EXHIBIT 3.1

                            NNN APARTMENT REIT, INC.

                            ARTICLES OF INCORPORATION

THIS IS TO CERTIFY THAT:

          FIRST: The undersigned, Sharon A. Kroupa, whose address is c/o Venable
LLP, Suite 1800, Two Hopkins Plaza, Baltimore, Maryland 21201, being at least 18
years of age, does hereby form a corporation under the general laws of the State
of Maryland.

          SECOND: The name of the corporation (which is hereinafter called the
"Corporation") is:

                            NNN Apartment REIT, Inc.

          THIRD: The Corporation is formed for the purpose of carrying on any
lawful business.

          FOURTH: The address of the principal office of the Corporation in this
State is c/o The Corporation Trust Incorporated, 300 East Lombard Street,
Baltimore, Maryland 21202.

          FIFTH: The name and address of the resident agent of the Corporation
are The Corporation Trust Incorporated, 300 East Lombard Street, Baltimore,
Maryland 21202. The resident agent is a Maryland corporation.

          SIXTH: The total number of shares of stock which the Corporation has
authority to issue is 1,000 shares, $.01 par value per share, of common stock.
The aggregate par value of all authorized shares having a par value is $10.00.
The Board of Directors, with the approval of a majority of the entire Board and
without any action by the stockholders of the Corporation, may amend the charter
from time to time to increase or decrease the aggregate number of shares of
stock or the number of shares of stock of any class or series that the
Corporation has authority to issue.

          SEVENTH: The Corporation shall have a board of seven directors unless
the number is increased or decreased in accordance with the Bylaws of the
Corporation. However, the number of directors shall never be less than the
minimum number required by the Maryland General Corporation Law. The initial
directors are:

                                 Louis J. Rogers
                               Stanley J. Olander

                                STATE OF MARYLAND

I hereby certify that this is a true and complete copy of the 4 page document on
file in this office. DATED: December 21, 2005.

                                      SEAL

                  STATE DEPARTMENT OF ASSESSMENTS AND TAXATION


BY:                      , Custodian.
    ---------------------



                                   Mark Gamble
                               Robert A. Gary, IV
                                 W. Brand Inlow
                                D. Fleet Wallace
                                Glenn W. Bunting

          EIGHTH: (a) The Corporation reserves the right to make any amendment
of the charter, now or hereafter authorized by law, including any amendment
which alters the contract rights, as expressly set forth in the charter, of any
shares of outstanding stock.

               (b) The Board of Directors of the Corporation may authorize the
issuance from time to time of shares of its stock of any class, whether now or
hereafter authorized, or securities convertible into shares of its stock of any
class, whether now or hereafter authorized, for such consideration as the Board
of Directors may deem advisable, subject to such restrictions or limitations, if
any, as may be set forth in the Bylaws of the Corporation.

               (c) The Board of Directors of the Corporation may, by articles
supplementary, classify or reclassify any unissued stock from time to time by
setting or changing the preferences, conversion or other rights, voting powers,
restrictions, limitations as to dividends, qualifications, or terms or
conditions of redemption of the stock.

          NINTH: No holder of shares of stock of any class shall have any
preemptive right to subscribe to or purchase any additional shares of any class,
or any bonds or convertible securities of any nature; provided, however, that
the Board of Directors may, in authorizing the issuance of shares of stock of
any class, confer any preemptive right that the Board of Directors may deem
advisable in connection with such issuance.

          TENTH: To the maximum extent that Maryland law in effect from time to
time permits limitation of the liability of directors and officers, no director
or officer of the Corporation shall be liable to the Corporation or its
stockholders for money damages. Neither the amendment nor repeal of this
Article, nor the adoption or amendment of any other provision of the charter or
Bylaws inconsistent with this Article, shall apply to or affect in any respect
the applicability of the preceding sentence with respect to any act or failure
to act which occurred prior to such amendment, repeal or adoption.

          IN WITNESS WHEREOF, I have signed these Articles of Incorporation and
acknowledge the same to be my act on this 20th day of December, 2005.


                                        /s/ Sharon A. Kroupa
                                        ----------------------------------------
                                        Sharon A. Kroupa


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