UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
April 15, 2005
(Date of earliest event reported)
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UNITED MORTGAGE TRUST
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(Exact name of registrant as specified in its charter)
Delaware 000-32409 75-6493585
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(State of formation) (Commission File Number) (IRS EIN)
5740 Prospect Avenue, Suite 1000, Dallas TX 75206
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(Address of principal executive offices including zip code)
Registrant's telephone number, including area code (214) 237-9305
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Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions (see General
Instruction A.2. below):
[_] Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
[x] Soliciting material pursuant to rule 14a-12 under the Exchange
Act (17CFR 240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
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United Mortgage Trust ("UMT") hereby amends its Current Report on Form
8-K filed on April 15, 2005 to check the box above indicating that the
information contained in that report includes soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) and
to provide the following additional information about the proposed
Merger between UMT and UMT Holdings, L.P. that is discussed in that
report.
This report is being filed pursuant to Rule 14a-12 of the Securities
Exchange Act of 1934, and is not intended to be a proxy solicitation.
Additional Information About the Merger
UMT will file a proxy statement and other documents with the Securities
and Exchange Commission regarding the Merger, and other matters. A
definitive proxy statement will be sent to UMT's shareholders, seeking
their approval of the Merger and the definitive merger agreement. You
should read the proxy because it includes important information about
the Merger. Investors and security holders may obtain a copy of the
proxy statement, when it is available, and any other relevant documents
filed by the Company with the SEC, for free, at the SEC's website,
www.sec.gov. Copies of the proxy statement and other documents filed by
the Company with the SEC may also be obtained, for free, by directing
your request to Cricket Griffin at (214) 237-9305 or cgriffin@umth.com.
Participants in the Transaction
United Mortgage Trust and its trustees and UMT Advisors, Inc. and its
directors, executive officers, and certain of its employees may be
deemed to be participants in the solicitation of proxies of United
Mortgage Trust shareholders. These individuals may have an interest in
the Merger, including as a result of holding options or shares of
beneficial interest in UMT. A list of the names, affiliations, and
interests of the participants in the solicitation will be contained in
the proxy statement relating to these transactions that will be filed
with the SEC.
Information regarding UMT's trustees and about UMT Advisors, Inc. and
its directors, executive officers is included in UMT's Annual Report on
Form 10-K filed with the SEC for the year ended December 31, 2004. This
document is available free of charge at the SEC's website at
http://www.sec.gov and from UMT at http://www.unitedmortgagetrust.com.
Investors and security holders may obtain additional information about
the interests of the UMT trustees and the executive officers and
directors of UMT Advisors, Inc. in the Merger by reviewing the proxy
statement related to the transaction once it has been filed with the
SEC.