FORM 10-K/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
AMENDMENT NO. 3
AMENDMENT TO APPLICATION OR REPORT
Filed Pursuant to Section 12, 13 or 15(d) of
THE SECURITIES EXCHANGE ACT OF 1934
UNITED DOMINION REALTY TRUST, INC.
(Exact name of registrant as specified in its charter)
The undersigned registrant hereby amends the following items, financial
statements and other portions of its Annual Report on Form 10-K for the year
ended December 31, 1995 as set forth in the pages attached hereto.
Exhibit 23 Consent of Experts
The Consent of Ernst & Young LLP, Independent Auditors was revised to reflect
the proper date of the Consent of Experts which was mistakenly not updated in
Form 10-K Amendment No. 2 filed with the Commission on May 20, 1996.
UNITED DOMINION REALTY TRUST, INC.
(Registrant)
By: /s/ JERRY A. DAVIS
Jerry A. Davis, Vice President &
Corporate Controller
Exhibit 23
CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
We consent to the incorporation by reference in the following Registration
Statements of United Dominion Realty Trust, Inc. and in the related Prospectuses
of our report dated January 25, 1996, with respect to the consolidated financial
statements and schedule of United Dominion Realty Trust, Inc., as amended,
included in this Form 10-K/A for the year ended December 31, 1995.
<TABLE>
<CAPTION>
Registration
Statement Number Description
<C> <C>
33-40433 Form S-3, pertaining to the private placement of
900,000 shares of the Company's common stock in
May 1991.
33-32930 Form S-3, pertaining to the Company's Dividend
Reinvestment and Stock Purchase Plan.
33-48000 Form S-8, pertaining to the Company's Stock Purchase
And Loan Plan.
33-47926 Form S-8, pertaining to the Company's Stock Option
Plan.
33-58201 Form S-8, pertaining to the Employees' Stock Purchase
Plan.
33-55159 Form S-3, Shelf Registration pertaining to $400
Million of Common Stock, Preferred Stock and
Debentures.
</TABLE>
/s/ ERNST & YOUNG LLP
Ernst & Young LLP
Richmond, Virginia
May 20, 1996
