8-K

 

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): December 13, 2006

NNN Apartment REIT, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Maryland	333-130945	20-3975609
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
1551 N. Tustin Avenue, Suite 200, Santa Ana, California		92705
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 714-667-8252

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure.

On December 13, 2006, we issued a press release announcing that the Board of Directors of NNN Apartment REIT, Inc. has authorized its officers to take the necessary actions to acquire Hidden Lake Apartment Homes in San Antonio, Texas. The full text of the press release is attached as Exhibit 99.1 to this report and is incorporated by reference into this Item 7.01.

The information furnished under this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

(d) Exhibits

99.1 NNN Apartment REIT, Inc. press release dated December 13, 2006

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.

	NNN Apartment REIT, Inc.
December 13, 2006	By:	/s/ Stanley J. Olander, Jr.
		Name: Stanley J. Olander, Jr.
		Title: Chief Executive Officer

Exhibit Index

Exhibit No.	Description
99.1	NNN Apartment REIT, Inc. press release dated December 13, 2006

EX-99.1

[NNN Apartment REIT, Inc. logo]

Louis Rogers, President
NNN Apartment REIT, Inc.
1551 N. Tustin Ave., Suite 300 Media Contact: Jill Swartz
714-667-8252 ext. 251
jswartz@1031nnn.com

Santa Ana, CA 92705
714-667-8252
lrogers@1031nnn.com

NNN APARTMENT REIT BOARD OF DIRECTORS APPROVES ACQUISITION OF
HIDDEN LAKE APARTMENT HOMES

Santa Ana, December 13, 2006 – On December 8, 2006, the Board of Directors of NNN Apartment REIT, Inc. authorized its officers to take the necessary actions to acquire Hidden Lake Apartment Homes, a 380-unit Class A garden style multifamily property located in the far-northwest submarket of San Antonio, Texas for a purchase price of $32,020,000. The newly constructed property is approximately 98% occupied as of October 31, 2006. The acquisition is contingent upon the sale of sufficient shares of common stock and receipt of debt financing to provide the necessary funds. The closing is anticipated to occur by January 2007; however, no assurance can be given that Hidden Lake will be acquired. The Board of Directors also determined that the next acquisition will be in a geographically diverse market.

“I am pleased to have another Class A acquisition in the thriving San Antonio market,” said Jay Olander, CEO of NNN Apartment REIT, “Hidden Lake, in addition to our previously acquired Walker Ranch property, would give Apartment REIT two of the finest multifamily assets in the market.”

As the seventh largest city in the United States,¹ San Antonio is a nationally recognized market for multifamily real estate investment. According to Reis, Inc., the multifamily market is strong and rents are expected to have annual gains in the vicinity of 3% through 2008, with somewhat larger gains of around 4% predicted for 2009 and 2010.²

Triple Net Properties, LLC, the sponsor of NNN Apartment REIT, Inc. and a wholly owned subsidiary of NNN Realty Advisors, Inc., manages a growing portfolio of over 32 million square feet of commercial properties, including over 5,200 apartment units, with a combined market value of over $4.3 billion from their headquarters in Santa Ana, California and numerous regional offices. Triple Net Properties and affiliates are currently buying and selling properties throughout the United States.

— —
¹According to the United States Census Bureau’s Population Estimates Program’s 2005 estimates
²According to the Observer Report for San Antonio prepared by REIS, Inc. as of the second quarter of 2006

***

This press release contains certain forward-looking statements with respect to the acquisition of the Hidden Lake Apartment Homes property, predictions regarding the sale of the company’s common stock and ability to obtain debt financing. Forward-looking statements are statements that are not descriptions of historical facts and include statements regarding management’s intentions, beliefs, expectations, plans or predictions of the future, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Because such statements include risks, uncertainties and contingencies, actual results may differ materially from those expressed or implied by such forward-looking statements. These risks, uncertainties and contingencies include, but are not limited to, the following: uncertainties relating to changes in general economic and real estate conditions; uncertainties relating to the implementation of our real estate investment strategy; uncertainties relating to financing availability and capital proceeds; uncertainties relating to the closing of property acquisitions; uncertainties relating to the public offering of our common stock; and other risk factors as outlined in the company’s prospectus, as amended from time to time, and as filed with the Securities and Exchange Commission.