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): April 28, 2009

CAMDEN PROPERTY TRUST

(Exact name of Registrant as Specified in Charter)

Texas	1-12110	76-6088377
(State or Other Jurisdiction of	(Commission File	(I.R.S. Employer
Incorporation)	Number)	Identification Number)

Three Greenway Plaza, Suite 1300, Houston, Texas 77046
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (713) 354-2500

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) D

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

     On April 28, 2009, Camden Property Trust announced it has accepted for purchase an aggregate of $169.5 million principal amount of its notes validly tendered pursuant to its previously announced cash tender offer for such notes (the “Tender Offer”). The Tender Offer expired at 5:00 p.m., New York City time, on Tuesday, April 28, 2009. The Tender Offer was made pursuant to the Offer to Purchase dated April 21, 2009 and the related Letter of Transmittal.

     A copy of the press release announcing the completion of the Tender Offer is filed herewith as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

Exhibit
Number	Title
99.1	Press release, dated April 28, 2009

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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: April 29, 2009

CAMDEN PROPERTY TRUST
By:	/s/ Michael P. Gallagher
	Michael P. Gallagher
	Vice President - Chief Accounting Officer

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EXHIBIT INDEX

Exhibit
Number	Title
99.1	Press Release, dated April 28, 2009

EX-99.1

Exhibit 99.1

CAMDEN PROPERTY TRUST ANNOUNCES
CLOSING OF TENDER OFFER FOR ANY AND ALL
OF CERTAIN SERIES OUTSTANDING NOTES

Houston, TEXAS (April 28, 2009) – Camden Property Trust (NYSE: CPT) today announced it has accepted for purchase the principal amount of its outstanding notes set forth below validly tendered pursuant to its previously announced cash tender offer for such notes (the “Tender Offer”). The Tender Offer expired at 5:00 p.m., New York City time, on Tuesday, April 28, 2009. Payment for notes purchased pursuant to the Tender Offer is expected to be made on Friday, May 1, 2009. The aggregate consideration for notes accepted for payment, including accrued and unpaid interest, is expected to be approximately $171.7 million.

		Aggregate
		Principal
		Amount
		Accepted For
Issuer	Title of Security	Purchase
Camden Property Trust	4.375% Senior Unsecured Notes due January 15, 2010	$	87,781,000
Camden Property Trust	6.750% Senior Unsecured Notes due September 15, 2010		22,129,170
Camden Property Trust	7.625% Senior Unsecured Notes due February 15, 2011		59,559,000
Camden Summit Partnership, L.P. (1)	7.703% Medium-Term Notes due May 9, 2011	—
	Total	$	169,469,170

(1) Camden Summit Partnership, L.P. (formerly known as Summit Properties Partnership, L.P.) was acquired by Camden in the merger of Summit Properties Inc. with and into Camden Summit, Inc., a wholly-owned subsidiary of Camden, on February 28, 2005.

The Tender Offer was made pursuant to the Offer to Purchase dated April 21, 2009 and the related Letter of Transmittal.

Deutsche Bank Securities acted as Dealer Manager for the Tender Offer.

This press release is neither an offer to purchase nor a solicitation to buy any of the notes.

Forward-Looking Statements

In addition to historical information, this press release contains forward-looking statements under the federal securities law. These statements are based on current expectations, estimates and projections about the industry and markets in which Camden operates, management’s beliefs, and assumptions made by management. Forward-looking statements are not guarantees of future performance and involve certain risks and uncertainties which are difficult to predict.

About Camden

Camden Property Trust, an S&P 400 Company, is a real estate company engaged in the ownership, development, acquisition, management and disposition of multifamily apartment communities. Camden owns interests in and operates 182 properties containing 63,269 apartment homes across the United States. Upon completion of four properties under development, the Company’s portfolio will increase to 64,329 apartment homes in 186 properties. Camden was recently named by FORTUNE^® Magazine for the second consecutive year as one of the “100 Best Companies to Work For” in America.