SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549


                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

        Date of report (Date of earliest event reported): October 1, 1996

                       UNITED DOMINION REALTY TRUST, INC.
             (Exact name of registrant as specified in its charter)


         Virginia                         1-10524                54-0857512
(State or other jurisdiction of   (Commission File Number)    (I.R.S. Employer
 incorporation of organization)                              Identification No.)


               10 South Sixth Street, Suite 203 Richmond, Virginia 23219-3802
               (Address of principal executive offices - zip code)


                                 (804) 780-2691
               Registrant's telephone number, including area code








Item 5.   Other Events

         On October 1, 1996,  United  Dominion  Realty Trust,  Inc.
("United Dominion")  entered into an agreement and plan of merger (the
"Agreement") with South West Property  Trust, Inc. ("South West") a
qualified real estate investment trust organized as a Maryland
Corporation and Headquartered in Dallas, Texas.  Pursuant to the
agreement,  South West would be merged into a wholly-owned subsidiary of
United  Dominion. Under the terms of the agreement, each share of South
West will be exchanged for 1.0833 shares of United Dominion provided
that United Dominion's average closing price  during the pricing period
is $13 7/8 or higher.  If the average  closing price is less than $13
7/8, then the exchange ratio will be adjusted  upwards to provide a $15
value for each South West share. United Dominion is not required to
offer more than 1.1215 shares, and South West is not required  to accept
less  than $15 per  share  in value.  Consumation  of the transaction is
subject to certain  conditions, including  completion of certain due
diligence  procedures by both parties, regulatory  approval and
shareholder approval. The press release announcing the merger is
attached hereto as Exhibit 99.1.


Item 7.  Financial Statements and Exhibits

         (c)      Exhibits

         99.1     Press Release dated October 1, 1996










                                   Signatures

Pursuant to the  requirements  of the  Securities  and 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:     October 4, 1996                /s/ James Dolphin
                                        James Dolphin, Senior Vice President
                                        Chief Financial Officer


Date:      October 4, 1996              /s/ Jerry A. Davis
                                        Jerry A. Davis, Vice President
                                        Corporate Controller