EXHIBIT 99.3
                                
                                
             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
               Historical Summary of Gross Income
                  and Direct Operating Expenses
                      (Highwood Apartments)
                                
                  Year ended December 31, 1997
                                
                                
                                
                  Independent Auditors' Report


The Board of Directors
Mid-America Apartment Communities, Inc.:


We have audited the accompanying Historical Summary of Gross
Income and Direct Operating Expenses (Historical Summary) of
Highwood Apartments (the Acquisition Property), as described in
Note 1, for the year ended December 31, 1997.  This Historical
Summary is the responsibility of the Acquisition Property's
management.  Our responsibility is to express an opinion on this
Historical Summary for the Acquisition Property based on our
audit.

We conducted our audit in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the statement is free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the Historical Summary for the
Acquisition Property.  An audit also includes assessing the
accounting principles used and the significant estimates made by
management, as well as evaluating the overall presentation of the
Historical Summary for the Acquisition Property.  We believe that
our audit provides a reasonable basis for our opinion.

The accompanying Historical Summary for the Acquisition Property
was prepared for the purpose of complying with the rules and
regulations of the Securities and Exchange Commission as
described in Note 1 and is not intended to be a complete
presentation of the Acquisition Property's revenues and expenses.

In our opinion, the Historical Summary referred to above presents
fairly, in all material respects, the gross income and direct
operating expenses described in Note 1 to the Historical Summary
for the year ended December 31, 1997, in conformity with
generally accepted accounting principles.


                                   KPMG Peat Marwick LLP

Memphis, Tennessee
August 14, 1998



             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
Historical Summary of Gross Income and Direct Operating Expenses
                      (Highwood Apartments)
                                
                  Year ended December 31, 1997
                                
                                
                                
Gross income - total revenue                        $ 1,398,765

Direct operating expenses:
  Operating expenses                                    309,780
  Real estate taxes                                     172,593
  Repairs and maintenance                               112,749
                                                    -----------
                                                        595,122
       Gross income in excess                       -----------
         of direct operating expenses              $    803,643
                                                    ===========


See accompanying notes to Historical Summary of Gross Income and
Direct Operating Expenses for the Acquisition Property.




             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
           Notes to Historical Summary of Gross Income
                  and Direct Operating Expenses
                      (Highwood Apartments)
                                
                        December 31, 1997


(1)  Accounting Policies

     Description

     The accompanying financial statement includes the operations
     of Highwood Apartments (the Acquisition Property) owned by
     parties unaffiliated with Mid-America Apartment Communities,
     Inc. (the Company) and Mid-America Apartments, L.P. (the
     Operating Partnership).  The Acquisition Property, a multi-
     family residential property located in Plano, Texas was
     acquired by a subsidiary of the Operating Partnership on
     July 21, 1998 and contains 196 apartment units.

     Basis of Presentation

     The accompanying financial statement is not representative
     of the actual operations for the period presented.  Certain
     expenses have been excluded because the Operating
     Partnership does not anticipate that they will be incurred
     in future operations of the property.  Expenses excluded
     consist of depreciation and amortization, management fees
     and other costs not directly related to the future
     operations of the Acquisition Property.  Operating expenses
     include payroll, utilities, advertising, and other general
     and administrative costs.  Management is not aware of any
     material factors relating to this Acquisition Property that
     would cause this financial statement not to be indicative of
     future operating results as related to gross income and
     direct operating expenses.

     Income Recognition

     Revenues from rental property are recognized when due from
     tenants.  Leases are generally for one year or less.




                           (Continued)
                                2
                                
             MID-AMERICA APARTMENT COMMUNITIES, INC.
                                
           Notes to Historical Summary of Gross Income
                  and Direct Operating Expenses
                      (Highwood Apartments)
                                
                                
                                
(2)  Pro Forma Taxable Operating Results and
          Funds Generated From Operations (Unaudited)

     The pro forma table reflects the taxable operating results
     and funds generated from operations of the Acquisition
     Property for the twelve months ended June 30, 1998 as
     adjusted for certain items which can be factually supported.
     This statement does not purport to forecast actual operating
     results for any period in the future.

          Pro forma net operating income (exclusive of
          depreciation and amortization)                 $ 877,261
          Less estimated depreciation expense              323,360
                                                         ---------
          Pro forma taxable operating income               553,901
          Add depreciation not requiring outlay of funds   323,360
                                                         ---------  
          Pro forma funds generated from operations      $ 877,261
                                                         =========

     Depreciation for the buildings is estimated using a straight-
     line method over a 25-year life.