Park All None Some All All 55 Avalon Station All Some Some All All 56 Avalon at Hampton I All Some Some All All 57 Avalon at Hampton II All Some Some All All 58 Avalon Park All Some Some All All 59 Avalon at Carter Lake None None None Some All 60 Avalon at Gayton All Some Some All All 61 Avalon at Boulders All None All All All 62 Avalon Woods All Some None Some Some 63 Avalon Pointe All Some None All All 64 Avalon at Dulles All Some Some All All 65 Avalon Crescent All Some Some All All 66 Avalon Pines All Some All All All DEVELOPMENT COMMUNITIES* - ------------------------ 67 Avalon at Faxon Park All Some Some Some All 68 Avalon Fields II All Some Some All All 69 Avalon Crest All Some Some All All 70 Avalon Cove South All None None All Some 71 Avalon Gardens All Some Some All All 72 Avalon Willow All Some Some All All 73 Avalon at Bronxville All Some Some All All 74 Avalon at Cameron Court All Some Some All All 75 Avalon at Fair Lakes All Some Some Some All 76 Avalon Valley All Some Some All All 77 Avalon Lake All Some Some All All Subtotals TOTAL: Other - ------------------------------------- ------------------------------------------------------------------------------------------- 49 Avalon at Park Center Optional sunrooms, wallpaper in kitchens and baths, ceiling fans, controlled access in mid-rise buildings, security systems in garden apartments, controlled-access gates at communit 50 Avalon at Ballston- Quincy and Vermont Towers Optional ceiling fans, optional garages 51 Avalon at Ballston- Washington Towers Controlled-access building entrances 52 Avalon Birches Garbage disposals, ceiling fans, ice makers, double sinks, storage 53 AutumnWoods Optional bay windows, optional storage, some apartments have built-in bookcases 54 Avalon at Providence Park Garbage disposals, double pane windows, reading room 55 Avalon Station Garbage disposals, bay windows, 11 ft. ceilings in dens 56 Avalon at Hampton I Double thermal pane windows, central laundry, some apartments have built-in bookcases 57 Avalon at Hampton II Double thermal pane windows, central laundry, some apartments have built-in bookcases 58 Avalon Park Microwave ovens, all apartments have custom bookshelves and ceiling fans 59 Avalon at Carter Lake Garbage disposals, storm windows, laundry facilities 60 Avalon at Gayton Double thermal pane windows, some apartments have built-in bookshelves, wet bars and controlled-access building entrances, optional storage units 61 Avalon at Boulders Optional storage closets, garbage disposals, ceiling fans 62 Avalon Woods Private entrances, ceiling fans, sun rooms in some units 63 Avalon Pointe Garbage disposals, vaulted ceilings 64 Avalon at Dulles Some apartments have built-in bookcases, pantries, optional bay windows 65 Avalon Crescent Pantries, icemakers, garbage disposals, security alarms, sprinkler system, walk-in showers, ceramic tile entry foyer, breakfast bars 66 Avalon Pines Garages, ceiling fans, garbage disposals DEVELOPMENT COMMUNITIES* - ------------------------ 67 Avalon at Faxon Park Security systems, garges 68 Avalon Fields II Pantries, ice makers, continious cleaning ovens, garbage disposals, breakfast bars 69 Avalon Crest Controlled access building entrance 70 Avalon Cove South Security system , some homes with bay windows 71 Avalon Gardens Security system, garages 72 Avalon Willow Security system, garages 73 Avalon at Bronxville Security system , some homes with bay windows 74 Avalon at Cameron Court Direct access garages, intrusion alarms, microwaves, garbage disposals, pantries, breakfast bars 75 Avalon at Fair Lakes Controlled access building entrance, garbage disposals, direct access garages, pantries, breakfast bars 76 Avalon Valley Garages, carports, game room 77 Avalon Lake Some garage parking Subtotals TOTAL: All apartment homes contain refrigerators and dishwashers and all homes are cable TV ready. * See page 15 for notes. 12 RECREATIONAL AMENITIES - CURRENT AND DEVELOPMENT COMMUNITIES Indoor/ Outdoor Clubhouse/ Fitness Tennis Racquet- Basket- Clubroom Center Pool Court ball ball - ------------------------------ ----------- ---------- -------- ---------- ----------- ----------- CURRENT COMMUNITIES - ------------------- 1 Avalon Walk I Yes Yes Yes No Yes Yes 2 Avalon Walk II Yes Yes Yes Yes Yes Yes 3 Avalon Pavilions Yes Yes Yes Yes Yes Yes 4 Avalon Glen Yes Yes Yes No Yes No 5 Avalon Grove Yes Yes Yes No Yes Yes 6 Avalon Gates Yes Yes Yes Yes Yes Yes 7 Avalon Springs Yes Yes Yes No No No 8 4100 Massachusetts Avenue Yes Yes Yes No No No 9 Avalon at Stratford Green Yes No Yes No No No 10 Village Park of Westmont Yes Yes Yes No Yes Yes 11 Avalon at Danada Yes Yes Yes No No No 12 Avalon at Willow Lake Yes Yes Yes Yes No No 13 Avalon at Geist Yes Yes Yes No No No 14 Longwood Towers Yes No No No No No 15 Avalon at Lexington Yes Yes Yes No No Yes 16 Avalon Summit No Yes Yes No No No 17 Avalon Arbor Yes Yes Yes Yes No Yes 18 Avalon West Yes No Yes No No Yes 19 Avalon Landing Yes Yes Yes No No No 20 Avalon at Fairway Hills I Yes Yes Yes Yes No No 21 Avalon at Fairway Hills II Yes Yes Yes Yes Yes No 22 Avalon at Symphony Glen No No Yes No No No 23 Avalon Fields Yes Yes Yes No No No 24 Avalon Knoll Yes Yes Yes Yes No Yes 25 Avalon at Lake Arbor Yes Yes Yes No No No 26 Avalon Lea Yes Yes Yes Yes No No 27 Avalon at Decoverly Yes Yes Yes Yes Yes Yes 28 Avalon Crossing Yes Yes Yes No No No 29 Avalon Ridge Yes Yes Yes Yes Yes Yes 30 Falkland Chase Yes Yes No No No No 31 Avalon Heights Yes Yes Yes Yes Yes No 32 Aspen Meadows Yes No Yes Yes No No 33 Village Park of Troy Yes Yes Yes Yes Yes Yes 34 Avalon Devonshire Yes Yes Yes Yes No No 35 Carriage Green Yes Yes Yes Yes No No 36 Summer Place Yes Yes Yes Yes No No 37 Avalon Cove Yes Yes Yes No Yes Yes 38 Avalon Run Yes Yes Yes Yes Yes Yes 39 Avalon Run East Yes No Yes No No No 40 Avalon Watch Yes Yes Yes Yes Yes Yes 41 Avalon Chase Yes Yes Yes Yes No No 42 Avalon View Yes Yes Yes Yes No Yes 43 Avalon Green Yes No Yes No No No 44 Avalon Towers Yes Yes Yes No No No 45 Avalon Court Yes Yes Yes No No No 46 Avalon Commons Yes Yes Yes No No Yes 47 Arbors of Montgomery Yes Yes Yes Yes Yes Yes 48 Avalon at Center Place Yes Yes Yes No No No 49 Avalon at Park Center Yes Yes Yes No No Yes 50 Avalon at Ballston- Quincy & Vermont Towers Yes Yes Yes Yes No No 51 Avalon at Ballston- Tot Lot/ Sauna or Tot Pool Whirlpool Other - ------------------------------ ---------- ------------ --------------------------------------------------------- CURRENT COMMUNITIES - ------------------- 1 Avalon Walk I Yes No Heated pool, media room, ping-pong room 2 Avalon Walk II Yes Yes Aerobics studio, library 3 Avalon Pavilions Yes No Picnic area, media room, ping-pong room, heated pool, sports court 4 Avalon Glen No No Heated pool, picnic area with barbecue grills 5 Avalon Grove Yes No 6 Avalon Gates Yes No Game room, picnic area 7 Avalon Springs Yes No Nature trail 8 4100 Massachusetts Avenue No No Rooftop pool, nearby parks 9 Avalon at Stratford Green No No Gazebos, prairie reserve, concierge services 10 Village Park of Westmont Yes Yes Billards 11 Avalon at Danada No No Conference room, concierge services 12 Avalon at Willow Lake No No Picnic areas with barbeque grills, covered car wash 13 Avalon at Geist No No Wooded picnic areas with barbeque grills 14 Longwood Towers No No Restaurant, ballroom, concierge 15 Avalon at Lexington Yes No Picnic area, heated pool, media room 16 Avalon Summit No No 17 Avalon Arbor Yes No Heated pool, lighted tennis courts 18 Avalon West Yes No 19 Avalon Landing No Yes Sauna, 14-acre wooded setting 20 Avalon at Fairway Hills I Yes No Picnic area, lighted tennis court 21 Avalon at Fairway Hills II Yes No Car wash area, tanning bed 22 Avalon at Symphony Glen Yes No Picnic area with barbecue grills 23 Avalon Fields Yes No Picnic/sitting areas, pool with landscaped deck, car wash area 24 Avalon Knoll Yes Yes Lighted tennis courts, picnic area with barbecue grills 25 Avalon at Lake Arbor No Yes Jogging trail 26 Avalon Lea No Yes Lighted tennis court, English garden with gazebo 27 Avalon at Decoverly Yes Yes Lap pool & cocktail pool, car wash area, croquet court 28 Avalon Crossing Yes No Picnic/sitting area, walking path, play area 29 Avalon Ridge Yes Yes Walk and bike trails, picnic area with barbecue grills, volleyball court 30 Falkland Chase Yes No Picnic area with barbecue grills and picnic tables, community room 31 Avalon Heights Yes Yes Sand volleyball, jogging trails, jacuzzi 32 Aspen Meadows Yes No Sand volleyball, picnic area with barbecue grills 33 Village Park of Troy No Yes Sand volleyball, picnic area with barbecue grills 34 Avalon Devonshire No Yes Gazebos, picnic areas with barbecue grills, jogging trails, billiards, large screen TV 35 Carriage Green Yes Yes Community rooms, sauna, picnic area, sand volleyball 36 Summer Place No Yes Sand volleyball, billiard table, tanning table 37 Avalon Cove Yes No 38 Avalon Run Yes No Media room, library, sport lawn 39 Avalon Run East Yes No Walking/jogging trail 40 Avalon Watch Yes Yes Lighted tennis courts, picnic areas 41 Avalon Chase No Yes Volleyball court, car wash area, picnic area with barbecues 42 Avalon View Yes No Library, ping-pong room 43 Avalon Green No No Picnic area 44 Avalon Towers Yes Yes Adjacent to ocean boardwalk, enclosed garage with carwash, 24-hour concierge, billiard room 45 Avalon Court Yes No 46 Avalon Commons Yes No 47 Arbors of Montgomery No Yes Car wash, sand volleyball court 48 Avalon at Center Place No No Conference room, storage facility, bicycle storage, car wash area 49 Avalon at Park Center Yes Yes Sand volleyball court, walking trail 50 Avalon at Ballston- Quincy & Vermont Towers No Yes 51 Avalon at Ballston- 13 Indoor/ Outdoor Clubhouse/ Fitness Tennis Racquet- Basket- Clubroom Center Pool Court ball ball - -------------------------- ----------- ---------- -------- ---------- ----------- ----------- Washington Towers Yes Yes Yes Yes No No 52 Avalon Birches Yes Yes Yes Yes No No 53 AutumnWoods Yes Yes Yes Yes No Yes 54 Avalon at Providence Park Yes No Yes No No No 55 Avalon Station Yes Yes Yes No No No 56 Avalon at Hampton I No Yes Yes Yes No No 57 Avalon at Hampton II Yes Yes Yes Yes No No 58 Avalon Park Yes Yes Yes Yes Yes No 59 Avalon at Carter Lake No No Yes Yes No No 60 Avalon at Gayton Yes Yes Yes Yes No No 61 Avalon at Boulders Yes Yes Yes Yes No No 62 Avalon Woods Yes Yes Yes Yes Yes No 63 Avalon Pointe Yes No Yes Yes No No 64 Avalon at Dulles Yes Yes Yes Yes No No 65 Avalon Crescent Yes Yes Yes No No Yes 66 Avalon Pines Yes Yes Yes No Yes Yes DEVELOPMENT COMMUNITIES - ----------------------- 67 Avalon at Faxon Park Yes Yes Yes No No No 68 Avalon Fields II Yes Yes Yes No No No 69 Avalon Crest Yes Yes Yes No No Yes 70 Avalon Cove South Yes Yes Yes No No No 71 Avalon Gardens Yes Yes Yes Yes Yes Yes 72 Avalon Willow Yes Yes Yes No Yes No 73 Avalon at Bronxville Yes Yes No No No No 74 Avalon at Cameron Court Yes Yes Yes No No Yes 75 Avalon at Fair Lakes Yes Yes Yes Yes No No 76 Avalon Valley Yes Yes Yes No No No 77 Avalon Lake Yes Yes Yes No No Yes Tot Lot/ Sauna or Tot Pool Whirlpool Other - -------------------------- ---------- ------------ --------------------------------------------------------- Washington Towers No No Lighted tennis court, community room 52 Avalon Birches Yes Yes Tanning bed, guest suite, 24-hour fitness center, sand volleyball, lighted tennis courts, picnic area 53 AutumnWoods Yes Yes Sand volleyball court, car wash area, barbecue facilities, community bicyles 54 Avalon at Providence Park No No Car wash area, business center 55 Avalon Station No No Volleyball court 56 Avalon at Hampton I Yes Yes Lighted tennis court, car wash 57 Avalon at Hampton II No Yes Picnic area, volleyball court, lighted tennis court 58 Avalon Park Yes Yes Lighted tennis courts 59 Avalon at Carter Lake Yes No Lighted tennis courts, volleyball, picnic area, lake view 60 Avalon at Gayton No Yes Lighted tenni