SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* HACK RANDALL (Last) (First) (Middle) 600 GRANT STREET, SUITE 900 (Street) DENVER CO 80203 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/11/2004	3. Issuer Name and Ticker or Trading Symbol AFFORDABLE RESIDENTIAL COMMUNITIES INC [ ARC ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $.01 per share	2,160,715	I	By Nassau Capital L.L.C.(1)
Common Stock, par value $.01 per share	3,577	I	By NAS Partners I L.L.C.(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The 2,164,292 shares that Mr. Hack may be deemed to beneficially own are held indirectly through his affiliations with Nassau Capital L.L.C. and NAS Partners I L.L.C. Nassau Capital L.L.C. may be deemed to beneficially own 2,160,715 shares indirectly as the sole general partner for each of Nassau Capital Funds L.P., which directly holds 1,585,347 shares, and Nassau Capital Partners II L.P., which directly holds 575,368 shares. NAS Partners I L.L.C. directly holds 3,577 shares. Each of Nassau Capital L.L.C., Nassau Capital Funds L.P., Nassau Capital Partners II L.P., NAS Partners I L.L.C. and Mr. Hack disclaims beneficial ownership of shares reported herein, except to the extent of a pecuniary interest therein or to the extent shares are held directly.

Remarks:

This report is filed jointly by Randall A. Hack, Nassau Capital L.L.C., Nassau Capital Funds L.P., Nassau Capital Partners II L.P. and NAS Partners I L.L.C. Mr. Hack serves on the board of directors of Affordable Residential Communities Inc.; is a managing member of Nassau Capital L.L.C, which is the sole general partner of each of Nassau Capital Funds L.P. and Nassau Capital Partners II L.P.; and is a managing member of NAS Partners I L.L.C.

	/s/ Scott L. Gesell, Attorney-in-fact	02/11/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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