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):   September 30, 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:  4

Item 8.01  Other Events


         Effective September 30, 2004, BNP Residential Properties, Inc. acquired
Bridges at Southpoint, formerly known as Sterling Park Apartments. We acquired
this community from Sterling Apartments, LLC, an unaffiliated party, for a
contract price of $10.2 million, paid in cash.

         The 14.5-acre property consists of 192 one- and two-bedroom garden
style apartment homes. The property also includes a swimming pool, tennis courts
and exercise facility. At the acquisition date, physical occupancy was
approximately 90%, with an average base rental rate on occupied units of
approximately $675 per month. We expect to spend approximately $750,000 for
acquisition improvements at this community during the next 12 to 24 months.

         We funded the Southpoint acquisition by the placement of an $8.2
million first deed of trust loan from Column Financial, Inc., at a fixed rate of
4.93% for a 10-year term, along with a draw on our line of credit secured by
Latitudes Apartments.

         BNP Residential Properties, Inc. is a real estate investment trust
focused on owning and operating apartment communities. Following this
acquisition, BNP now owns and operates 25 apartment communities containing 6,113
apartments and provides third-party management services for 7 multi-family
communities containing 1,799 units. In addition to the apartment properties, we
own 40 restaurant properties that we lease on a triple-net basis to a restaurant
operator. We currently operate in the states of North Carolina, South Carolina
and Virginia.

         BNP Residential Properties, Inc. is structured as an UPREIT, or
umbrella partnership real estate investment trust. The company is the sole
general partner and owns a controlling interest in BNP Residential Properties
Limited Partnership, which we refer to as the operating partnership. All of our
operations are conducted through the operating partnership.

         We issued a press release on October 1, 2004, to announce this
acquisition. A copy of this press release is included as Exhibit 99.1 to this

Item 9.01  Financial Statements and Exhibits

(c)      Exhibits

99.1     Press Release, dated October 1, 2004, "BNP Residential Properties
         Announces the Acquisition of Bridges at Southpoint"



       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.

October 4, 2004                    by:   /s/ Pamela B. Bruno
                                   Pamela B. Bruno
                                   Vice President, Treasurer and
                                   Chief Accounting Officer