1 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): February 4, 1998 CAMDEN PROPERTY TRUST (Exact name of Registrant as specified in its Charter) Texas 1-12110 76-6088377 (State or other jurisdiction of (Commission file (I.R.S. Employer incorporation or organization) number) Identification Number) 3200 Southwest Freeway, Suite 1500, Houston, Texas 77027 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 964-3555 Not applicable (Former name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS. On February 4, 1998, Camden Property Trust, a Texas real estate investment trust ("Camden"), Camden Subsidiary II, Inc., a Delaware corporation and a wholly owned subsidiary of Camden ("Sub"), and Oasis Residential, Inc., a Nevada corporation ("Oasis"), entered into Amendment No. 1 ("Amendment No. 1") to the Agreement and Plan of Merger, dated December 16, 1997, among Camden, Sub and Oasis. A copy of Amendment No. 1 is filed as an exhibit to this Form 8-K. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. 2.1 Amendment No. 1, dated as of February 4, 1998, to the Agreement and Plan of Merger, dated December 16, 1997, among Camden Property Trust, Camden Subsidiary II, Inc. and Oasis Residential, Inc. 3 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. Date: February 5, 1998 CAMDEN PROPERTY TRUST By: /s/ G. Steven Dawson -------------------------------- G. Steven Dawson Senior Vice President - Finance, Chief Financial Officer and Treasurer 4 CAMDEN PROPERTY TRUST INDEX TO EXHIBITS EXHIBIT PAGE - ------- ---- 2.1 Amendment No. 1, dated as of February 4, 1998, to the Agreement and Plan of Merger, dated December 16, 1997, among Camden Property Trust, Camden Subsidiary II, Inc. and Oasis Residential, Inc.