Item 1.01 Entry into a Material Definitive Agreement.

On January 30, 2020, American Campus Communities Operating Partnership LP (the "Operating Partnership") completed an underwritten public offering of $400.0 million in aggregate principal amount of its 2.850% Senior Notes due 2030 (the "Notes"), which are fully and unconditionally guaranteed by American Campus Communities, Inc. (the "Company") pursuant to a Guarantee, dated April 2, 2013. The terms of the Notes are governed by an Indenture, dated as of April 2, 2013, among the Operating Partnership, as issuer, the Company, as guarantor, and U.S. Bank National Association, as trustee, as supplemented by the First Supplemental Indenture, dated as of April 2, 2013 and the Second Supplemental Indenture, dated as of June 21, 2019 (collectively, the "Indenture"). The Indenture contains various restrictive covenants, including limitations on the Operating Partnership's ability to incur additional indebtedness and requirements to maintain unencumbered assets, in each case subject to the exceptions set forth in the Indenture. Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an


           Off-Balance
           Sheet Arrangement of a Registrant.


The information set forth in Item 1.01 is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.




(d)
Exhibits
.
 Exhibit
 Number                                         Title

    4.1            Form of Indenture, dated as of April 2, 2013, among American
                 Campus Communities Operating Partnership LP, as issuer, American
                 Campus Communities, Inc., as guarantor, and U.S. Bank National
                 Association, as trustee. Incorporated by reference to Exhibit 4.1 to
                 Current Report on Form 8-K of American Campus Communities, Inc.
                 (File No. 001-32265) and American Campus Communities Operating
                 Partnership LP (File No. 333-181102-01) filed on April 3, 2013.

    4.2            Form of First Supplemental Indenture, dated as of April 2, 2013,
                 among American Campus Communities Operating Partnership LP, as
                 issuer, American Campus Communities, Inc., as guarantor, and U.S.
                 Bank National Association, as trustee. Incorporated by reference to
                 Exhibit 4.2 to Current Report on Form 8-K of American Campus
                 Communities, Inc. (File No. 001-32265) and American Campus
                 Communities Operating Partnership LP (File No. 333-181102-01) filed
                 on April 3, 2013.

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   4.3           Form of Second Supplemental Indenture, dated as of June 21, 2019,
               among American Campus Communities Operating Partnership LP, as issuer,
               American Campus Communities, Inc., as guarantor, and U.S. Bank
               National Association, as trustee. Incorporated by reference to Exhibit
               4.3 to Current Report on Form 8-K of American Campus Communities, Inc.
               (File No. 001-32265) and American Campus Communities Operating
               Partnership LP (File No. 333-181102-01) filed on June 21, 2019.

   4.4*          Form of American Campus Communities Operating Partnership LP 2.850%
               Senior Note due 2030.

   4.5           Form of Guarantee of American Campus Communities, Inc. Incorporated
               by reference to Exhibit 4.4 to Current Report on Form 8-K of American
               Campus Communities, Inc. (File No. 001-32265) and American Campus
               Communities Operating Partnership LP (File No. 333-181102-01) filed on
               April 3, 2013.

   5.1*          Opinion of Dentons US LLP as to the legality of the securities
               registered

   8.1*          Opinion of Dentons US LLP as to certain tax matters

  23.2           Consent of Dentons US LLP (included in Exhibit 5.1 hereto)

  23.3           Consent of Dentons US LLP (included in Exhibit 8.1 hereto)

  104          Cover Page Interactive Data File (embedded within the Inline XBRL
               document)


* Filed herewith.


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