3. Notes Payable, Unsecured Notes and Credit Facility

The Company’s mortgage notes payable, unsecured notes and Credit Facility, as defined below, as of June 30, 2011 and December 31, 2010, are summarized below (dollars in thousands). The following amounts and discussion do not include the mortgage notes related to the communities classified as held for sale, if any, as of June 30, 2011 and December 31, 2010, as shown in the Condensed Consolidated Balance Sheets (see Note 7, “Real Estate Disposition Activities”).


	6-30-11		12-31-10

Fixed rate unsecured notes ⁽¹⁾	$	1,595,901	$	1,595,901
Variable rate unsecured notes ⁽¹⁾		225,000		225,000
Fixed rate mortgage notes payable - conventional and tax-exempt ⁽²⁾		1,691,894		1,651,135
Variable rate mortgage notes payable - conventional and tax-exempt		473,621		596,381


Total notes payable and unsecured notes		3,986,416		4,068,417

Credit Facility		—		—


Total mortgage notes payable, unsecured notes and Credit Facility	$	3,986,416	$	4,068,417

(1)	Balances at June 30, 2011 and December 31, 2010 exclude $2,069 and $2,269, respectively, of debt discount, and $646 and $1,509, respectively, for basis adjustments, as reflected in unsecured notes, net on the Company’s Condensed Consolidated Balance Sheets.

(2)	Balance at June 30, 2011 excludes $1,164 of debt premium as reflected in mortgage notes payable on the Company’s Condensed Consolidated Balance Sheet.

The following debt activity occurred during the six months ended June 30, 2011:

•

In March 2011, the Company repaid a variable rate secured mortgage note in the amount of $28,785,000 in accordance with its scheduled maturity date.

•

As part of an asset exchange in April 2011, the Company assumed a $55,400,000 fixed-rate mortgage loan with a 5.24% interest rate, and relinquished a $55,800,000 mortgage loan with a 5.86% fixed-rate.

•

In conjunction with the acquisition of Fairfax Towers in April 2011, the Company assumed a $44,044,000 principal balance, 4.75% fixed-rate mortgage loan that matures in August 2015.

•

In April 2011, the Company repaid $93,440,000 in variable rate tax-exempt borrowings related to a Development Right. The bonds were repaid using the original issue proceeds, which were held in escrow.

In the aggregate, secured notes payable mature at various dates from October 2011 through July 2066, and are secured by certain apartment communities and improved land parcels (with a net carrying value of $1,740,964,000 as of June 30, 2011).

As of June 30, 2011, the Company has guaranteed approximately $273,264,000 of mortgage notes payable held by wholly owned subsidiaries; all such mortgage notes payable are consolidated for financial reporting purposes. The weighted average interest rate of the Company’s fixed rate mortgage notes payable (conventional and tax-exempt) was 5.7% at both June 30, 2011 and December 31, 2010. The weighted average interest rate of the Company’s variable rate mortgage notes payable and its Credit Facility, including the effect of certain financing related fees, was 2.4% at June 30, 2011 and 2.2% at December 31, 2010.

Scheduled payments and maturities of mortgage notes payable and unsecured notes outstanding at June 30, 2011 are as follows (dollars in thousands):


Year	Secured notes payments ⁽¹⁾		Secured notes maturities		Unsecured notes maturities		Stated interest rate of unsecured notes

2011	$	7,356	$	7,213	$	39,900		6.625	%
						150,000		5.687	%(2)

2012		15,508		14,661		104,400		5.500	%
						201,601		6.125	%
						75,000		4.352	%(2)

2013		15,134		318,045		100,000		4.950	%

2014		16,031		33,100		150,000		5.375	%

2015		13,867		405,613		—		—

2016		14,690		—		250,000		5.750	%

2017		15,568		18,300		250,000		5.700	%

2018		16,498		—		—		—

2019		2,588		651,973		—		—

2020		2,761		—		250,000		6.100	%

Thereafter		357,974		238,635		250,000		3.950	%


	$	477,975	$	1,687,540	$	1,820,901

(1)	Secured note payments are comprised of the principal pay downs for amortizing mortgage notes.

(2)	The weighted average interest rate for the swapped unsecured notes as of June 30, 2011.

The Company has a variable rate unsecured credit facility (the “Credit Facility”) in the amount of $1,000,000,000 with a syndicate of commercial banks, to whom the Company pays an annual facility fee of approximately $1,250,000. The Company did not have any amounts outstanding under the Credit Facility and had $51,593,000 outstanding in letters of credit as of June 30, 2011. At December 31, 2010, there were no amounts outstanding under the Credit Facility and $44,105,000 outstanding in letters of credit. The Credit Facility bears interest at varying levels based on the London Interbank Offered Rate (“LIBOR”), rating levels achieved on the Company’s unsecured notes and on a maturity schedule selected by the Company. The current stated pricing is LIBOR plus 0.40% per annum (0.59% at June 30, 2011).

The Company expects to enter into a new unsecured credit facility in the third quarter of 2011 to replace its existing unsecured credit facility, which is scheduled to expire in November 2011. The new unsecured credit facility is expected to have a capacity of approximately $750,000,000. The Company expects that the interest rate, upfront fees and recurring fees for the new unsecured credit facility will be higher than the expiring facility, consistent with current market terms for similar unsecured credit facilities.

The Company was in compliance at June 30, 2011 with certain customary financial and other covenants under the Credit Facility and the Company’s unsecured notes.