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