CAMDEN PROPERTY TRUST (Form: 8-K, Received: 03/18/2008 16:42:06)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

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): March 14, 2008

CAMDEN PROPERTY TRUST

(Exact name of Registrant as Specified in Charter)


Texas	1-12110	76-6088377
(State or Other Jurisdiction of	(Commission File Number)	(I.R.S. Employer
Incorporation)		Identification Number)

Three Greenway Plaza, Suite 1300, Houston, Texas 77046
( Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (713) 354-2500

Not applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 5.02		Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Effective March 14, 2008, Camden Property Trust (the “Company”) appointed D. Keith Oden as President. Prior to this time, Mr. Oden served as President and Chief Operating Officer of the Company. Also effective March 14, 2008, the Company appointed H. Malcolm Stewart as Chief Operating Officer. Prior to this time, Mr. Stewart served as Executive Vice President-Real Estate Investments and Chief Investment Officer of the Company.

Item 9.01. Financial Statements and Exhibits.

(c)

Exhibits .


Exhibit
Number		Title

99.1		Second Amendment to Second Amended and Restated Employment Agreement, dated as of March 14, 2008, between Camden Property Trust and D. Keith Oden.

99.2		Second Amendment to Employment Agreement, dated as of March 14, 2008, between the Company and H. Malcolm Stewart.

SIGNATURES

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.

Date: March 17, 2008


	CAMDEN PROPERTY TRUST
	By:	/s/ Michael P. Gallagher
		Michael P. Gallagher
		Vice President - Chief Accounting Officer

EXHIBIT INDEX


Exhibit
Number		Title

99.1		Second Amendment to Second Amended and Restated Employment Agreement, dated as of March 14, 2008, between Camden Property Trust and D. Keith Oden.

99.2		Second Amendment to Employment Agreement, dated as of March 14, 2008, between the Company and H. Malcolm Stewart.

Exhibit 99.1

SECOND AMENDMENT TO
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT

THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “ Amendment ”), dated as of March 14, 2008, by and between Camden Property Trust, a Texas real estate investment trust (the “ Company ”), and D. Keith Oden (“ Executive ”).

WHEREAS, the Company and Executive have entered into a Second Amended and Restated Employment Agreement, dated as of July 11, 2003, as amended (the “ Employment Agreement ”); and

WHEREAS, the Company and Executive desire to amend the Employment Agreement as set forth herein.

NOW, THEREFORE, the Company and Executive agree as follows:

1. Recitals . The third Recital of the Agreement is amended and restated to read in its entirety as follows:

“WHEREAS, the Executive and the Company deem it in their respective best interests to enter into an agreement for the Executive as the President of the Company on the terms and subject to the conditions set forth herein; and”

2. Employment . Section 2(a) of the Agreement is amended and restated to read in its entirety as follows:

“Pursuant to the term and subject to the conditions of this Agreement, the Company agrees to employ the Executive during the Employment Term (as defined below) as President of the Company, and the Executive accepts such employment.”

3. Capitalized Terms . Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Employment Agreement.

4. Ratification . Except as otherwise expressly provided in this Amendment, the Employment Agreement is hereby ratified and confirmed and shall continue in full force and effect in accordance with its terms.

5. Counterparts . This Amendment may be executed in identical counterparts, which when taken together shall constitute one and the same instrument. A counterpart transmitted by facsimile shall be deemed an original for all purposes.

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above written.


		CAMDEN PROPERTY TRUST

		By:		/s/ Dennis M. Steen Dennis M. Steen
				Senior Vice President-Finance and Chief Financial Officer

		EXECUTIVE

		/s/ D. Keith Oden

		D. Keith Oden

Exhibit 99.2

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this “ Amendment ”), dated as of March 14, 2008, by and between Camden Property Trust, a Texas real estate investment trust (the “ Company ”), and H. Malcolm Stewart (“ Executive ”).

WHEREAS, the Company and Executive have entered into an Employment Agreement, dated as of August 20, 1996, as amended (the “ Employment Agreement ”);

WHEREAS, the Company and Executive desire to amend the Employment Agreement as set forth herein.

NOW, THEREFORE, the Company and Executive agree as follows:

1. Recitals . The third Recital of the Agreement is amended and restated to read in its entirety as follows:

“WHEREAS the Executive shall work as Chief Operating Officer.”

2. Employment . Section 1 of the Agreement is amended and restated to read in its entirety as follows:

“The Company employs the Executive as Chief Operating Officer (the “Office”) to perform the duties normally associated with that office under the control and at the direction of the Chairman of the Board, Chief Executive Officer and the President (“Management”) and other such duties as may, from time to time, be assigned and are consistent with the position.

3. Capitalized Terms . Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Employment Agreement.

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above written.


		CAMDEN PROPERTY TRUST

		By:		/s/ Dennis M. Steen
				Dennis M. Steen
				Senior Vice President-Finance and Chief Financial Officer

		EXECUTIVE

		/s/ H. Malcolm Stewart

		H. Malcolm Stewart