<PAGE>
 
    As filed with the Securities and Exchange Commission on August 6, 1998

                                                          File No. 333-
===============================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933
                                   ----------
                          ARCHSTONE COMMUNITIES TRUST
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

             MARYLAND                                    74-6056896
  (STATE OR OTHER JURISDICTION              (I.R.S. EMPLOYER IDENTIFICATION NO.)
OF INCORPORATION OR ORGANIZATION)

    7670 SOUTH CHESTER STREET                               80112
       ENGLEWOOD, COLORADO                                (ZIP CODE)
 (ADDRESS OF PRINCIPAL EXECUTIVE 
            OFFICES)

              REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
                                 (303) 708-5959

                          ARCHSTONE COMMUNITIES TRUST
                         401(K) SAVINGS PLAN AND TRUST
                            (FULL TITLE OF THE PLAN)

                                JEFFREY A. KLOPF
                                   SECRETARY
                           7670 SOUTH CHESTER STREET
                          ENGLEWOOD, COLORADO   80112
                                 (303) 708-5959
                              (AGENT FOR SERVICE)

                         -----------------------------

                        CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
=======================================================================================================================
                                                               PROPOSED              MAXIMUM
 TITLE OF SECURITIES TO BE REGISTERED    AMOUNT TO BE       MAXIMUM OFFERING    AGGREGATE OFFERING       AMOUNT OF
                                          REGISTERED        PRICE PER SHARE*          PRICE*          REGISTRATION FEE
----------------------------------------------------------------------------------------------------------------------- 
<S>                                      <C>                <C>                  <C>                  <C> 
 Common Shares of Beneficial
 Interest, par value $1.00 per
 share (including related
 preferred share purchase
 rights)                                115,000 Shares         $20.46875           $2,353,906.25          $694.41
======================================================================================================================
</TABLE>
 *  Estimated solely for the purpose of computing the registration fee on the
    basis of the average of the high and low prices for the Common Shares as
    reported on the New York Stock Exchange on August 4, 1998.
================================================================================
<PAGE>
 
    This Registration Statement is being filed to increase the number of shares
available under the Registrant's 401(k) Savings Plan and Trust (the "Plan") in
connection with the merger of Security Capital Atlantic Incorporated with and
into the Registrant.  The contents of the Registration Statement on Form S-8
(File No. 333-43723) relating to the Plan are incorporated herein by reference.

<PAGE>
 
                                   SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Englewood, State of Colorado, on August 6, 1998.

                                      ARCHSTONE COMMUNITIES TRUST

                                      By /s/ R. Scot Sellers 
                                        ----------------------------------------
                                        R. Scot Sellers
                                        Co-Chairman and Chief Investment Officer


                               POWER OF ATTORNEY

      Each person whose signature appears below constitutes and appoints
Constance B. Moore, R. Scot Sellers, Jeffrey A. Klopf and Mark W. Pearson, and
each of them singly, his true and lawful attorneys-in-fact and agents, with full
power of substitution and resubstitution, for him and in his name, place and
stead, in any and all capacities, to sign any and all amendments (including
post-effective amendments) to this registration statement, to sign a
registration statement filed with the Securities and Exchange Commission
pursuant to Rule 462(b) promulgated under the Securities Act of 1933 and any and
all amendments thereto, and to file the same, with all exhibits thereto, and any
and all documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform any and all acts and things requisite
and necessary to be done in and about the premises, as fully to all intents and
purposes as he might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, or his substitute or
nominee, may lawfully do or cause to be done by virtue hereof.

      Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.

<TABLE>
<CAPTION>

      Signature                         Title                        Date
      ---------                         -----                        ---- 
<S>                     <C>                                     <C>
 
/s/ Constance B. Moore  Co-Chairman, Chief Operating Officer    August 6, 1998
----------------------  and Trustee
  Constance B. Moore
 
 /s/ R. Scot Sellers    Co-Chairman, Chief Investment           August 6, 1998
----------------------  Officer and Trustee
  R. Scot Sellers       
 
   /s/ William Kell     Senior Vice President and Controller    August 6, 1998
----------------------  (Principal Financial Officer)
     William Kell

  /s/ Ash K. Atwood 
----------------------  Vice President                          August 6, 1998
    Ash K. Atwood       (Principal Accounting Officer)

/s/ James A. Cardwell 
----------------------  Trustee                                 August 6, 1998
  James A. Cardwell
 
/s/ James H. Polk, III
----------------------  Trustee                                 August 6, 1998
  James H. Polk, III
 
  /s/ James C. Potts
----------------------  Trustee                                 August 6, 1998
    James C. Potts
 
</TABLE> 
                                      II-1
<PAGE>

/s/ John T. Kelley III
----------------------  Trustee                                August 6, 1998
  John T. Kelley III

/s/ Calvin K. Kessler 
----------------------  Trustee                                August 6, 1998
  Calvin K. Kessler
 
 /s/ William G. Myers
----------------------  Trustee                                August 6, 1998
   William G. Myers
  
  /s/ Ned S. Holmes
----------------------  Trustee                                August 6, 1998
    Ned S. Holmes
 
 /s/ John M. Richman
----------------------  Trustee                                August 6, 1998
   John M. Richman
 
/s/ John C. Schweitzer
----------------------  Trustee                                August 6, 1998
  John C. Schweitzer

                                      II-2
<PAGE>
 
                               INDEX TO EXHIBITS
                               -----------------
Exhibit
Number  Description of Document
------  -----------------------
4.1     Amended Restated Declaration of Trust dated June 30, 1998 (incorporated
        by reference to Exhibit 4.1 to the Registrant's Report on Form 8-K dated
        July 6, 1998).

4.2     Amended and Restated By-Laws (incorporated by reference to Exhibit 4.2
        to the Registrant's Report on Form 8-K dated July 6, 1998).

4.3     Rights Agreement dated as of July 21, 1994 between the Registrant and
        Chemical Bank, including forms of Rights Certificate (incorporated by
        reference to Exhibit 4.2 to the Registrant's Form 8-K dated July 19,
        1994).

4.4     First Amendment dated as of February 8, 1995 to the Rights Agreement
        (incorporated by reference to Exhibit 4.13 to the Registrant's Form 10-K
        for the year ended December 31, 1994).

4.5     Security Capital Pacific Trust 401(k) Savings Plan and Trust
        (incorporated by reference to Exhibit 4.12 to the Registrant's
        Registration Statement No. 333-43723).

4.6     Amendment No. 1 to Security Capital Pacific Trust 401(k) Savings Plan
        and Trust

5       Opinion of Mayer, Brown & Platt                    .

15      Letter regarding unaudited interim financial information

23.1    Consent of Mayer, Brown & Platt (included in its opinion filed as
        Exhibit 5 hereto)

23.2    Consent of KPMG Peat Marwick LLP

24.1    Power of Attorney (included on page II-1)




                                      II-3
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 9432}]
{"company-data": {"conformed-name": "ARCHSTONE COMMUNITIES TRUST/", "cik": "0000080737", "assigned-sic": "6798", "irs-number": "746056896", "state-of-incorporation": "MD", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-60817", "film-number": "98678689"}, "business-address": {"street1": "7670 SOUTH CHESTER ST", "city": "ENGLEWOOD", "state": "CO", "zip": "80112", "phone": "3037085959"}, "mail-address": {"street1": "7670 SOUTH CHESTER ST", "city": "ENGLEWOOD", "state": "CO", "zip": "80112"}, "former-company": [{"former-conformed-name": "SECURITY CAPITAL PACIFIC TRUST", "date-changed": "19950417"}, {"former-conformed-name": "PROPERTY TRUST OF AMERICA", "date-changed": "19920703"}, {"former-conformed-name": "EL PASO REAL ESTATE INVESTMENT TRUST", "date-changed": "19700108"}]}
As filed with the Securities and Exchange Commission on August 6, 1998

                                                          File No. 333-
===============================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933
                                   ----------
                          ARCHSTONE COMMUNITIES TRUST
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

             MARYLAND                                    74-6056896
  (STATE OR OTHER JURISDICTION              (I.R.S. EMPLOYER IDENTIFICATION NO.)
OF INCORPORATION OR ORGANIZATION)

    7670 SOUTH CHESTER STREET                               80112
       ENGLEWOOD, COLORADO                                (ZIP CODE)
 (ADDRESS OF PRINCIPAL EXECUTIVE 
            OFFICES)

              REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
                                 (303) 708-5959

                          ARCHSTONE COMMUNITIES TRUST
                         401(K) SAVINGS PLAN AND TRUST
                            (FULL TITLE OF THE PLAN)

                                JEFFREY A. KLOPF
                                   SECRETARY
                           7670 SOUTH CHESTER STREET
                          ENGLEWOOD, COLORADO   80112
                                 (303) 708-5959
                              (AGENT FOR SERVICE)

                         -----------------------------

                        CALCULATION OF REGISTRATION FEE
=======================================================================================================================
                                                               PROPOSED              MAXIMUM
 TITLE OF SECURITIES TO BE REGISTERED    AMOUNT TO BE       MAXIMUM OFFERING    AGGREGATE OFFERING       AMOUNT OF
                                          REGISTERED        PRICE PER SHARE*          PRICE*          REGISTRATION FEE
-----------------------------------------------------------------------------------------------------------------------
Common Shares of Beneficial
 Interest, par value $1.00 per
 share (including related
 preferred share purchase
 rights)                                115,000 Shares         $20.46875           $2,353,906.25          $694.41
======================================================================================================================
*  Estimated solely for the purpose of computing the registration fee on the
    basis of the average of the high and low prices for the Common Shares as
    reported on the New York Stock Exchange on August 4, 1998.
================================================================================
This Registration Statement is being filed to increase the number of shares
available under the Registrant's 401(k) Savings Plan and Trust (the "Plan") in
connection with the merger of Security Capital Atlantic Incorporated with and
into the Registrant.  The contents of the Registration Statement on Form S-8
(File No. 333-43723) relating to the Plan are incorporated herein by reference.
SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Englewood, State of Colorado, on August 6, 1998.

                                      ARCHSTONE COMMUNITIES TRUST

                                      By /s/ R. Scot Sellers 
                                        ----------------------------------------
                                        R. Scot Sellers
                                        Co-Chairman and Chief Investment Officer

                               POWER OF ATTORNEY

      Each person whose signature appears below constitutes and appoints
Constance B. Moore, R. Scot Sellers, Jeffrey A. Klopf and Mark W. Pearson, and
each of them singly, his true and lawful attorneys-in-fact and agents, with full
power of substitution and resubstitution, for him and in his name, place and
stead, in any and all capacities, to sign any and all amendments (including
post-effective amendments) to this registration statement, to sign a
registration statement filed with the Securities and Exchange Commission
pursuant to Rule 462(b) promulgated under the Securities Act of 1933 and any and
all amendments thereto, and to file the same, with all exhibits thereto, and any
and all documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform any and all acts and things requisite
and necessary to be done in and about the premises, as fully to all intents and
purposes as he might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, or his substitute or
nominee, may lawfully do or cause to be done by virtue hereof.

      Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
Signature                         Title                        Date
      ---------                         -----                        ----
/s/ Constance B. Moore  Co-Chairman, Chief Operating Officer    August 6, 1998
----------------------  and Trustee
  Constance B. Moore
 
 /s/ R. Scot Sellers    Co-Chairman, Chief Investment           August 6, 1998
----------------------  Officer and Trustee
  R. Scot Sellers       
 
   /s/ William Kell     Senior Vice President and Controller    August 6, 1998
----------------------  (Principal Financial Officer)
     William Kell

  /s/ Ash K. Atwood 
----------------------  Vice President                          August 6, 1998
    Ash K. Atwood       (Principal Accounting Officer)

/s/ James A. Cardwell 
----------------------  Trustee                                 August 6, 1998
  James A. Cardwell
 
/s/ James H. Polk, III
----------------------  Trustee                                 August 6, 1998
  James H. Polk, III
 
  /s/ James C. Potts
----------------------  Trustee                                 August 6, 1998
    James C. Potts
II-1
/s/ John T. Kelley III
----------------------  Trustee                                August 6, 1998
  John T. Kelley III

/s/ Calvin K. Kessler 
----------------------  Trustee                                August 6, 1998
  Calvin K. Kessler
 
 /s/ William G. Myers
----------------------  Trustee                                August 6, 1998
   William G. Myers
  
  /s/ Ned S. Holmes
----------------------  Trustee                                August 6, 1998
    Ned S. Holmes
 
 /s/ John M. Richman
----------------------  Trustee                                August 6, 1998
   John M. Richman
 
/s/ John C. Schweitzer
----------------------  Trustee                                August 6, 1998
  John C. Schweitzer

                                      II-2
INDEX TO EXHIBITS
                               -----------------
Exhibit
Number  Description of Document
------  -----------------------
4.1     Amended Restated Declaration of Trust dated June 30, 1998 (incorporated
        by reference to Exhibit 4.1 to the Registrant's Report on Form 8-K dated
        July 6, 1998).

4.2     Amended and Restated By-Laws (incorporated by reference to Exhibit 4.2
        to the Registrant's Report on Form 8-K dated July 6, 1998).

4.3     Rights Agreement dated as of July 21, 1994 between the Registrant and
        Chemical Bank, including forms of Rights Certificate (incorporated by
        reference to Exhibit 4.2 to the Registrant's Form 8-K dated July 19,
        1994).

4.4     First Amendment dated as of February 8, 1995 to the Rights Agreement
        (incorporated by reference to Exhibit 4.13 to the Registrant's Form 10-K
        for the year ended December 31, 1994).

4.5     Security Capital Pacific Trust 401(k) Savings Plan and Trust
        (incorporated by reference to Exhibit 4.12 to the Registrant's
        Registration Statement No. 333-43723).

4.6     Amendment No. 1 to Security Capital Pacific Trust 401(k) Savings Plan
        and Trust

5       Opinion of Mayer, Brown & Platt                    .

15      Letter regarding unaudited interim financial information

23.1    Consent of Mayer, Brown & Platt (included in its opinion filed as
        Exhibit 5 hereto)

23.2    Consent of KPMG Peat Marwick LLP

24.1    Power of Attorney (included on page II-1)

                                      II-3