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 September 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 November 3, 1994
Common Stock, $1 par value 50,210,640
UNITED DOMINION REALTY TRUST, INC.
CONSOLIDATED BALANCE SHEETS
(unaudited)
(in thousands, except share data)
September 30, December 31,
1994 1993
Assets
Real estate owned (Note 5):
Apartments $ 865,803 $ 503,226
Shopping centers 74,384 74,404
Office and industrial buildings 4,598 4,583
944,785 582,213
Less accumulated depreciation 111,387 91,444
833,398 490,769
Cash and cash equivalents 25,770 5,773
Other assets 12,689 9,298
$ 871,857 $ 505,840
Liabilities and Shareholders' Equity
Mortgage notes payable $ 126,219 $ 72,862
Notes payable (Note 3) 356,195 156,558
Accounts payable, accrued expenses
and other liabilities 18,695 9,169
Distributions payable to shareholders 9,744 7,288
510,853 245,877
Shareholders' equity (Note 4):
Common stock, $1 par value;
100,000,000 shares authorized,
50,210,440 shares issued and
outstanding (41,653,097 in 1993) 50,210 41,653
Preferred stock, 25,000,000 shares
authorized, no shares outstanding -- --
Additional paid-in capital 408,976 302,486
Notes receivable from officer shareholders (4,089) (4,384)
Distributions in excess of net income (94,093) (79,792)
Total shareholders' equity 361,004 259,963
$ 871,857 $ 505,840
UNITED DOMINION REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
(in thousands, except per share data)
Three Months Ended Nine Months Ended
September 30, September 30,
1994 1993 1994 1993
Income
Property operations:
Rental income $39,526 $22,683 $95,905 $64,601
Property Expenses:
Utilities 3,072 1,969 7,928 5,649
Repairs and maintenance 6,166 3,930 14,607 9,947
Real estate taxes 2,611 1,370 6,475 4,239
Property management 1,361 587 3,169 1,688
Other operating expenses 3,615 2,078 8,469 5,624
Real estate depreciation 8,016 4,920 20,035 14,436
14,685 7,829 35,222 23,018
Interest and other income 155 384 541 497
14,840 8,213 35,763 23,515
Expenses
Interest 7,510 4,295 17,984 12,681
General and administrative (Note 6) 1,135 838 3,730 2,566
Other depreciation and amortization 200 147 571 406
8,845 5,280 22,285 15,653
Income before gains (losses) on invest-
ments and extraordinary item 5,995 2,933 13,478 7,862
Loss on sale of investment (20) -- (20) (89)
Income before extraordinary item 5,975 2,933 13,458 7,773
Extraordinary item - early
extinguishment of debt -- -- (89) --
Net income $ 5,975 $ 2,933 $ 13,369 $ 7,773
Net income per share:
Before extraordinary item $ .12 $ .07 $ .30 $ .21
Extraordinary item -- -- -- --
$ .12 $ .07 $ .30 $ .21
Dividends declared per share $ .195 $ .175 $ .585 $ .525
Weighted average number of
shares outstanding 50,153 40,527 44,814 37,080
UNITED DOMINION REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
(in thousands)
Nine Months Ended
September 30,
1994 1993
OPERATING ACTIVITIES:
Net income $ 13,369 $ 7,773
Adjustments to reconcile net income to
net cash provided by operating activities:
Loss on sale of investment 20 89
Extraordinary item 89 --
Depreciation and amortization 20,613 14,851
Adoption of SFAS No. 112 "Employers' Accounting
for Postemployment Benefits (Note 7) 450 --
Changes in operating assets and liabilities:
Decrease in rents and other receivables 6 229
Increase in accounts payable and accrued expenses 9,069 4,687
Increase in prepaid expenses and other assets (2,982) (970)
Net cash provided by operating activities 40,634 26,659
INVESTING ACTIVITIES:
Acquisitions of real estate, net of debt assumed (308,678) (77,062)
Capital expenditures (12,676) (6,568)
Sale of investment, net of mortgage note receivable 1,943 69
Purchase of mortgage note receivable -- (1,907)
Collection of mortgage notes receivable 102 16
Net cash used in investing activities (319,309) (85,452)
FINANCING ACTIVITIES:
Net proceeds from issuance of shares 115,343 78,615
Increase in mortgages and notes payable 256,329 65,800
Net repayments under bank lines of credit (28,650) (28,500)
Cash distributions paid to shareholders (25,214) (19,261)
Scheduled mortgage principal payments (948) (622)
Payments on notes and non-scheduled
mortgage principal payments (18,188) (16,846)
Net cash provided by financing activities 298,672 79,186
Net increase in cash and cash equivalents 19,997 20,393
Cash and cash equivalents, beginning of period 5,773 1,105
Cash and cash equivalents, end of period $ 25,770 $21,498
UNITED DOMINION REALTY TRUST, INC.
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
NINE MONTHS ENDED SEPTEMBER 30, 1994
(UNAUDITED)
(In thousands, except share and per share amounts)
Common Stock, $1 Par Value Additional Receivable Distributions Total
Number Preferred Paid-in from Officer in Excess of Shareholders'
of Shares(a) Amount Stock Capital Shareholders Net Income Equity
Balance at December 31, 1993 41,653,097 $41,653 - $302,486 ($4,384) ($79,792) $259,963
Shares issued in public offering 8,479,400 8,479 - 105,721 114,200
Exercise of share options 50,285 50 - 403 453
Shares purchased by officers
net of repayments (7,500) (7) - (106) 295 182
Shares issued through dividend
reinvestment program 35,155 35 - 472 507
Net income for the nine months - 13,369 13,369
Distributions declared
($.585 per share) - (27,670) (27,670)
Balance at September 30, 1994 50,210,440 $50,210 - $408,976 ($4,089) ($94,093) $361,004
(a) See Note 4 to Financial Statements
UNITED DOMINION REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 1994
(Unaudited)
1. The consolidated financial statements include the accounts of United
Dominion Realty Trust (the "Trust") and its subsidiaries, all of which are
wholly-owned subsidiaries. All significant inter-company accounts and
transactions have been eliminated in consolidation. The financial
information furnished reflects all adjustments which are necessary for a fair
presentation of financial position at September 30, 1994 and the results of
operations for the interim periods ended September 30, 1994 and 1993. 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 statements presentation.
3. On April 7, 1994 the Trust issued $75 million of 7 1/4% Senior Notes due
on April 1, 1999. Net proceeds of $74.3 million were used to repay then
existing bank debt and to fund subsequent apartment acquisitions. On
September 27, 1994, the Trust completed a $150 million public offering of 8
1/2% Senior Debentures due September 15, 2024. The Debentures include an
investor put feature which grants the debentureholder a one time option to
redeem debentures at the end of 10 years. Net proceeds approximated $148.6
million and were used to repay, in full, then existing bank debt of $115.3
million and to help fund subsequent apartment acquisitions. At September 30,
1994, $16.8 million of the net proceeds were temporarily invested in short-
term money market investments.
During the third quarter, the Trust entered into two interest rate
hedge transactions involving futures contracts with a total principal amount
of $150 million to hedge against possible interest rate fluctuations during
the period prior to the issuance of the $150 million Debentures. The net
economic effect of these two transactions was to reduce the interest rate on
the Debentures to 8.22% for 10 years. These contracts were terminated upon
issuance of the Debentures. Gains from these contracts of $3.5 million, are
deferred as an adjustment to the carrying amount of the debentures and will
be amortized as a reduction of interest expense over the life of the
debentures to the put date.
4. Near the end of June, 1994, the Trust completed a public offering of
8,479,400 shares of its common stock at $14.25 per share. 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 repay then existing bank debt. The remaining net
proceeds were temporarily invested in short-term money market investments and
were subsequently used to purchase 22 apartment communities on June 30, 1994
and July 1, 1994.
5. During the third quarter of 1994, the Trust acquired 32 apartment
communities containing 7,102 units at a total cost of $258.3 million,
including closing costs. During the nine months ended September 30, 1994,
the Trust acquired 40 apartment communities containing 9,698 units at a total
cost of $352.5 million, including closing costs. In connection with these
acquisitions, the Trust assumed $30.6 million in mortgage notes payable.
These acquisitions include 25 properties (5,166 units) of a 26 property
portfolio that the Trust acquired during the third quarter of 1994 for a
total cost of $169.7 million, including closing costs. The final portfolio
property contains 152 units and was acquired on November 1, 1994, for $2.3
million, excluding closing costs. The operating results of the portfolio
properties are included in the Trust's consolidated results of operations
from the date of acquisition. Unaudited pro forma condensed results of
operations for the nine months ended September 30, 1994 and 1993, which
assumes that the portfolio acquisition had occurred at the beginning of the
period are as follows (in thousands, except per share amounts):
Pro forma Pro forma
Nine Months Ended Nine Months Ended
September 30, 1994 September 30, 1993
Rental Income $110,304 $85,860
Property Expenses 70,167 55,947
Income from property operations 40,137 29,913
Income before losses on investments
and extraordinary item 15,675 11,462
Net income 15,586 11,373
Net income per share .31 .25
The pro forma information presented is not necessarily indicative of
actual results that would have been achieved had the portfolio acquisition
occurred at the beginning of the year, nor is it intended to be a projection
of future results.
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.
UNITED DOMINION REALTY TRUST, INC.
Form 10-Q
Quarter Ended September 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 third 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. Third quarter 1994 rental income was
$39.5 million compared to $22.7 million in the third quarter of 1993, an
increase of $16.8 million or 74.0%. Income from property operations
excluding depreciation, increased from $12.7 million to $22.7 million, an
increase of $10.0 million or 78.7%. Net income for the third quarter totaled
$6.0 million which was $3.0 million or 100%, greater than the $3.0 million
reported in last year's third quarter. On a per share basis, net income
increased from $.07 for the third quarter of 1993 to $.12 in the third
quarter of 1994. Funds from operations increased 77.5% from $8.0 million
last year to $14.2 million in the current year's third quarter.
The Trust's 1994 acquisitions made the largest contribution to the
reported increases. The Trust's 1993 acquisitions and improved results from
its core portfolio of mature apartments also had a positive impact on third
quarter results. For the 13,832 mature apartment units (57 complexes) that
have been owned since the beginning of 1993, occupancy was 95.6% in the
current quarter compared to 91.5% for the third quarter last year. Average
rents at these properties grew by 3.0%, operating expenses increased 0.8% and
the operating expense ratio decreased 3.0% to 44.1%. As a result, net
operating income from these apartment units increased 13.6% or $1,264,000.
For the remaining 13,715 apartment units (56 complexes), acquired by the
Trust since January 1, 1993, occupancy averaged 93.1% during the third
quarter and their operating expense ratio was 42.9%. During the third
quarter of 1994, average occupancy for all 27,547 units owned at September
30, 1994 was 94.3% and the operating expense ratio was 43.5% during the third
quarter of 1994. During the third quarter of 1993, the 16,627 units then
owned had average occupancy of 91.3% and an operating expense ratio of 46.7%.
For the third quarter, net operating income from commercial properties
increased $87,000 or 4.9% from the third quarter last year.
During the third quarter, interest expense was approximately $3.2 million
higher than it was in the third 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 $.04.
For the third quarter of 1994, depreciation expense totaled $8.0 million
versus $4.9 million for the third quarter of 1993. The increase of $3.1
million results almost exclusively from the portfolio expansion that has
occurred during the last year.
For the first nine 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 contribution of those communities acquired 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 94.1% in
the current year compared to 91.5% for the first nine months last year.
Average rents at these properties grew by 3.0% and operating expenses
increased 4.0%, decreasing the operating expense ratio .9% to 44.3%. Net
operating income from these apartment units was up $2,175,000 or 7.6%. For
the remaining 13,715 apartment units acquired by the Trust since the
beginning of 1993, occupancy averaged 92.8% during the first nine months of
1994 and operating expenses averaged 43.3% of revenues. Average occupancy
for all 27,547 units owned at September 30, 1994 was 93.6% and the operating
expense ratio was 43.9% for the first nine months of 1993, the 16,627 units
then owned had average occupancy of 91.5% and an operating expense ratio of
44.9%.
For the first nine months of 1994, net operating income from commercial
properties increased $238,000, or 4.3% from the first nine months last year,
reflecting primarily additional small tenant leases.
Interest expense for 1994 increased by approximately $5.3 million
reflecting the financing of approximately $238.5 million of apartment
acquisitions since January, 1994 with bank lines of credit, tax-exempt bonds,
$75 million of senior unsecured notes that were publicly sold in early April
1994, and $150 million of debentures that were publicly sold on September 27,
1994. On a per share basis, interest expense increased $.06 in the first
nine months of 1994 versus the first nine months of 1993.
For the first nine months of 1994, depreciation expense totaled $20.0
million versus $14.4 million in 1993. The increase of $5.6 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.
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. Near the end of June, 1994, the Trust
completed a public offering of 8,479,400 shares of its common stock at $14.25
per share. 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 a portfolio
of apartment communities (See Note 5). On September 27, 1994, the Trust
completed a $150 million public offering of 8 1/2% Debentures due September
15, 2024. The Debentures include an investor put feature which grants the
debentureholder a one time option to redeem debentures at the end of 10 years.
The Debentures were priced at 99.689% to yield 8.55% to maturity. During the
quarter, the Trust executed two interest rate hedge transactions involving
futures contracts which had the effect of reducing the interest rate on the
debentures to 8.22% for ten years. Net proceeds of approximately $148.6
million were used to repay, in full, then existing bank debt of $115.3
million, with a weighted average interest rate of 5.43%, and to purchase an
apartment community on September 30, 1994. The remaining net proceeds were
temporarily invested in short-term money market instruments. At September 30,
1994, the Trust had $16.8 million of such temporary investments and $103.5
million of unused bank lines of credit available to it.
During the first nine months 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 third quarter, the Trust closed on 25 of the 26 properties
included in a portfolio which had been under contract since April 1, 1994.
The 25 communities contain 5,166 units and were purchased for $169.7 million,
including closing costs, from entities affiliated with Clover Financial
Corporation, a New Jersey Corporation. The 25 apartment communities are
located in Alabama (2), Delaware (2), Florida (1), Georgia (1), Maryland (4),
North Carolina (5), South Carolina (8) and Virginia (2). The remaining
property, located in South Carolina was purchased on November 1, 1994 for
$2.3 million, excluding closing costs, all cash. In addition to the
portfolio properties, the Trust acquired seven additional apartment
communities (1,936 units) at a total cost of approximately $84.4 million. On
July 22, 1994, the Trust acquired a 228 unit garden community in Wilmington,
North Carolina for $9.2 million ($40,400/unit), all cash. On July 22, 1994,
the Trust acquired a 352 unit garden community in Jacksonville, Florida for
$13.0 million ($36,900/unit) and approximately $12.5 million tax-exempt
housing bonds encumbering the property. On August 11, 1994, the Trust
acquired a 200 unit garden community in Ft. Myers, Florida, for $6.6 million
($33,000/unit), all cash. On August 19, 1994, the Trust acquired a 304 unit
garden community in Columbia, South Carolina for $11.3 million ($37,200/unit)
subject to a 7.125% first mortgage in the amount of $8.3 million. On
September 1, 1994, the Trust acquired a 248 unit garden community in Naples,
Florida, that was purchased for $9.1 million ($36,700/unit) subject to a 7
1/2% first mortgage in the amount of $5.1 million. On September 21, 1994,
the Trust purchased a 352 unit garden community in Coral Springs, Florida, at
a cost of $24.4 million ($69,300/unit), all cash. On September 30, 1994, the
Trust acquired a 252 unit garden community in Miami Lakes, Florida that was
purchased for $13.8 million ($54,800/unit), all cash.
In April, 1993 the Trust engaged outside property management for most of
its shopping center properties following management's decision to exit the
commercial property business. Management recently began to offer certain of
the Trust's shopping centers for sale and anticipates that some or all of
these centers will be sold during the remainder of 1994 and early 1995. The
Trust is committed to the disposition 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.
UNITED DOMINION REALTY TRUST, INC.
Form 10-Q
Quarter Ended September 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 July 1, 1994 was filed with the Securities
and Exchange Commission on July 18, 1994. The filing reported
the acquisition of 21 apartment communities included in a 25
property portfolio. (As previously reported on Form 8-K dated
May 26, 1994 which 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).
(ii) A Form 8-K dated August 31, 1994 was filed with the Securities
and Exchange Commission on August 31, 1994. The filing
updated the the Pro Forma Financial Information to include
operating results for the six months ended June 30, 1994. (As
previously reported on Form 8-K dated May 26, 1994 which 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 which included Pro Forma
Financial Information for the three months ended March 31,
1994).
(iii) A Form 8-K dated September 1, 1994 was filed with the
Securities and Exchange Commission on September 16, 1994 as
subsequently amended by Form 8-K/A filed November 14, 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 combined statements of
rental operations of Griffin Crossing Apartments, Regatta
Shores Apartments, Clear Run Apartments, Alexander Glen
Apartments, Hampton Greene Apartments and Santa Barbara
Landing Apartments.
(iv) A Form 8-K dated October 14, 1994 was filed with the
Securities and Exchange Commission on October 31, 1994. The
filing reported the acquisition of certain properties which in
the aggregate were deemed to be significant.
FORM 10-Q FOR QUARTER ENDED SEPTEMBER 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.
Exhibit Description Location
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 Form 8-A
Incorporation 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 Form
November 7, 1994, between the 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 Form
November 14, 1991, between the 8-A Registration Statement
Trust and Signet Bank/Virginia
4(ii)(c) Note Purchase Agreement dated Exhibit 6(c)(3) to the Trust's Form
as of February 19, 1992, between 8-A Registration Statement
the Trust and Principal Mutual
Life Insurance Company
4(ii)(d) Credit Agreement dated as of Exhibit 6(c)(4) to the Trust's Form
December 15, 1992, between the 8-A Registration Statement
Trust and Signet Bank/Virginia
4(ii)(e) Note Purchase Agreement dated Exhibit 6(c)(5) to the Trust's Form
as of January 15, 1993, between 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 of 7 1/4% Notes due Exhibit 4(ii)(f)(3) to the Trust's
April 1, 1999 Quarterly Report on Form 10-Q for
the quarter ended March 31, 1994
4(ii)(f)(4) Resolution of the Board of Filed herewith
the Trust establishing terms of
8 1/2% Debentures due September
15, 2024
4(ii)(f)(5) Form of 8 1/2% Debentures Filed herewith
due September 15, 2024
UNITED DOMINION REALTY TRUST, INC.
Form 10-Q
Quarter Ended September 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: November 14, 1994 /s/ James Dolphin
James Dolphin, Senior Vice President
Chief Financial Officer
Date: November 14, 1994 /s/ Jerry A. Davis
Jerry A. Davis
Vice President & Corporate Controller