SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1994
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to _________
Commission file number 1-10524
UNITED DOMINION REALTY TRUST, INC.
(Exact name of registrant as specified in its charter)
Virginia 54-0857512
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
10 South Sixth Street, Suite 203 Richmond, Virginia 23219-3802
(Address of principal executive offices)
Registrant's telephone number, including area code (804) 780-2691
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding 12 months, and (2) has been subject to filing
requirements for at least the past 90 days.
Yes x No
Indicate the number of shares outstanding of each of the issuer's class of
common stock as the latest practicable date.
Class Outstanding at August 3, 1994
Common Stock, $1 par value 50,214,440
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UNITED DOMINION REALTY TRUST, INC.
BALANCE SHEETS
(unaudited)
(in thousands, except share data)
June 30, December 31,
1994 1993
<S> <C> <C>
Assets
Real estate owned (Note 7):
Apartments $ 604,436 $ 503,226
Shopping centers 74,614 74,404
Office and industrial buildings 4,595 4,583
683,645 582,213
Less accumulated depreciation 103,464 91,444
580,181 490,769
Cash and cash equivalents 85,994 5,773
Other assets 16,252 9,298
$ 682,427 $ 505,840
Liabilities and Shareholders' Equity
Mortgage notes payable $ 95,834 $ 72,862
Notes payable 202,761 156,558
Accounts payable, accrued expenses
and other liabilities 15,622 9,169
Distributions payable to shareholders 9,744 7,288
323,961 245,877
Shareholders' equity (Note 5):
Common stock, $1 par value;
100,000,000 shares authorized
49,723,912 shares issued and
outstanding (41,653,097 in 1993) 49,724 41,653
Preferred stock, 25,000,000 shares authorized,
no shares outstanding -- --
Additional paid-in capital 403,109 302,486
Notes receivable from officer shareholders (4,090) (4,384)
Distributions in excess of net income (90,277) (79,792)
Total shareholders' equity 358,466 259,963
$ 682,427 $ 505,840
</TABLE>
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<TABLE>
UNITED DOMINION REALTY TRUST, INC.
STATEMENTS OF OPERATIONS
(unaudited)
(in thousands, except per share data)
Three Months Ended Six Months Ended
June 30, June 30,
1994 1993 1994 1993
<S> <C> <C> <C> <C>
Income:
Property operations:
Rental income $29,673 $21,736 $56,379 $41,918
Rental expenses 12,438 9,042 23,823 17,213
Depreciation of real estate owned 6,313 4,904 12,020 9,516
10,922 7,790 20,536 15,189
Interest and other income 272 56 386 112
11,194 7,846 20,922 15,301
Expenses:
Interest 5,820 4,471 10,474 8,387
General and administrative (Note 6) 1,122 905 2,595 1,728
Other depreciation and amortization 185 131 371 258
7,127 5,507 13,440 10,373
Income before gains (losses) on invest-
ments and extraordinary item 4,067 2,339 7,482 4,928
Loss on sale of investment -- (89) -- (89)
Income before extraordinary item 4,067 2,250 7,482 4,839
Extraordinary item - early
extinguishment of debt (Note 9) (89) -- (89) --
Net income $ 3,978 $ 2,250 $ 7,393 $ 4,839
Net income per share:
Before extraordinary item $ .09 $ .06 $ .18 $ .14
Extraordinary item -- -- -- --
$ .09 $ .06 $ .18 $ .14
Dividends declared per share $ .195 $ .175 $ .390 $ .350
Weighted average number of
shares outstanding 42,508 35,343 42,100 35,328
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UNITED DOMINION REALTY TRUST, INC.
STATEMENTS OF CASH FLOWS
(unaudited)
(in thousands)
Six Months Ended
June 30,
1994 1993
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 7,393 $ 4,839
Adjustments to reconcile net income to
net cash provided by operating activities:
Loss on sale of investment -- 89
Extraordinary item 89 --
Depreciation and amortization 12,398 9,777
Adoption of SFAS No. 112 "Employers' Accounting
for Postemployment Benefits (Note 6) 450 --
Changes in operating assets and liabilities:
Decrease in rents and other receivables 57 290
Increase in accounts payable and accrued expenses 5,995 4,047
Increase in prepaid expenses and other assets (863) 9
Net cash provided by operating activities 25,519 19,051
INVESTING ACTIVITIES:
Acquisitions of real estate, net of debt assumed (86,910) (46,187)
Capital expenditures (7,441) (2,880)
Sale of investment, net of mortgage note receivable -- 69
Purchase of mortgage note receivable -- (1,879)
Collection of mortgage notes receivable 100 13
Net cash used in investing activities (94,251) (50,864)
FINANCING ACTIVITIES:
Net proceeds from issuance of shares 108,989 590
Increase in mortgages and notes payable 102,855 52,000
Net repayments under bank lines of credit (28,650) (1,400)
Cash distributions paid to shareholders (15,423) (12,008)
Scheduled mortgage principal payments (671) (367)
Payments on notes and non-scheduled
mortgage principal payments (18,147) (2,602)
Net cash provided by financing activities 148,953 36,213
Net increase in cash and cash equivalents 80,221 4,400
Cash and cash equivalents, beginning of period 5,773 1,105
Cash and cash equivalents, end of period $ 85,994 $ 5,505
</TABLE>
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UNITED DOMINION REALTY TRUST, INC.
STATEMENTS OF SHAREHOLDERS' EQUITY
SIX MONTHS ENDED JUNE 30, 1994
(unaudited)
(in thousands, except share and per share amounts)
<TABLE>
Common Stock, $1 Par Value Additional Receivable Distributions Total
Number Preferred Paid-in from Officer in Excess of Shareholders
of Shares(a) Amount Stock(a) Capital Shareholders Net Income Equity
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at December 31, 41,653,097 41,653 - 302,486 (4,384) (79,792) 259,963
1993
Shares issued in public
offering 8,000,000 8,000 - 99,862 107,862
Exercise of Share Options 51,688 52 - 502 554
Shares purchased by
officers, net of
repayments - 294 294
Shares issued through
dividend reinvestment
program 19,127 19 - 259 278
Net income for the six
months - 7,393 7,393
Distributions declared
($.39 per share) (17,878) (17,878)
Balance at June 30, 1994 49,723,912 49,724 403,109 (4,090) (90,277) 358,466
</TABLE>
(a) See Notes 4 and 5 to Financial Statements.
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UNITED DOMINION REALTY TRUST, INC.
Notes to Financial Statements
June 30, 1994
(Unaudited)
(1) The financial information furnished reflects all adjustments which are
necessary for a fair presentation of financial position at June 30, 1994
and the results of operations for the interim periods ended June 30,
1994 and 1993. These adjustments are of a normal and recurring nature.
Such interim results are not necessarily indicative of the results that
can be expected for a full year. The accompanying financial statements
should be read in conjunction with the audited financial statements and
related notes appearing in the Trust's 1993 Annual Report.
(2) Certain previously reported amounts have been reclassified to conform
with the current financial statement presentation.
(3) On April 7, 1994, the Trust issued $75 million of 7 1/4% senior
unsecured notes due April 1, 1999. The net proceeds of $74.3 million
were used to repay, in full, then existing bank debt and to fund
subsequent apartment acquisitions.
(4) In June, 1994, the Trust completed a public offering of 8,000,000 shares
of common stock at $14.25 per share. In July, 1994, the underwriters
exercised their over-allotment option and purchased an additional
479,400 shares. Net proceeds of the offering after deducting
underwriting commissions and direct offering costs aggregated
approximately $114 million, of which approximately $17.9 million was
used to curtail then existing bank debt. The remaining net proceeds
were temporarily invested in short-term money market investments and
were subsequently used to purchase additional apartment properties.
(5) On May 10, 1994, the Shareholders (i) approved an increase in the number
of authorized shares of Common Stock to 100 million shares and (ii)
authorized a new class of 25 million shares of Preferred Stock.
(6) At the beginning of 1994, the Trust adopted the provisions of SFAS No.
112, "Employers' Accounting for Postemployment Benefits." The cumulative
effect of this accounting change was to decrease net income by $450,000
or $.01 per share for the first quarter of 1994. This change is
included in the caption "general and administrative" expense in the
Trust's income statement.
<PAGE>
(7) A summary of the Trust's apartment acquisitions that have been made
during the six months ended June 30, 1994 is as follows:
<TABLE>
Acquisition
Date Number Cost
Acquired of Units Location (in millions)
<S> <C> <C> <C>
3/04/94 302 Raleigh, NC $13.8
3/10/94 346 Tampa, FL 12.0
4/08/94 240 Macon, GA 8.5
4/14/94 360 Orlando, FL 12.5
4/15/94 244 Tampa, FL 5.9
5/17/94 576 Raleigh, NC 24.8
6/08/94 272 Griffin, GA 9.0
6/30/94 256 Sanford, FL 7.3
2,596 $93.8
</TABLE>
(8) On July 1, 1994, the Trust closed on 21 apartment communities included
in a 25 property portfolio that had been under contract since April 1,
1994. The 21 communities contain 4,390 units and were purchased for
$142.1 million, excluding closing costs, from partnerships affiliated
with Clover Financial Corporation, a New Jersey Corporation. The 21
apartment communities were located in Alabama (2), Delaware (2), Florida
(1), Georgia (1), Maryland (2), North Carolina (4), South Carolina (7)
and Virginia (2). The four remaining apartment properties, two in
Maryland and two in South Carolina, contain 780 units and are scheduled
to be acquired on or about August 16, 1994 for $20.7 million, excluding
closing costs.
(9) During the second quarter 1994, the Trust refunded $3 million of
tax-exempt bonds. As a result of this transaction, the Trust recognized
an extraordinary loss representing unamortized financing costs related
to the original bond issue.
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UNITED DOMINION REALTY TRUST, INC.
Form 10-Q
Quarter Ended June 30, 1994
MANAGEMENT'S DISCUSSION OF FINANCIAL CONDITION AND OPERATIONS
Funds from operations is defined as income before gains (losses) on
investments and extraordinary items adjusted for certain non-cash items,
primarily real estate depreciation. The Trust considers funds from operations
in evaluating property acquisitions and its operating performance and believes
that funds from operations should be considered along with, but not as an
alternative to, net income and cash flows as a measure of the Trust's operating
performance and liquidity. Funds from operations does not represent cash
generated from operating activities in accordance with generally accepted
accounting principles and is not necessarily indicative of cash available to
fund cash needs.
RESULTS OF OPERATIONS
For the second quarter of 1994, the Trust reported increases over the
comparable 1993 quarter in rental income, income from property operations, net
income, and funds from operations. Second quarter 1994 rental income was $29.7
million compared to $21.7 million in the second quarter of 1993, an increase of
$8.0 million or 36.5%. Income from property operations excluding depreciation,
increased from $12.7 million to $17.2 million, an increase of $4.5 million or
35.8%. Net income for the second quarter totaled $4.0 million which was $1.7
million or 76.8%, greater than the $2.3 million reported in last year's second
quarter. On a per share basis, net income increased from $.06 for the second
quarter of 1993 to $.09 in the second quarter of 1994. Funds from operations
increased 43.3% from $7.4 million last year to $10.6 million in the current
year's second quarter.
The Trust's 1993 acquisitions made the largest contribution to the
reported increases. The Trust's 1994 acquisitions and improved results from its
core portfolio of mature apartments also had a positive impact on second quarter
results. For the Trust's 13,832 mature apartment units (57 complexes) that have
been owned since the beginning of 1993, occupancy was 94.2% in the current
quarter compared to 91.8% for the second quarter last year. Average rents at
these properties grew by 3.1%, operating expenses increased approximately 3.1%
and the operating expense ratio decreased 1.1% to 44.0%. As a result, net
operating income from these apartment units increased 7.7% or $736,000. For the
remaining 6,678 apartment units (25 complexes), acquired by the Trust since
January 1, 1993, occupancy averaged 93.4% during the second quarter and their
operating expense ratio was 43.1%. Operations at these recently acquired
apartment properties had a significant positive impact upon reported second
quarter results.
For the second quarter, net operating income from commercial properties
increased $10,000 from the second quarter last year.
During the second quarter, interest expense was approximately $1.3
million higher than it was in the second quarter of 1993 as the Trust had
significantly more debt outstanding on average in 1994 than in 1993. On a per
share basis, interest expense increased $.01.
For the second quarter of 1994, depreciation expense totaled $6.3 million
versus $4.9 million for the second quarter of 1993. The increase of $1.4
million results almost exclusively from the portfolio expansion that has
occurred during the last year.
For the first six months of 1994, the Trust reported increases over the
comparable 1993 period in rental income, income from property operations, net
income and funds from operations. The majority of the reported increases were
attributable to the Trust's apartment acquisitions since the beginning of 1993
and, to a lesser extent, stronger rental demand throughout the Trust's market
region. The performance of the Trust's mature group of apartments contributed
to the increases with occupancy at 93.4% in the current year compared to 91.5%
for the first six months last year. Average rents at these properties grew by
3.0% and operating expenses increased approximately 5.4%, increasing the
operating expense ratio .1% to 44.4%. Operating expenses were abnormally high
during the first quarter of 1994 primarily as a result of the unusually harsh
winter. Net operating income from these apartment units was up $958,000 or
5.0%. For the remaining 6,678 apartment units acquired by the Trust since the
beginning of 1993, occupancy averaged 92.4% during the first six months of 1994
and operating expenses averaged 43.8% of revenues.
For the first six months of 1994, net operating income from commercial
properties increased 4.0%, or $151,000, from the first six months last year,
reflecting primarily additional small tenant leases.
Interest expense for 1994 increased by approximately $2.1 million
reflecting the financing of approximately $94 million of apartment acquisitions
since January, 1994 with bank lines of credit, tax exempt bonds and $75 million
of senior unsecured notes that were publicly sold in early April 1994. On a per
share basis, interest expense increased $.01 in the first half of 1994 versus
the first half of 1993.
For the first half of 1994, depreciation expense totaled $12.0 million
versus $9.5 million in 1993. The increase of $2.5 million reflects the
portfolio expansion that has occurred during the past year.
Management expects that the Trust's operating results for the remainder
of 1994 will show continued improvement when compared to the comparable period
last year as a result of the continued positive impact of the 1993 and 1994
acquisitions and anticipated occupancy gains and rent growth. Management
believes that the Trust's operating results should continue to improve during
the next few years due to certain factors including (i) the contribution of the
large volume of units acquired since 1991 and expected to be acquired during the
remainder of 1994, (ii) improving apartment markets reflecting anticipated
population and job growth in the Southeast and (iii) the lack of significant
multi-family construction.
FINANCIAL CONDITION
As a qualified REIT, the Trust distributes a substantial portion of its
cash flow to its shareholders in the form of dividends. Consequently, new
acquisitions, property renovations and expansions, major capital improvements
and balloon debt payments are funded by a variety of primarily external sources
including bank borrowings, the issuance of equity and debt in public and private
transactions and, to a much lesser extent, property sales and mortgage
financings.
At the beginning of 1994, the Trust had approximately $5.8 million of
cash and cash equivalents and $32.4 million of available and unused bank lines
of credit. Since the beginning of the year, the Trust has expanded its bank
lines of credit to $103.5 million, an increase of $42.5 million. On April 7,
1994, the Trust completed a $75 million public offering of 7 1/4% senior
unsecured notes due April 1, 1999. The notes were priced at 99.833% to yield
7.29% to maturity. Net proceeds of the debt offering of $74.3 million were
utilized to repay, in full, outstanding bank debt and to fund subsequent
apartment acquisitions. In mid-June, 1994, the Trust completed a public
offering of 8,000,000 shares of its common stock at $14.25 per share. In July,
1994, pursuant to the over-allotment option, the underwriters purchased an
additional 479,400 shares, also at $14.25. Net proceeds of the offering, after
deducting underwriting commissions and direct offering costs, aggregated
approximately $114 million, of which approximately $17.9 million was used to
curtail then existing bank debt. The remaining net proceeds were temporarily
invested in short-term money market investments and were subsequently used to
purchase additional apartment properties. At June 30, 1994, the Trust had $86.0
million of cash and cash equivalents and $78.5 million of available and unused
bank lines of credit available to it. On July 1, in connection with a portfolio
purchase discussed below, the Trust utilized $80 million of cash and $47 million
of bank borrowings to acquire 21 apartment properties.
During the second quarter of 1994, the Trust completed four separate
tax-exempt bond financing transactions as follows: (i) Bonds totaling $5
million with a final maturity in 2024, a weighted average interest rate of 6.5%
and a weighted average life of 15.17 years were placed on Forestbrook Apartments
in Columbia, South Carolina, (ii) Bonds totaling $6.2 million with a final
maturity in 2024, a weighted average interest rate of 6.56% and a weighted
average life of 17.21 years were placed on Parkwood Court Apartments in
Alexandria, Virginia, (iii) existing tax-exempt bonds on Lakeside North
Apartments in Orlando, Florida, totaling $12.4 million were placed on an interim
basis at 4.75% until the end of the year when they will become eligible for full
refunding, and (iv) bonds totaling $3.0 million were refunded with new bonds
totaling $3 million, with a final maturity in 2023, a weighted average interest
rate of 6.56%, and a weighted average life of 16.36 years on Laurel Ridge
Apartments in Roanoke, Virginia.
During the second quarter of 1994, the Trust acquired six apartment
communities (1,948 units) at a total cost of approximately $68 million. On
April 8, 1994, the Trust acquired a 240 unit garden community in Macon, Georgia
for $8.5 million ($35,400/unit), all cash. On April 14, 1994, the Trust
acquired a 360 unit garden community in Orlando, Florida for $12.5 million
($34,700/unit) and approximately $12.4 million tax-exempt housing bonds
encumbering the property. The bonds were subsequently placed on an interim
basis and will be refunded in the fourth quarter 1994. On April 15, 1994, the
Trust acquired a 244 unit garden and townhouse community in Tampa, Florida, for
$5.9 million ($24,200/unit), all cash. On May 17, 1994, the Trust acquired a
576 unit garden community in Raleigh, North Carolina for $24.8 million
($43,100/unit), all cash. On June 8, 1994, the Trust acquired a 272 unit garden
community in Griffin, Georgia, that was purchased for $9.0 million
($33,100/unit), all cash. On June 30, 1994, the Trust purchased a 256 unit
garden community in Sanford, Florida, at a cost of $7.3 million ($28,500/unit),
all cash.
On July 1, 1994, the Trust closed on 21 of the 25 properties included in
a portfolio which had been under contract since April 1, 1994. The 21
communities contain 4,390 units and were purchased for $143.7 million, including
closing costs, from entities affiliated with Clover Financial Corporation, a New
Jersey Corporation. The 21 apartment communities are located in Alabama (2),
Delaware (2), Florida (1), Georgia (1), Maryland (2), North Carolina (4), South
Carolina (7) and Virginia (2). There remaining properties, two in Maryland and
two in South Carolina, are expected to close in mid-August, 1994.
In April, 1993 the Trust engaged outside property management for most of
its shopping center properties following the decision to exit the commercial
property business. Management recently began to offer the Trust's Richmond,
Virginia shopping centers for sale and anticipate that some or all of these
centers will be sold during the remainder of 1994. The Trust will dispose of
most of its commercial properties over the next few years.
The Trust's liquidity and capital resources are believed to be more than
adequate to meet its cash requirements for the foreseeable future.
<PAGE>
UNITED DOMINION REALTY TRUST, INC.
Form 10-Q
Quarter Ended June 30, 1994
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
On May 10, 1994, the Trust held its Annual Meeting of Shareholders. A
total of 33,825,220 shares of common stock, representing 81.12% of the
41,700,885 shares outstanding and entitled to vote as of the record date (March
18, 1994) were represented in person or by proxy and constituted a quorum.
At the meeting, nine (9) Directors were elected. Each Director will
serve an approximate one (1) year term until the Trust's next Annual Meeting.
The following persons were elected Directors with each receiving at least
33,489,090 shares, representing 80.31% of the total number of shares entitled to
vote at the meeting and 99.0% of the shares voted: Jeff C. Bane, Robert P.
Buford, R. Toms Dalton, Jr., James Dolphin, Barry M. Kornblau, John C. Lanford,
John P. McCann, H. Franklin Minor, and C. Harmon Williams, Jr.
The Employee Stock Purchase Plan was adopted by 32,442,353 shares,
representing 78% of the total shares entitled to vote.
The class or classes of 25,000,000 shares of Preferred Stock, issuable in
series, the characteristics of which may be fixed by the Board of Directors, was
approved by 21,152,608 shares, representing 51% of the total shares entitled to
vote.
The Articles of Incorporation of the Trust were amended to increase the
number of authorized shares of Common Stock from 60,000,000 to 100,000,000
shares. The amendment was approved by 30,092,528 shares, representing 72% of
the total shares entitled to vote.
<PAGE>
UNITED DOMINION REALTY TRUST, INC.
Form 10-Q
Quarter Ended June 30, 1994
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) The exhibits listed on the accompanying index to exhibits are
filed as part of this quarterly report.
(b) Reports on Form 8-K
(i) A Form 8-K dated April 15, 1994 was filed with the
Securities and Exchange Commission on April 28, 1994 as
subsequently amended by Form 8-K/A filed on June 7, 1994.
The filing reported the acquisition of certain properties
which in the aggregate were deemed to be significant. The
financial statements filed as part of this report are the
statements of rental operations of The Shire Apartments,
Lakewood Place Apartments, River Place Apartments, and
Lakeside North Apartments.
(ii) A Form 8-K dated May 17, 1994 was filed with the Securities
and Exchange Commission on June 1, 1994 as subsequently
amended by Form 8-K/A filed July 28, 1994. The filing
reported the acquisition of a certain property which was
deemed to be significant. The financial statements filed
as part of this report are the statements of rental
operations of Walnut Creek Apartments in Raleigh, North
Carolina.
(iii) A Form 8-K dated May 26, 1994 was filed with the Securities
and Exchange Commission on May 26, 1994 as subsequently
amended by Form 8-K/A No. 1 filed on June 7, 1994, Form
8-K/A No. 2 filed on June 16, 1994 and Form 8- K/A No. 3
filed on July 15, 1994. The filing reported the proposed
acquisition of a portfolio of 25 apartment communities
located primarily in the Southeast, in separate but related
transactions from certain affiliates of Clover Financial
Corporation. The proposed acquisition, in the aggregate,
was deemed to be significant. The financial statements
filed as part of this report are the combined audited
statements of rental operations of 25 apartment
communities.
<PAGE>
(iv) A Form 8-K dated July 18, 1994 was filed with the
Securities and Exchange Commission on July 18, 1994. The
filing reported the acquisition of a portfolio of 21
apartment communities which in the aggregate were deemed to
be significant. The financial statements filed as part of
this report are the combined audited statements of rental
operations for the 21 apartment communities which were
purchased on July 1, 1994 and the 4 apartment communities
that will be purchased on August 16, 1994 which were filed
with the Commission on Form 8-K dated May 26, 1994.
<PAGE>
UNITED DOMINION REALTY TRUST, INC.
FORM 10-Q FOR QUARTER ENDED JUNE 30, 1994
EXHIBIT INDEX
Item 6(a)
References to pages under the caption "Location" are to be sequentially
numbered pages of the manually signed original of this Form 10-Q, and references
to exhibits, forms or other filings indicate that the exhibit, form or other
filing referred to has been filed, that the indexed exhibit and the exhibit
referred to are the same and that the exhibit referred to is incorporated herein
by reference.
<TABLE>
Exhibit Description Location
<S> <C> <C>
3(a)(i) Restated Articles of Incorporation Exhibit 3 to the Trust's
Quarterly Report on Form 10-Q
for the quarter ended June 30,
1992.
3(a)(ii) Amendment to Articles of Exhibit 6(a)(i) to the Trust's
Incorporation Form 8-A Registration Statement.
3(b) By-Laws Exhibit 4(c) to the Trust's Form S-3
Registration Statement (Registration
No. 33-44743) filed with the
Commission on December 31, 1991.
4(i) Specimen Common Stock Exhibit 4(i) to the Trust's Annual
Certificate Report on Form 10-K for the
year ended December 31, 1993.
4(ii)(a) Loan Agreement dated as of Exhibit 6(c)(1) to the Trust's
November 7, 1994, between the Form 8-A Registration Statement
Trust and Aid Association for
Lutherans
4(ii)(b) Loan Agreement dated as of Exhibit 6(c)(2) to the Trust's
November 14, 1991, between the Form 8-A Registration Statement
Trust and Signet Bank/Virginia
4(ii)(c) Note Purchase Agreement dated Exhibit 6(c)(3) to the Trust's
as of February 19, 1992, between Form the Trust and Principal Mutual
Life Insurance Company 8-A Registration Statement
4(ii)(d) Credit Agreement dated as of Exhibit 6(c)(4) to the Trust's
December 15, 1992, between the Form 8-A Registration Statement
Trust and Signet Bank/Virginia
4(ii)(e) Note Purchase Agreement dated Exhibit 6(c)(5) to the Trust's
as of January 15, 1993, between Form 8-A Registration Statement
the Trust and CIGNA Property and
Casualty Insurance Company,
Connecticut General Life Insurance
Company, Connecticut General Life
Insurance Company, on behalf of
one or more separate accounts,
Insurance Company of North America,
Principal Mutual Life Insurance
Company and Aid Association for
Lutherans
4(ii)(f)(1) Indenture dated as of April 1, 1994, Exhibit 4(ii)(f)(1) to the Trust's
between the Trust and NationsBank Quarterly Report on Form 10-Q for
of Virginia, N.A., as Trustee the quarter ended March 31, 1994
4(ii)(f)(2) Resolution of the Board of Directors Exhibit 4(ii)(f)(2) to the Trust's
of the Trust establishing terms of Quarterly Report on Form 10-Q for
7 1/4% Notes due April 1, 1999 the quarter ended March 31, 1994
4(ii)(f)(3) Form S-3 of 7 1/4% Notes due Exhibit 4(ii)(f)(3) to the Trust's
April 1, 1994 Quarterly Report on Form 10-Q for
the quarter ended March 31, 1994
<PAGE>
UNITED DOMINION REALTY TRUST, INC.
Form 10-Q
Quarter Ended June 30, 1994
SIGNATURES
Pursuant to the requirements of Section 15(d) 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.
UNITED DOMINION REALTY TRUST, INC.
Date: August 12, 1994 /s/ James Dolphin
James Dolphin, Senior Vice President
Chief Financial Officer
Date: August 12, 1994 /s/ Jerry A. Davis
Jerry A. Davis
Vice President & Corporate Controller
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