UNITED DOMINION REALTY TRUST INC
8-K/A, 1996-04-12
REAL ESTATE INVESTMENT TRUSTS
Previous: UNITED DOMINION REALTY TRUST INC, 8-K/A, 1996-04-12
Next: OPTICAL COATING LABORATORY INC, 8-K/A, 1996-04-12



                                   Form 8-K/A
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                       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)

                                 AMENDMENT NO. 5

The  undersigned  registrant  hereby amends its Current Report on Form 8-K dated
May 26, 1994, which was filed with the Securities and Exchange Commission on May
26,  1994.  The  Financial  Statements  of Real Estate  Properties  Acquired and
Exhibit  (Consents  of  experts)  was  revised to include the report and related
consent of the other auditors.

ITEM 7.       Financial Statements, Pro forma Financial Information and Exhibits

         (a)  Financial Statements of Real Estate Properties Acquired
         (b)  Pro forma Financial Information
         (c)  Exhibits
                       (23)     Consents of experts

                                   Signatures

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant has duly caused this Amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                              UNITED DOMINION REALTY TRUST, INC.
                                                           (Registrant)



                                                          /s/ Jerry A Davis
                                                          Jerry A. Davis
                                                          Vice President and
                                                          Corporate Controller





<PAGE>





Report of Independent Auditors

To the Board of Directors
United Dominion Realty Trust, Inc.

We have audited the  accompanying  combined  statement of rental  operations  of
Clover Financial  Partnership  Properties,  as defined in Notes 1 and 2, for the
year ended December 31, 1993. This combined  statement is the  responsibility of
the management of Clover Financial Partnership Properties. Our responsibility is
to express an opinion on this combined statement based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards  require that we plan and perform the audit to obtain reasonable
assurance   about   whether  the  combined   statement  is  free  from  material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and  disclosures in the combined  statement.  An audit also includes
assessing the basis of accounting  used and the  significant  estimates  made by
management,  as well as  evaluating  the overall  presentation  of the  combined
statement.  We  believe  that our  audit  provides  a  reasonable  basis for our
opinion.

The accompanying  combined  statement of rental  operations was prepared for the
purpose  of  complying  with the rules and  regulations  of the  Securities  and
Exchange  Commission  for  inclusion  on a Current  Report on form 8-K of United
Dominion  Realty Trust,  Inc. As described in Note 2 and is not intended to be a
complete  presentation  of the gross  income and direct  operating  expenses  of
Clover Financial Partnership Properties.

In our opinion,  based on our audit the combined  statement of rental operations
presents  fairly,  in all  material  respects,  the  combined  gross  income and
combined direct operating  expenses  described in Note 2 of the Clover Financial
Partnership Properties described in Note 1 for the year ended December 31, 1993,
in conformity with generally accepted accounting principles.

/s/ D'Amico, Caglioti & Co.
D'Amico, Caglioti & Co.
May 19, 1994









<PAGE>



                     CLOVER FINANCIAL PARTNERSHIP PROPERTIES
                     COMBINED STATEMENT OF RENTAL OPERATIONS
                          YEAR ENDED DECEMBER 31, 1993

REVENUES FROM RENTAL PROPERTY                                 $        5,638,277

RENTAL PROPERTY EXPENSES
         Real Estate Taxes                   $        411,453
         Repairs and Maintenance                      892,660
         Utilities, Water & Sewer                     489,126
         Property Management Fees                     231,889
         Other Operating Expenses                   1,022,281

TOTAL RENTAL PROPERTY EXPENSES                                         3,047,409

INCOME FROM RENTAL OPERATIONS                                 $        2,590,868






















THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THIS STATEMENT

                                       3
<PAGE>



                     CLOVER FINANCIAL PARTNERSHIP PROPERTIES
              NOTES TO THE COMBINED STATEMENT OF RENTAL OPERATIONS
                          YEAR ENDED DECEMBER 31, 1993

1.       BASIS OF PRESENTATION
The Clover Financial  Partnership  Properties  consist of residential  apartment
communities   together  with  the  existing   leases  and  property   management
agreements.   The  assets  that  comprise  the  Properties  have  been  held  as
investments  of  Partnerships   affiliated  with  the  Clover   Financial  Corp.
throughout  the  year  ended  December  31,  1993.  The  accompanying  financial
statement  presents the results of the combined  rental  operations  of only the
properties  listed  below  as  a  single  entity.   The  residential   apartment
communities included in this financial statement are as follows;

Apartment Community             Location                         # of Units
- - -------------------             --------                         ----------
Crossroads I, II and III        Columbia, South Carolina            622
Overlook                        Greenville, South Carolina          237
Park I and II                   Columbia, South Carolina            292
Hunting Ridge                   Greenville, South Carolina          152

2.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Revenue and Expense Recognition
The accompanying combined statement of rental operations has been prepared using
the  accrual  method  of  accounting.  Certain  expenses  such as  depreciation,
amortization,  income  taxes and  mortgage  interest  are not  reflected  in the
statement of rental  operations,  as required by rule 3-14 of Regulation  S-X of
the Securities and Exchange Commission.

Repairs and Maintenance
Repairs and  Maintenance  costs were  expenses as  incurred,  while  significant
improvements,  renovations and replacements  were not reflected in the statement
of rental operations.

3.       PROPERTY MANAGEMENT FEES
Property   management  services  were  provided  through  affiliates  of  Clover
Financial  Corporation.  Fees for such services vary by apartment community,  as
defined in the applicable  management  agreements.  Property management fees for
the year ended December 31, 1993 are summarized as follows:

Apartment Community               % Gross Receipts                Amount
- - -------------------               ----------------                ------
Crossroads I, II and III                   4%             $       124,111
Overlook                                   4%                      35,530
Park I and II                              4%                      44,987
Hunting Ridge                              5%                      27,261
                                                                   ------

         Total                                            $       231,889
         -----                                                    =======


4.       OTHER OPERATING EXPENSES
General and  administrative  overhead  expenses not  associated  with the direct
operations of the  Properties  were not  reflected in the combined  statement of
rental operations.

<PAGE>



                         CONSENT OF INDEPENDENT AUDITORS

The Board of Directors
United Dominion realty Trust, Inc.


We  consent  to  the   incorporation   by  reference  in  the  previously  filed
Registration  Statement Form S-3 No. 33-40433,  Registration  Statement Form S-3
No.  33-32930,  Registration  Statement Form S-8 No.  33-47926 and  Registration
Statement Form S-8 No.  33-48000 of United  Dominion  Realty Trust,  Inc. of our
report dated May 19, 1994 with respect to the Statement of Rental  Operations of
the Clover  Financial  Partnership  Properties  for the year ended  December 31,
1993, included in this Form 8-K dated May 26, 1994.



/s/ D'Amico, Caglioti & Co.
D'Amico, Caglioti & Co.
February 26, 1996



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission