UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported): March 23, 2001


                      CORNERSTONE REALTY INCOME TRUST, INC.
             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                                 <C>                           <C>
                VIRGINIA                             001-12875                          54-1589139
      (State or other jurisdiction                  (Commission                      (I.R.S. Employer
            of incorporation)                       File Number)                  Identification Number)


        306 EAST MAIN STREET, RICHMOND, VA                                               23219
     (Address of principal executive offices)                                          (Zip Code)
</TABLE>

                                 (804) 643-1761
              (Registrant's telephone number, including area code)


ITEM 2.  Acquisition or Disposition of Assets

         Cornerstone  Realty Income Trust,  Inc.  (which is referred to below as
the "Company" or as "we," "us" or "our") is filing this report  pursuant to Item
2 of Form 8-K to describe a financing  transaction  in which certain assets were
mortgaged.  These mortgages constitute a "disposition of a significant amount of
assets"  within the meaning of the  General  Instructions  to Form 8-K.  Certain
related matters also are reported below.


SUMMARY OF FINANCING

         On March 23, 2001,  we obtained,  through our  subsidiaries,  long-term
financing in the  aggregate  amount of $75.5  million from First Union  National
Bank.  We expect to use the proceeds  from this  financing to fund cash payments
that may be required by us in connection  with our tender offer for our Series A
Convertible  Preferred Shares.  The tender offer commenced on March 12, 2001 and
is  scheduled to expire on April 12, 2001,  unless  extended.  To the extent the
loan  proceeds are not needed for tender offer  payments,  such proceeds will be
used for general corporate purposes.


<PAGE>

NEW SUBSIDIARIES FOR LOANS

         In connection with the loans provided by First Union National Bank, and
at its request,  we formed a total of six new subsidiaries  that will operate as
"special  purpose  entities." To qualify as special  purpose  entities,  the new
subsidiaries have organizational  documents that impose certain  requirements on
them while the loans are  outstanding.  In  particular,  the  subsidiaries  must
maintain  separate legal  identities and must limit their  activities to dealing
with the apartment properties that secure the loans.

         Three of our new subsidiaries  serve as borrowers for the loans.  These
borrowers also own the apartment  properties  that secure the loans.  To achieve
this ownership, we transferred (or caused our existing subsidiaries to transfer)
a total of seven apartment properties to our borrowing subsidiaries. Because one
of the three borrowing  subsidiaries is a limited  liability company and another
is a limited partnership,  the lender requested that we form three other special
purpose entities to serve, respectively, as the sole member, general partner and
limited partner of these particular borrowers.


OVERVIEW OF LOANS

         The loans are evidenced by a total of seven  promissory  notes from our
three  borrowers.  The collateral  for each note consists of a single  apartment
property.  The lender  determined the principal amount of each note by reference
to the property  securing that note. The following table provides an overview of
the loans:

<TABLE>
<CAPTION>
NAME OF                            NAME OF APARTMENT                   APARTMENT POST OFFICE            PRINCIPAL AMOUNT
BORROWER                           PROPERTY OWNED                      ADDRESS (CITY, STATE)               OF NOTE
<S>                                <C>                                  <C>                              <C>
CRIT-VA II, Inc.                   Greenbrier                           Fredericksburg, VA               $12,750,000
(formed in Virginia)               Harbour Club                         Virginia Beach, VA                 8,475,000
                                                                                                         -----------

                                                                          SUBTOTAL for Borrower          $21,225,000
                                                                                                         ===========

CRIT-NC III, LLC
(formed in Delaware)               Highland Hills                          Carrboro, NC                   14,775,000
                                                                                                         ===========

CAC II Limited Partnership         Canyon Hills                             Austin, TX                    12,675,000
(formed in Virginia)               Park Village                             Bedford, TX                    8,500,000
                                   Summer Tree                              Dallas, TX                     7,750,000
                                   The Courts on Pear Ridge                 Dallas, TX                    10,575,000
                                                                                                         -----------

                                                                          SUBTOTAL for Borrower          $39,500,000
                                                                                                         ===========

                                                                        TOTAL for all Borrowers          $75,500,000
                                                                                                         ===========
</TABLE>



<PAGE>

DESCRIPTION OF PROMISSORY NOTES

         The seven promissory notes are substantially  similar.  Each promissory
note provides for the following:

         o        an annual interest rate of 6.99%

         o        a maturity date of April 1, 2011

         o        payments consisting of

                  >>       interest only for 12  consecutive  months,  beginning
                           May 1, 2001

                  >>       principal and interest in equal monthly installments,
                           computed over an  amortization  period of 348 months,
                           beginning May 1, 2002

         o        full payment of principal and all other amounts at maturity

         o        acceleration,  at the option of the lender, of all amounts due
                  under the note if any  required  monthly  payment  is not made
                  within  seven  days of its due date or if  there is any  other
                  event of default

         o        a late  charge of 5% on any  payment  that is not made  within
                  seven days of its due date

         o        an increase  of 4% in the  applicable  interest  rate upon any
                  default

         o        a restriction on voluntary prepayment,  which is not permitted
                  without penalty until the final three months of the note

         The actual number of amortized  monthly  installments is  significantly
less than the number of periods used in computing the amortization. As a result,
the promissory  notes will require balloon payments at maturity in the aggregate
amount of approximately $66,800,000.

         Additional  payments or penalties  would apply in other  circumstances,
such as acceleration of a promissory note during the first two years, based upon
an event of default.  If  acceleration  occurs in the first year, the sum of the
additional  payments  would  equal at least 5% of the  remaining  debt under the
note.

         Each promissory note also contains  substantial  limitations on release
and substitution of collateral. The apartment property that serves as collateral
under a promissory  note cannot be released  from its mortgage  during the first
two years of the note. After two years, the borrower could obtain such a release
by  providing  the  lender  with  substitute  collateral  in the form of direct,
non-callable obligations of the United States. These substitute obligations must
be


<PAGE>

structured  to pay a series of amounts that match,  as closely as possible,  the
remainder of the installments required under the promissory note involved.


CROSS-DEFAULT PROVISIONS

         The  seven  apartment  properties  that  serve  as  collateral  for the
promissory notes are subject to cross-default  and  cross-collateral  provisions
under separate and corresponding  deeds of trust and related security documents.
In general,  any default under one  promissory  note would  constitute a default
under each other  promissory  note and would  enable the lender to exercise  its
rights against all seven of the apartment properties.


DEEDS OF TRUST AND SECURITY DOCUMENTS

         As  indicated  above,  the loans are  secured  by  mortgages  and other
encumbrances on a total of seven apartment  properties owned by three of our new
subsidiaries.  The other encumbrances include a security interest in the related
personal property and various assignments of leases, rents and contracts, all in
favor of the lender.  These encumbrances are created by multiple  agreements and
instruments, which will be referred to as "security documents" for simplicity.

         The security  documents  impose a number of  requirements  on our three
borrowing  subsidiaries,  as the owners of the apartment  properties,  including
obligations to maintain adequate insurance.  The security documents prohibit any
further  encumbrances or any further assignments of leases or rents with respect
to the apartment properties.

         Upon  any  default  that  occurs  under a  promissory  note or  related
security document,  various remedies are available to the lender. Those remedies
include,  for example  (1)  declaring  the entire  principal  balance  under the
promissory notes,  together with all accrued and unpaid interest,  to be due and
payable  immediately;  (2) taking  possession of the  collateral,  including the
apartment properties; and (3) collecting rents from the apartment properties, or
foreclosing on such  properties,  to satisfy unpaid amounts under the promissory
notes. Our three borrowing subsidiaries,  as the makers of the promissory notes,
would be  required  to pay any  costs  that may be  incurred  by the  lender  in
exercising such remedies.


INDEMNITY AND GUARANTY AGREEMENTS

         The Company is required to indemnify the lender against  defaults under
the promissory  notes from our three borrowing  subsidiaries and to guaranty the
collection  of all amounts due under these  notes.  These  requirements  are set
forth in separate Indemnity and Guaranty  Agreements executed by us with respect
to each of the seven apartment properties securing the loans.



<PAGE>

MANAGEMENT OF APARTMENTS

         Our three borrowing subsidiaries have engaged us, or another one of our
subsidiaries,  to manage the seven  apartment  properties that secure the loans.
Such management  will occur under separate and  substantially  similar  property
management  agreements for each  borrower.  Each property  management  agreement
provides for the following:

         o        an initial term of two years

         o        automatic  renewal  for  additional  terms of two years  each,
                  unless  written  notice of  termination  is delivered from one
                  party to the other at least 60 days before the end of any term

         o        collection of all rents by the manager

         o        a property  management  fee equal to 5% of the  monthly  gross
                  revenues from the apartment properties



ITEM 7.   Financial Statements and Exhibits


         (The  exhibits  listed  below are to be filed by  amendment  as soon as
         practicable)


c.  Exhibits.

4.1      Promissory  Note  dated  March  23,  2001 in the  principal  amount  of
         $12,750,000  made  payable by CRIT-VA II, Inc. to First Union  National
         Bank,  with respect to the  Greenbrier  Apartments  in  Fredericksburg,
         Virginia.

4.2      Indemnity  and  Guaranty  Agreement  dated  as of  March  23,  2001  by
         Cornerstone  Realty Income Trust,  Inc. as Indemnitor in favor of First
         Union National Bank as Lender, in connection with a $12,750,000 loan to
         CRIT-VA II, Inc. as Borrower, with respect to the Greenbrier Apartments
         in Fredericksburg, Virginia.

4.3      Deed of Trust and Security  Agreement  dated as of March 23, 2001, from
         CRIT-VA II, Inc., as Grantor, to TRSTE, Inc. as Trustee for First Union
         National  Bank,  the   Beneficiary   with  respect  to  the  Greenbrier
         Apartments in Fredericksburg, Virginia.

4.4      Assignment of Warranties  and Other  Contract  Rights dated as of March
         23, 2001 from CRIT-VA II, Inc. as Borrower to First Union National Bank
         as Lender with respect to the Greenbrier  Apartments in Fredericksburg,
         Virginia.


<PAGE>

4.5      Assignment  of Leases and Rents  dated as of March 23,  2001 by CRIT-VA
         II, Inc. as Assignor in favor of First Union  National Bank as Assignee
         with respect to the Greenbrier Apartments in Fredericksburg, Virginia.

4.6      Consent and  Agreement of Manager dated as of March 23, 2001 by CRIT-VA
         II, Inc. as  Borrower in favor of First Union  National  Bank as Lender
         with respect to the Greenbrier Apartments in Fredericksburg, Virginia.

4.7      Environmental Indemnity Agreement dated as of March 23, 2001 by CRIT-VA
         II, Inc. and Cornerstone Realty Income Trust, Inc., as Indemnitors,  in
         favor of First Union  National  Bank,  as Lender,  with  respect to the
         Greenbrier Apartments in Fredericksburg, Virginia.

4.8      Receipt  and  Closing  Certificate  dated March 23, 2001 by CRIT-VA II,
         Inc. as Borrower and Cornerstone Realty Income Trust, Inc. as Guarantor
         in favor of First Union National  Bank, as Lender,  with respect to the
         Greenbrier Apartments in Fredericksburg, Virginia.

4.9      Schedule  setting  forth  information  on six  substantially  identical
         promissory notes dated March 23, 2001 in various principal amounts made
         payable to the order of First Union National Bank.

4.10     Schedule  setting  forth  information  on six  substantially  identical
         Indemnity  and  Guaranty  Agreements  dated  as of  March  23,  2001 by
         Cornerstone  Realty Income Trust,  Inc. as Indemnitor in favor of First
         Union National Bank as Lender.

4.11     Schedule setting forth information on six substantially identical Deeds
         of Trust dated as of March 23, 2001 with First Union  National  Bank as
         Beneficiary.

4.12     Schedule  setting  forth  information  on six  substantially  identical
         Assignments of Warranties  and Other Contract  Rights dated as of March
         23, 2001 to First Union National Bank as Lender.

4.13     Schedule  setting  forth  information  on six  substantially  identical
         Assignments  of Leases  and Rents  dated as of March 23,  2001 to First
         Union National Bank as Assignee.

4.14     Schedule  setting  forth  information  on six  substantially  identical
         Consents and  Agreements of Manager dated as of March 23, 2001 in favor
         of First Union National Bank.

4.15     Schedule  setting  forth  information  on six  substantially  identical
         Environmental  Indemnity Agreements dated as of March 23, 2001 in favor
         of First Union National Bank.


<PAGE>

4.16     Schedule  setting  forth  information  on six  substantially  identical
         Receipt and Closing Certificates dated March 23, 2001 in favor of First
         Union National Bank.

10.1     CRIT-VA II, Inc. Articles of Incorporation.

10.2     CRIT-VA II, Inc. Bylaws.

10.3     Property  Management  Agreement  dated as of  March  23,  2001  between
         CRIT-VA II, Inc. as Owner and Cornerstone  Realty Income Trust, Inc. as
         Manager.

10.4     CRIT Special II, Inc. Articles of Incorporation.

10.5     CRIT Special II, Inc. Bylaws.

10.6     Operating Agreement of CRIT-NC III, LLC.

10.7     Property  Management  Agreement  dated as of  March  23,  2001  between
         CRIT-NC III, LLC as Owner and Cornerstone  Realty Income Trust, Inc. as
         Manager.

10.8     CAC II Special General, Inc. Articles of Incorporation.

10.9     CAC II Special General, Inc. Bylaws.

10.10    CAC II Special Limited, Inc. Articles of Incorporation.

10.11    CAC II Special Limited, Inc. Bylaws.

10.12    Limited Partnership Agreement of CAC II Limited Partnership.

10.13    Property Management Agreement dated as of March 23, 2001 between CAC II
         Limited Partnership as Owner and Apple General, Inc. as Manager.







<PAGE>

                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                        Cornerstone Realty Income Trust, Inc.


                                        By:      /s/  Glade M. Knight
                                             -----------------------------------
                                                 Glade M. Knight, President


                                        April 9, 2001
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{"company-data": {"conformed-name": "CORNERSTONE REALTY INCOME TRUST INC", "cik": "0000854875", "assigned-sic": "6798", "irs-number": "541589139", "state-of-incorporation": "VA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-12875", "film-number": "1598416"}, "business-address": {"street1": "306 E MAIN ST", "city": "RICHMOND", "state": "VA", "zip": "23219", "phone": "8046431761"}, "mail-address": {"street1": "306 E MAIN ST", "city": "RICHMOND", "state": "VA", "zip": "23219"}}
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported): March 23, 2001

                      CORNERSTONE REALTY INCOME TRUST, INC.
             (Exact name of registrant as specified in its charter)
VIRGINIA                             001-12875                          54-1589139
      (State or other jurisdiction                  (Commission                      (I.R.S. Employer
            of incorporation)                       File Number)                  Identification Number)

        306 EAST MAIN STREET, RICHMOND, VA                                               23219
     (Address of principal executive offices)                                          (Zip Code)
(804) 643-1761
              (Registrant's telephone number, including area code)

ITEM 2.  Acquisition or Disposition of Assets

         Cornerstone  Realty Income Trust,  Inc.  (which is referred to below as
the "Company" or as "we," "us" or "our") is filing this report  pursuant to Item
2 of Form 8-K to describe a financing  transaction  in which certain assets were
mortgaged.  These mortgages constitute a "disposition of a significant amount of
assets"  within the meaning of the  General  Instructions  to Form 8-K.  Certain
related matters also are reported below.

SUMMARY OF FINANCING

         On March 23, 2001,  we obtained,  through our  subsidiaries,  long-term
financing in the  aggregate  amount of $75.5  million from First Union  National
Bank.  We expect to use the proceeds  from this  financing to fund cash payments
that may be required by us in connection  with our tender offer for our Series A
Convertible  Preferred Shares.  The tender offer commenced on March 12, 2001 and
is  scheduled to expire on April 12, 2001,  unless  extended.  To the extent the
loan  proceeds are not needed for tender offer  payments,  such proceeds will be
used for general corporate purposes.
NEW SUBSIDIARIES FOR LOANS

         In connection with the loans provided by First Union National Bank, and
at its request,  we formed a total of six new subsidiaries  that will operate as
"special  purpose  entities." To qualify as special  purpose  entities,  the new
subsidiaries have organizational  documents that impose certain  requirements on
them while the loans are  outstanding.  In  particular,  the  subsidiaries  must
maintain  separate legal  identities and must limit their  activities to dealing
with the apartment properties that secure the loans.

         Three of our new subsidiaries  serve as borrowers for the loans.  These
borrowers also own the apartment  properties  that secure the loans.  To achieve
this ownership, we transferred (or caused our existing subsidiaries to transfer)
a total of seven apartment properties to our borrowing subsidiaries. Because one
of the three borrowing  subsidiaries is a limited  liability company and another
is a limited partnership,  the lender requested that we form three other special
purpose entities to serve, respectively, as the sole member, general partner and
limited partner of these particular borrowers.

OVERVIEW OF LOANS

         The loans are evidenced by a total of seven  promissory  notes from our
three  borrowers.  The collateral  for each note consists of a single  apartment
property.  The lender  determined the principal amount of each note by reference
to the property  securing that note. The following table provides an overview of
the loans:
NAME OF                            NAME OF APARTMENT                   APARTMENT POST OFFICE            PRINCIPAL AMOUNT
BORROWER                           PROPERTY OWNED                      ADDRESS (CITY, STATE)               OF NOTE
CRIT-VA II, Inc.                   Greenbrier                           Fredericksburg, VA               $12,750,000
(formed in Virginia)               Harbour Club                         Virginia Beach, VA                 8,475,000
                                                                                                         -----------

                                                                          SUBTOTAL for Borrower          $21,225,000
                                                                                                         ===========

CRIT-NC III, LLC
(formed in Delaware)               Highland Hills                          Carrboro, NC                   14,775,000
                                                                                                         ===========

CAC II Limited Partnership         Canyon Hills                             Austin, TX                    12,675,000
(formed in Virginia)               Park Village                             Bedford, TX                    8,500,000
                                   Summer Tree                              Dallas, TX                     7,750,000
                                   The Courts on Pear Ridge                 Dallas, TX                    10,575,000
                                                                                                         -----------

                                                                          SUBTOTAL for Borrower          $39,500,000
                                                                                                         ===========

                                                                        TOTAL for all Borrowers          $75,500,000
                                                                                                         ===========
DESCRIPTION OF PROMISSORY NOTES

         The seven promissory notes are substantially  similar.  Each promissory
note provides for the following:

         o        an annual interest rate of 6.99%

         o        a maturity date of April 1, 2011

         o        payments consisting of

                  >>       interest only for 12  consecutive  months,  beginning
                           May 1, 2001

                  >>       principal and interest in equal monthly installments,
                           computed over an  amortization  period of 348 months,
                           beginning May 1, 2002

         o        full payment of principal and all other amounts at maturity

         o        acceleration,  at the option of the lender, of all amounts due
                  under the note if any  required  monthly  payment  is not made
                  within  seven  days of its due date or if  there is any  other
                  event of default

         o        a late  charge of 5% on any  payment  that is not made  within
                  seven days of its due date

         o        an increase  of 4% in the  applicable  interest  rate upon any
                  default

         o        a restriction on voluntary prepayment,  which is not permitted
                  without penalty until the final three months of the note

         The actual number of amortized  monthly  installments is  significantly
less than the number of periods used in computing the amortization. As a result,
the promissory  notes will require balloon payments at maturity in the aggregate
amount of approximately $66,800,000.

         Additional  payments or penalties  would apply in other  circumstances,
such as acceleration of a promissory note during the first two years, based upon
an event of default.  If  acceleration  occurs in the first year, the sum of the
additional  payments  would  equal at least 5% of the  remaining  debt under the
note.

         Each promissory note also contains  substantial  limitations on release
and substitution of collateral. The apartment property that serves as collateral
under a promissory  note cannot be released  from its mortgage  during the first
two years of the note. After two years, the borrower could obtain such a release
by  providing  the  lender  with  substitute  collateral  in the form of direct,
non-callable obligations of the United States. These substitute obligations must
be
structured  to pay a series of amounts that match,  as closely as possible,  the
remainder of the installments required under the promissory note involved.

CROSS-DEFAULT PROVISIONS

         The  seven  apartment  properties  that  serve  as  collateral  for the
promissory notes are subject to cross-default  and  cross-collateral  provisions
under separate and corresponding  deeds of trust and related security documents.
In general,  any default under one  promissory  note would  constitute a default
under each other  promissory  note and would  enable the lender to exercise  its
rights against all seven of the apartment properties.

DEEDS OF TRUST AND SECURITY DOCUMENTS

         As  indicated  above,  the loans are  secured  by  mortgages  and other
encumbrances on a total of seven apartment  properties owned by three of our new
subsidiaries.  The other encumbrances include a security interest in the related
personal property and various assignments of leases, rents and contracts, all in
favor of the lender.  These encumbrances are created by multiple  agreements and
instruments, which will be referred to as "security documents" for simplicity.

         The security  documents  impose a number of  requirements  on our three
borrowing  subsidiaries,  as the owners of the apartment  properties,  including
obligations to maintain adequate insurance.  The security documents prohibit any
further  encumbrances or any further assignments of leases or rents with respect
to the apartment properties.

         Upon  any  default  that  occurs  under a  promissory  note or  related
security document,  various remedies are available to the lender. Those remedies
include,  for example  (1)  declaring  the entire  principal  balance  under the
promissory notes,  together with all accrued and unpaid interest,  to be due and
payable  immediately;  (2) taking  possession of the  collateral,  including the
apartment properties; and (3) collecting rents from the apartment properties, or
foreclosing on such  properties,  to satisfy unpaid amounts under the promissory
notes. Our three borrowing subsidiaries,  as the makers of the promissory notes,
would be  required  to pay any  costs  that may be  incurred  by the  lender  in
exercising such remedies.

INDEMNITY AND GUARANTY AGREEMENTS

         The Company is required to indemnify the lender against  defaults under
the promissory  notes from our three borrowing  subsidiaries and to guaranty the
collection  of all amounts due under these  notes.  These  requirements  are set
forth in separate Indemnity and Guaranty  Agreements executed by us with respect
to each of the seven apartment properties securing the loans.
MANAGEMENT OF APARTMENTS

         Our three borrowing subsidiaries have engaged us, or another one of our
subsidiaries,  to manage the seven  apartment  properties that secure the loans.
Such management  will occur under separate and  substantially  similar  property
management  agreements for each  borrower.  Each property  management  agreement
provides for the following:

         o        an initial term of two years

         o        automatic  renewal  for  additional  terms of two years  each,
                  unless  written  notice of  termination  is delivered from one
                  party to the other at least 60 days before the end of any term

         o        collection of all rents by the manager

         o        a property  management  fee equal to 5% of the  monthly  gross
                  revenues from the apartment properties

ITEM 7.   Financial Statements and Exhibits

         (The  exhibits  listed  below are to be filed by  amendment  as soon as
         practicable)

c.  Exhibits.

4.1      Promissory  Note  dated  March  23,  2001 in the  principal  amount  of
         $12,750,000  made  payable by CRIT-VA II, Inc. to First Union  National
         Bank,  with respect to the  Greenbrier  Apartments  in  Fredericksburg,
         Virginia.

4.2      Indemnity  and  Guaranty  Agreement  dated  as of  March  23,  2001  by
         Cornerstone  Realty Income Trust,  Inc. as Indemnitor in favor of First
         Union National Bank as Lender, in connection with a $12,750,000 loan to
         CRIT-VA II, Inc. as Borrower, with respect to the Greenbrier Apartments
         in Fredericksburg, Virginia.

4.3      Deed of Trust and Security  Agreement  dated as of March 23, 2001, from
         CRIT-VA II, Inc., as Grantor, to TRSTE, Inc. as Trustee for First Union
         National  Bank,  the   Beneficiary   with  respect  to  the  Greenbrier
         Apartments in Fredericksburg, Virginia.

4.4      Assignment of Warranties  and Other  Contract  Rights dated as of March
         23, 2001 from CRIT-VA II, Inc. as Borrower to First Union National Bank
         as Lender with respect to the Greenbrier  Apartments in Fredericksburg,
         Virginia.
4.5      Assignment  of Leases and Rents  dated as of March 23,  2001 by CRIT-VA
         II, Inc. as Assignor in favor of First Union  National Bank as Assignee
         with respect to the Greenbrier Apartments in Fredericksburg, Virginia.

4.6      Consent and  Agreement of Manager dated as of March 23, 2001 by CRIT-VA
         II, Inc. as  Borrower in favor of First Union  National  Bank as Lender
         with respect to the Greenbrier Apartments in Fredericksburg, Virginia.

4.7      Environmental Indemnity Agreement dated as of March 23, 2001 by CRIT-VA
         II, Inc. and Cornerstone Realty Income Trust, Inc., as Indemnitors,  in
         favor of First Union  National  Bank,  as Lender,  with  respect to the
         Greenbrier Apartments in Fredericksburg, Virginia.

4.8      Receipt  and  Closing  Certificate  dated March 23, 2001 by CRIT-VA II,
         Inc. as Borrower and Cornerstone Realty Income Trust, Inc. as Guarantor
         in favor of First Union National  Bank, as Lender,  with respect to the
         Greenbrier Apartments in Fredericksburg, Virginia.

4.9      Schedule  setting  forth  information  on six  substantially  identical
         promissory notes dated March 23, 2001 in various principal amounts made
         payable to the order of First Union National Bank.

4.10     Schedule  setting  forth  information  on six  substantially  identical
         Indemnity  and  Guaranty  Agreements  dated  as of  March  23,  2001 by
         Cornerstone  Realty Income Trust,  Inc. as Indemnitor in favor of First
         Union National Bank as Lender.

4.11     Schedule setting forth information on six substantially identical Deeds
         of Trust dated as of March 23, 2001 with First Union  National  Bank as
         Beneficiary.

4.12     Schedule  setting  forth  information  on six  substantially  identical
         Assignments of Warranties  and Other Contract  Rights dated as of March
         23, 2001 to First Union National Bank as Lender.

4.13     Schedule  setting  forth  information  on six  substantially  identical
         Assignments  of Leases  and Rents  dated as of March 23,  2001 to First
         Union National Bank as Assignee.

4.14     Schedule  setting  forth  information  on six  substantially  identical
         Consents and  Agreements of Manager dated as of March 23, 2001 in favor
         of First Union National Bank.

4.15     Schedule  setting  forth  information  on six  substantially  identical
         Environmental  Indemnity Agreements dated as of March 23, 2001 in favor
         of First Union National Bank.
4.16     Schedule  setting  forth  information  on six  substantially  identical
         Receipt and Closing Certificates dated March 23, 2001 in favor of First
         Union National Bank.

10.1     CRIT-VA II, Inc. Articles of Incorporation.

10.2     CRIT-VA II, Inc. Bylaws.

10.3     Property  Management  Agreement  dated as of  March  23,  2001  between
         CRIT-VA II, Inc. as Owner and Cornerstone  Realty Income Trust, Inc. as
         Manager.

10.4     CRIT Special II, Inc. Articles of Incorporation.

10.5     CRIT Special II, Inc. Bylaws.

10.6     Operating Agreement of CRIT-NC III, LLC.

10.7     Property  Management  Agreement  dated as of  March  23,  2001  between
         CRIT-NC III, LLC as Owner and Cornerstone  Realty Income Trust, Inc. as
         Manager.

10.8     CAC II Special General, Inc. Articles of Incorporation.

10.9     CAC II Special General, Inc. Bylaws.

10.10    CAC II Special Limited, Inc. Articles of Incorporation.

10.11    CAC II Special Limited, Inc. Bylaws.

10.12    Limited Partnership Agreement of CAC II Limited Partnership.

10.13    Property Management Agreement dated as of March 23, 2001 between CAC II
         Limited Partnership as Owner and Apple General, Inc. as Manager.
SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                        Cornerstone Realty Income Trust, Inc.

                                        By:      /s/  Glade M. Knight
                                             -----------------------------------
                                                 Glade M. Knight, President

                                        April 9, 2001