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Charles E. Smith Residential Realty's 1996 FFO Up 10 Percent; Announces Follow-on Equity Offering to Fund Pending Acquisitions

    ARLINGTON, Va., Jan. 30 /PRNewswire/ -- Charles E. Smith Residential
Realty, Inc. (NYSE: SRW), the largest publicly traded multifamily real estate
investment trust focused on the greater Washington, D.C. region, announced
today that Funds From Operations (FFO) for 1996 increased 10% over 1995 and
that the Company's Board of Directors approved a follow-on common equity
offering, of at least 2.7 million shares, to fund two acquisitions presently
under contract.
    The Board also approved the acquisition of the properties under contract,
two luxury high-rise apartment communities, for approximately $113 million.
These acquisitions will be purchased with a combination of Operating
Partnership Units and the assumption of debt, which will be partially repaid
with the follow-on offering proceeds.  The economic impact from the two
acquisitions will be immediately accretive to FFO and, along with the equity
offering and issuance of Operating Partnership Units, will lower the Company's
overall debt to total market capitalization ratio from 46% to approximately
42%.  The two properties, Crystal Plaza and Crystal Towers, comprise 1,452
apartment units and are located in Crystal City, Virginia.  Underwriters for
the offering are Goldman, Sachs & Co.; Donaldson, Lufkin & Jenrette Securities
Corporation; Prudential Securities Incorporated; and Legg Mason Wood Walker,
Inc.
    The Company's FFO for 1996 was $23.9 million, or $2.41 per share, a 10.0%
increase over the Company's FFO per share for 1995.  For the quarter ended
December 31, 1996, FFO was $7.1 million, or $0.70 per share, up 11.1% over the
fourth quarter of 1995.  FFO is widely considered to be the most appropriate
measure of a real estate investment trust's operating performance.
    Ernest A. Gerardi, Jr., President of Charles E. Smith Residential Realty,
Inc., stated that, "We are quite pleased with our continued solid growth in
1996, which exceeded analysts' expectations.  This performance is the result
of a combination of our acquisition and development programs, together with
operational initiatives that will continue to fuel growth in the years ahead.
The implementation of these initiatives positions us well for 1997 and
beyond."
    The Company is structured as an umbrella partnership real estate
investment trust, or UPREIT.  All property ownership and business operations
take place in an operating partnership and its subsidiaries and affiliates.
The Company currently owns approximately 45 %of the Operating Partnership and
is its sole general partner.
    The Operating Partnership's total revenue from rental properties was
$166.3 million for 1996, an increase of 14.7% over 1995.  For the fourth
quarter of 1996, revenue from rental properties increased 12.0% over the same
period last year.
    The Operating Partnership's 1996 income from rental properties before
depreciation increased 14.2% from $79.3 million to $90.5 million.  Income from
rental properties before depreciation for the fourth quarter of 1996 increased
12.7% to $24.3 million.  The Property Service Businesses contributed income
before depreciation of $8.9 million in 1996 and $3.2 million in the fourth
quarter of 1996.  For the twelve months ended December 31, 1996, the Property
Service Businesses provided 8.9% of the Operating Partnership's total income
before depreciation.
    The Operating Partnership's earnings before interest, taxes, depreciation,
and amortization (EBITDA) increased 12.8% to $97.8 million in 1996.  For the
fourth quarter of 1996, EBITDA increased 10.7% to $27.2 million.
    The Company's net income for 1996 was $11.0 million, or $1.11 per share,
an increase of 37.0% over 1995.  Net income for the fourth quarter was $5.0
million, or $0.49 per share, up 40.0% over the fourth quarter of 1995.  Net
income in all periods reflect charges for quarterly distributions paid to
other operating partnership unitholders in excess of net income attributed to
these unitholders, because these unitholders' partnership interests are
carried at zero on the balance sheet.  Such charges were $4.8 million in 1996
and $0.1 million for the fourth quarter, and it is important to note that they
have no effect on the Company's FFO.
    The Company will hold a teleconference on Friday, January 31 at 11:00 a.m.
EST to review the information reported in this release.  To participate,
please call 1-800-759-6338 shortly before 11:00 a.m. and identify yourself as
a participant in the Charles E. Smith Residential Realty teleconference.
    Charles E. Smith Residential Realty, Inc. is a self-managed real estate
investment trust that is the largest publicly traded multifamily real estate
company focused on the greater Washington, D.C. region.  The Company and its
subsidiaries and affiliates own, acquire, develop, and manage multifamily
residential, as well as provide related real estate services to other property
owners in the Washington region.
    The total market capitalization of Charles E. Smith Residential Realty was
approximately $1.2 billion on December 31, 1996 based on a stock price of
$29.25.
    This news release contains forward-looking statements regarding the
company's outlook, which are based on assumptions about economic and market
conditions, competitive dynamics and other factors subject to a number of
risks and uncertainties, some of which are discussed in the Company's filings
with the Securities and Exchange Commission.  Actual results could differ
materially.

                  CHARLES E. SMITH RESIDENTIAL REALTY, INC.
                            Financial  Highlights
       For the Three and Twelve Months Ended December 31, 1996 and 1995

    (dollars in                   3 Months Ended           12 Months Ended
    thousands except per             December 31,             December 31,
    share data)                             % Change                % Change
                                               From                    From
                              1996   1995  Last Year    1996   1995  Last Year
    Funds From Operations
     of the Operating
     Partnership           $15,489  $13,691    13.1%  $52,748  $47,311   11.5%

    Funds From Operations
    - attributable to
    the Company              7,050    6,090    15.8%   23,869   20,391   17.1%
    Per Share(a)             $0.70    $0.63    11.1%    $2.41    $2.19   10.0%

    Net Income of the
    Operating Partnership  $11,034   $9,348    18.0%  $34,817  $31,053   12.1%
    Net Income
     - attributable to
     the Company             4,967    3,378    47.0%   10,977    7,529   45.8%

    Per Share                $0.49    $0.35    40.0%    $1.11    $0.81   37.0%

    Dividends Declared
     per Share              $0.505   $0.490     3.1%  $1.990    $1.930    3.1%

    EBITDA of the Operating
     Partnership           $27,174  $24,543    10.7% $97,769   $86,657   12.8%


                       Debt Composition as of 12/31/96
                                                     Dollars in          % of
                                                     Thousands           Total
    Long Term Mortgage Debt
     (maturities greater than 1 year)
      Fixed Rate (rate: 8.05%)                        $399,563           73.1%
      Variable Rate                                          0            0.0%
    Short Term Mortgage Debt
     (maturities less than 1 year)
     Fixed Rate                                              0            0.0%
     Variable Rate (rate: 7.20%)                        17,245            3.2%
    $100M Acquisition Line of Credit (rate: 7.16%)      82,050           15.0%
    $83M Acquisition Line of Credit (rate: 7.27%)       30,000            5.5%
    Construction Loan (rate: 7.32%)                     17,686            3.2%
     Total Debt                                       $546,544          100.0%


    Maturity Schedule
     1997  116,981
     1999  113,384
     2001  125,214
     2004  30,000
     2009  148,095
     2020  12,870

    Average Interest Rate:  7.82%
    Average Years to Maturity:  6.0

    * As of 12/31/96, the Company's Debt to Total Market Capitalization Ratio
was 45.9%, based on 9,969,607 shares and 12,029,857 partnership units
outstanding at a stock price of $29.25.
    * The Company's Debt Coverage Ratio for the 3 months ended 12/31/96 was
2.53:1.

    (a) Weighted average shares, partnership units, and equivalents
outstanding during the periods were as follows:

    Shares and equivalents   10,062,702    9,707,047    9,913,308    9,310,929
    Partnership Units        11,960,203   12,115,528   11,994,324   12,292,066
    Total Shares and
     Partnership Units       22,022,905   21,822,575   21,907,632   21,602,995

                  CHARLES E. SMITH RESIDENTIAL REALTY, INC.
                              Operating Summary
       For the Three and Twelve Months Ended December 31, 1996 and 1995

    (dollars in thousands           3 Months Ended         12 Months Ended
    except per share data)            December 31,           December 31,
                                            % Change                 % Change
                                               From                     From
                                               Last                     Last
                                1996    1995   Year    1996     1995   Year
    RENTAL PROPERTIES(a)
    Revenue                   $43,469  $38,813  12.0% $166,283 $144,909  14.7%
    Expenses
    (excluding depreciation)  (19,164) (17,238) 11.2% (75,779)  (65,627) 15.5%

     Income Before
      Depreciation             24,305   21,575  12.7%   90,504   79,282  14.2%

    PROPERTY SERVICE BUSINESSES
    Engineering and
     Technical Services         1,126   1,044   7.9%     3,663    3,485   5.1%
     Property Management Services 392     692 -43.4%     2,296    2,008  14.3%
     Financing Services         1,041     805  29.3%     1,953    1,579  23.7%
     Interior Construction
      and Renovation Services     665     511  30.1%      980    1,106  -11.4%
       Income of the PSBs
        Before Depreciation     3,224   3,052   5.6%    8,892    8,178    8.7%
         Total Income Before
         Depreciation          27,529  24,627  11.8%   99,396   87,460   13.6%

    OTHER INCOME AND EXPENSES
    Interest Income               303     425 -28.7%    1,029    1,424  -27.7%
      Corporate General
      and Administrative Expenses (818)  (808)  1.2%   (3,025)  (2,842)   6.4%
     Interest Expense
      (including amort. of
       financing costs)       (11,358)(10,228) 11.0%  (43,606) (37,421)  16.5%

     Depreciation of
      Real Property            (4,455) (4,343)  2.6%  (17,931) (16,258)  10.3%
      Depreciation and
       Amortization - PSBs       (167)   (325)-48.6%   (1,046)  (1,310) -20.2%

    NET INCOME OF THE
     OPERATING PARTNERSHIP    11,034    9,348  18.0%   34,817   31,053   12.1%

     Interest of Other Operating
      Partnership Unitholders (6,015)  (5,189) 15.9%  (19,062) (17,648)   8.0%
      Distributions in Excess
       of Earnings Allocated to
       Other Operating Partnership
       Unitholders              (52)    (781) -93.3%   (4,778)  (5,876) -18.7%
        Attributable to
         the Company         $4,967   $3,378   47.0%  $10,977   $7,529   45.8%
        Net Income
         per Share(b)         $0.49    $0.35   40.0%    $1.11    $0.81   37.0%

    NET INCOME OF THE
     OPERATING PARTNERSHIP   11,034   $9,348   18.0%  $34,817   31,053   12.1%
     Add: Depreciation of
      Real Property           4,455    4,343    2.6%   17,931   16,258   10.3%


    FFO OF THE OPERATING
      PARTNERSHIP            15,489   13,691   13.1%   52,748   47,311   11.5%

     Interest of Other Operating
      Partnership
       Unitholders          (8,439)  (7,601)  11.0%  (28,879) (26,920)   7.3%
      Attributable to
       the Company          $7,050   $6,090   15.8%  $23,869  $20,391   17.1%

        Funds From Operations
         per Share(b)        $0.70    $0.63   11.1%    $2.41    $2.19   10.0%


    (a) Details are shown on the following page.
    (b) Weighted average shares, partnership units, and equivalents
outstanding during the periods were as follows:
    Shares and equivalents     10,062,702   9,707,047   9,913,308   9,310,929
    Partnership Units          11,960,203  12,115,528  11,994,324  12,292,066
     Total Shares and
      Partnership Units        22,022,905  21,822,575  21,907,632  21,602,995


                  CHARLES E. SMITH RESIDENTIAL REALTY, INC.
                           Rental Property Details
       For the Three and Twelve Months Ended December 31, 1996 and 1995

                                     3 Months Ended         12 Months Ended
                                        December 31,            December 31,
    (dollars in thousands)                     % Change               % Change
                                                  From                    From
                                                  Last                    Last
                                   1996    1995   Year     1996     1995  Year
    CORE RESIDENTIAL PORTFOLIO(a)
    Revenue                     $33,266 $32,289   3.0% $132,111 $127,745  3.4%
    Expenses (excluding
     depreciation)            (15,082) (14,625)   3.1% (61,248)  (58,566) 4.6%
      Income Before Depreciation 18,184  17,664   2.9%   70,863   69,179  2.4%

    RETAIL PORTFOLIO
    Revenue                       2,619   2,692  -2.7%   10,176   10,418 -2.3%
    Expenses (excluding
     depreciation)                 (708)   (895)-20.9%  (3,567)   (3,447) 3.5%
      Income Before Depreciation  1,911   1,797   6.3%    6,609    6,971 -5.2%

    SUB-TOTAL CORE PORTFOLIO
    Revenue                      35,885  34,981   2.6%  142,287  138,163  3.0%
    Expenses (excluding
     depreciation)              (15,790)(15,520)  1.7%  (64,815) (62,013) 4.5%
      Income Before Depreciation 20,095  19,461   3.3%   77,472   76,150  1.7%

    ACQUISITION PORTFOLIO
    Revenue                       6,482   3,179   N/A    19,914    5,831  N/A
    Expenses (excluding
     depreciation)               (2,925) (1,373)  N/A    (9,324)  (2,850)  N/A
      Income Before Depreciation  3,557   1,806   N/A    10,590    2,981  N/A

    WESTERLY AT WORLDGATE
    Revenue                       1,102     653   N/A     4,082      915  N/A
    Expenses (excluding
     depreciation)                 (449)   (345)  N/A    (1,640)    (764) N/A
      Income Before Depreciation    653     308   N/A     2,442      151  N/A

    TOTAL PORTFOLIO
     Revenue                     43,469  38,813  12.0%  166,283  144,909 14.7%
     Expenses (excluding
      depreciation)             (19,164)(17,238) 11.2%  (75,779)(65,627) 15.5%
       Income Before
        Depreciation            $24,305 $21,575  12.7%  $90,504 $79,282  14.2%

    (a) Includes Potomac View (192 units, acquired 8/94) and The Manor (435
units, acquired 8/94) for a total of 12,462 apartment units.

                  CHARLES E. SMITH RESIDENTIAL REALTY, INC.
              Funds Available for Distribution (FAD) Calculation
       For the Three and Twelve Months Ended December 31, 1996 and 1995


                            3 Months Ended Dec. 31,  12 Months Ended Dec. 31,
                                           % Change                  % Change
    (dollars in thousands                  From                      From
     except per share data) 1996     1995  Last Year   1996    1995  Last Year

    NET INCOME OF THE
     OPERATING
     PARTNERSHIP         $11,034    $9,348   18.0%   $34,817  $31,053   12.1%
      Add: Depreciation
            of Real
            Property       4,455     4,343    2.6%    17,931   16,258   10.3%
    FFO OF THE OPERATING
     PARTNERSHIP         $15,489   $13,691   13.1%   $52,748   $47,311  11.5%
      Add: Amortization
            of Deferred
            Financing
            Costs            631       690   -8.6%     2,583    2,719   -5.0%
           Depreciation and
            Amortization -
            PSBs             167       325  -48.6%     1,046    1,310  -20.2%
           Reserve Fund
            Reimbursements     0       176 -100.0%       398      995  -60.0%
           Amortization
            of Unit Grants   120       143  -16.1%       525      570   -7.9%
     Less: Additions
            to Rental
            Property (a)  (3,344)   (2,665)  25.5%    (7,298)  (5,257)  38.8%
           Principal
            Curtailments
            on Mortgage
            Debt            (103)     (185) -44.3%      (614)    (466)  31.8%
           Straight-Lining
            of Retail Rents (249)     (234)   6.4%      (962)  (1,065)  -9.7%
    FAD OF THE OPERATING
     PARTNERSHIP          12,711    11,941    6.4%    48,426   46,117    5.0%
     Interest of Other
      Operating Partnership
      Unitholders         (6,927)   (6,633)   4.4%   (26,513) (26,240)   1.0%
     Attributable
      to the Company      $5,784    $5,308    9.0%   $21,913  $19,877   10.2%
     Funds Available
      for Distribution
      per Share (b)        $0.57     $0.55    3.6%     $2.21    $2.13    3.8%
     Dividend Declared
      per Share           $0.505    $0.490    3.1%    $1.990   $1.930    3.1%
     Payout Ratios
       As a Percentage
        of FAD                89%       89%    --        90%      91%    --
       As a Percentage
        of FFO                72%       78%    --        83%      88%    --

    (a) Additions to Rental
      Property details
      are as follows:
       Core Residential
        Portfolio         $2,682    $2,374     --      $5,806   $4,899    --
       Retail Portfolio       80         9     --         287       55    --
       Acquisition
        Portfolio            582       282     --       1,205      303    --
          Total Additions
           to Rental
           Property       $3,344    $2,665     --    $7,298   $5,257      --

    (b) Weighted average
      shares, partnership
      units, and equivalents
      outstanding during
      the periods were
      as follows:
       Shares and
        equivalents   10,062,702   9,707,047   --   9,913,308   9,310,929  --
       Partnership
        Units         11,960,203  12,115,528   --  11,994,324  12,292,066  --
         Total Shares
          and Partnership
          Units       22,022,905  21,822,575   --  21,907,632  21,602,995  --


                  CHARLES E. SMITH RESIDENTIAL REALTY, INC.
Residential Portfolio Statistics for the Twelve Months Ended December 31, 1996

                                   Number of   Average     Monthly   Average
    Property Type/      Property   Apartment   Sq. Ft.     Revenue   Economic
    Property Name       Location   Units       Per Unit    Per Unit  Occupancy

    Core Residential
      Portfolio

     High-Rise
      Albemarle         Washington,
                         D.C.        235       1,097       1,126     99.3%
      Calvert-Woodley   Washington,
                         D.C.        136       1,001       1,046     99.8%
      Cleveland House   Washington,
                         D.C.        216         894       1,001     98.3%
      Corcoran House    Washington,
                         D.C.        138         464         757     99.5%
      Courthouse Plaza  Arlington,
                         VA          396         772       1,134     97.8%
      Crystal House I   Arlington,
                         VA          426         917         933     96.7%
      Crystal House II  Arlington,
                         VA          402         938         905     96.3%
      Crystal Place     Arlington,
                         VA          180         894       1,210     97.6%
      Crystal Square    Arlington,
                         VA          378       1,121       1,080     98.4%
      Gateway Place     Arlington,
                         VA          162         826       2,023     93.1%
      Marbury Plaza     Washington,
                         D.C.        672         997         621     95.3%
      Skyline Towers    Fairfax Co.,
                         VA          940       1,221         950     97.1%
      Statesman         Washington,
                         D.C.        281        593          739     98.6%
      2501 Porter       Washington,
        Street           D.C.        202        760        1,356     96.7%
      Water Park Towers Arlington,
                         VA          360        881        1,486     97.8%
        Sub-Total/Average          5,124        956        1,018     97.3%

     Mid-Rise
      Berkeley          Arlington,
                         VA          138        891          704     97.6%
      Columbian         Arlington,
       Stratford         VA          227        942          719     98.2%
      Executive Central Arlington,
                         VA          230        903          749     98.8%
      Executive North   Arlington,
                         VA          215        892          748     97.6%
      Executive South   Arlington,
                         VA          266        842          727     98.1%
      Windsor Towers    Arlington,
                         VA          280      1,025          760     96.9%
        Sub-Total/Average          1,356        920          737     97.9%

     Garden
      Bedford Village   Fairfax Co.,
                         VA          752      1,070          859     96.1%
      Car Barn          Washington,
                         D.C.        196      1,311          823     96.9%
      Columbia Crossing Arlington,
                         VA          247        976        1,116     98.2%
      Concord Village   Arlington,
                         VA          531      1,025          762     93.9%
      Fort Chaplin      Washington,
                         D.C.        549        983          603     96.5%
      The Manor         Montgomery Co.,
                         MD          435        999          729     95.6%
      Newport Village   Alexandria,
                         VA          937      1,115          862     98.3%
      Orleans Village   Fairfax Co.,
                         VA          851      1,061          787     96.9%
      Oxford Manor      Washington,
                         D.C.        227      1,005          596     94.7%
      Patriot Village   Fairfax Co.,
                         VA        1,065      1,162          851     96.7%
      Potomac View      Loudoun Co.,
                         VA          192        965          708     97.8%
        Sub-Total/Average          5,982      1,042          801     96.6%
                                  12,462        994          883     97.0%

    Residential Acquisition/
     Development Portfolio

     High-Rise
      Suburban Tower    Montgomery Co.,
       (acquired l/95)   MD          172        677         762      97.4%
      Connecticut
       Heights          Washington,
       (acquired 6/95)   D.C.        519        536         761      95.9%
      The Bennington    Arlington,
        (acquired 9/95)  VA          348        804         986      97.3%
      Van Ness South    Washington,
        (acquired 7/96)  D.C.        625        956         N/A      N/A
      1841 Columbia
        Road            Washington,
        (acquired 9/96)  D.C.        115        634         N/A      N/A
          Sub-Total/Average        1,779        756         837      96.7%

     Garden
      Blvd. of Old Town/
       Gov. Spotswood
       (acquired        Alexandria,
       4/95, 3/96)       VA          159        603        723       96.8%
      Westerly
       at Worldgate     Fairfax Co.,
       (opened 5/95)      VA         320        921      1,063       92.8%
      Oakwood           Vienna,
       (acquired 12/95)   VA         218        968      1,001       93.9%
      Charter Oak       Reston,
       (acquired 3/96)    VA         262      1,097        N/A        N/A
         Sub-Total/Average           959        927        966       93.9%
                                   2,738        816        899       95.5%
    All Residential Properties    15,200        962       $884       96.9%


SOURCE Charles E. Smith Residential Realty, Inc.




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CONTACT:
Ernest A. Gerardi, Jr., 703-769-1000, or M.
Bruce Snyder, 703-769-1029, both of Charles E. Smith Residential
Realty