SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
------------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
November 2, 1998
Date of Report (Date of Earliest Event Reported)
UNITED DOMINION REALTY TRUST, INC.
(Exact name of registrant as specified in its charter)
Virginia 1-10524 54-0857512
(State or other jurisdiction (Commission File No.) I.R.S. Employer
of incorporation) (Identification No.)
10 South Sixth Street
Richmond, Virginia, 23219
(Address of principal executive offices)
(Zip Code)
(804) 780-2691
(Registrant's telephone number, including area code)
N/A
(former name or former address, if changed since last report)
<PAGE>
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits:
23.1 Consent of Arthur Andersen LLP dated November 3, 1998
23.2 Consent of Ernst & Young LLP dated November 3, 1998
23.3 Consent of Ernst & Young LLP dated November 3, 1998
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.
UNITED DOMINION REALTY TRUST, INC.
(Registrant)
By:
---------------------------------------
Name: Robin R. Flanagan
Title: Assistant Vice President,
Controller -- Corporate Accounting
and Reporting
Dated: November 4, 1998
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
- ----------------- ------------------------------------------
23.1 Consent of Arthur Andersen LLP dated
November 3, 1998
23.2 Consent of Ernst & Young LLP dated
November 3, 1998
23.3 Consent of Ernst & Young LLP dated
November 3, 1998
Exhibit 23.1
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation by
reference in this registration statement of our report on American Apartment
Communities II, Inc., dated February 27, 1998, and our report on American
Apartment Communities II, L.P., dated February 12, 1998, included in the
Company's Current Report on Form 8-K, filed with the SEC on October 23, 1998,
and to all references to our Firm included in this registration statement.
/s/ ARTHUR ANDERSEN LLP
San Francisco, California
November 3, 1998
Exhibit 23.2
Consent of Independent Auditors
We consent to the reference to our firm under the caption "Experts" in the
Registration Statement (Form S-3 No. 333-27221) and related Prospectus
Supplement of United Dominion Realty Trust, Inc. for registration of notes dated
November 2, 1998 and to the incorporation by reference therein of our report
dated January 28, 1998, with respect to the consolidated financial statements
and schedule of United Dominion Realty Trust, Inc. included in its Annual Report
(Form 10-K) for the year ended December 31, 1997, filed with the Securities and
Exchange Commission.
Ernst & Young LLP
Richmond, Virginia
November 3, 1998
Exhibit 23.3
Consent of Independent Auditors
We consent to the reference to our firm under the caption "Experts" in the
Registration Statement (Form S-3 No. 333-27221) and related Prospectus
Supplement of United Dominion Realty Trust, Inc. for registration of monthly
income notes due 2008, dated November 2, 1998 and to the incorporation by
reference therein of our report dated January 28, 1998, with respect to the
consolidated financial statements and schedule of United Dominion Realty Trust,
Inc. included in its Annual Report (Form 10-K) for the year ended December 31,
1997, filed with the Securities and Exchange Commission.
Ernst & Young LLP
Richmond, Virginia
November 3, 1998
