UPLOAD: SEC-generated letter
Published on January 23, 2006
Mail Stop 4561
January 23, 2006
VIA U.S. MAIL AND FAX (703)329-1459
Thomas J. Sargeant
Chief Financial Officer
Avalonbay Communities, Inc.
2900 Eisenhower Avenue, Suite 300
Alexandria, Virginia 22314
Re: Avalonbay Communities Inc.
Form 10-K for Fiscal Year Ended
December 31, 2004
Filed March 15, 2005
File No. 001-12672
Form 10-Q for the Quarterly Period Ended
March 31, 2005
Filed May 6, 2005
File No. 001-12672
Dear Mr. Sargeant:
We have reviewed your response letter dated December 19,
2005
and have the following additional comment. If you disagree with
our
comment, we will consider your explanation as to why our comment
is
not applicable. Please be as detailed as necessary in your
explanation.
Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects. We welcome
any questions you may have about our comment or on any other
aspect
of our review. Feel free to call us at the telephone numbers
listed
at the end of this letter.
Financial Statements
Note 6. Investments in Unconsolidated Entities, page F-18
1. Please clarify your response to our prior comment 4 to address
whether the entity we inquired about, or any other unconsolidated
real estate entity, is an entity in which the Company has
disproportionately few voting rights and if so, clarify how you
addressed whether the entity was a VIE. Refer to paragraph 5(c)
of
FIN 46R.
* * * *
Please respond to these comments within 10 business days or
tell us when you will provide us with a response. Please
understand
that we may have additional comments after reviewing your
responses
to our comments.
You may contact Robert Telewicz, Staff Accountant, at (202)
551-3438 or the undersigned at (202) 551-3498 if you have
questions.
Sincerely,
Linda van Doorn
Senior Assistant Chief Accountant
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Thomas J. Sargeant
Avalonbay Communities, Inc.
January 23, 2006
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