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): January 22, 2004

                        BNP Residential Properties, Inc.
             (Exact name of registrant as specified in its charter)

Maryland                               1-9496                    56-1574675
--------                               ------                    ----------
(State of incorporation)      (Commission File Number)         (IRS Employer
                                                            Identification No.)

             301 S. College Street, Suite 3850, Charlotte, NC 28202
               (Address or principal executive offices, Zip Code)

Registrant's telephone number  704/944-0100

                                                  Total number of pages: 9

Item 7.  Financial Statements and Exhibits

(c)      Exhibits

99.1     Press Release, dated January 22, 2004, "BNP Residential Properties,
         Inc. Announces Fourth Quarter and 2003 Operating Results "

Item 12.  Disclosure of Results of Operations and Financial Condition

       On January 22, 2004, BNP Residential Properties, Inc. issued a press
release announcing the results of operations and financial condition of the
company as of and for the quarter and year ended December 31, 2003. A copy of
this press release is included as Exhibit 99.1 to this report.


         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.

                                BNP Residential Properties, Inc.

January 23, 2004                by:   /s/ Pamela B. Bruno
                                Pamela B. Bruno
                                Vice President and
                                Chief Accounting Officer