Form: S-3/A

Registration statement for specified transactions by certain issuers

December 16, 1997

CONSENT OF GOODWIN, PROCTOR & HOAR LLP

Published on December 16, 1997


EXHIBIT 23.2


Consent of Goodwin, Procter & Hoar LLP


We hereby consent to being named as counsel to Bay Apartment Communities,
Inc. in its Registration Statement on Form S-3 (File No. 333-41511) and to the
references therein to our firm under the caption "Legal Matters.")




/s/ Goodwin, Procter & Hoar LLP


GOODWIN, PROCTER & HOAR LLP




Boston, Massachusetts
December 15, 1997