EXHIBIT 5


                          WALLER LANSDEN DORTCH & DAVIS
                    A Professional Limited Liability Company
                              Nashville City Center
                          511 Union Street, Suite 2100
                             Post Office Box 198966
                         Nashville, Tennessee 37219-8966
                                 (615) 244-6380

                                 July 27, 2004

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

         Re: Healthcare Realty Trust Incorporated

Ladies and Gentlemen:

         In our capacity as special securities counsel to Healthcare Realty
Trust Incorporated, a Maryland corporation (the "Company"), we have examined the
Registration Statement on Form S-3 (Registration No. 333-109306) filed by the
Company under the Securities Act of 1933, as amended, the related Prospectus
dated March 17, 2004 (the "Prospectus"), as supplemented by the Prospectus
Supplement dated July 22, 2004 (the "Prospectus Supplement") and the
Registration Statement on Form S-3 (Registration No. 333-117590) filed by the
Company under Rule 462(b) of the Securities Act of 1933, as amended, relating to
the offering of 4,600,000 shares of the common stock, par value $.01 per share,
of the Company (the "Common Stock"). In this regard, we have examined and relied
upon such records, documents and other instruments as in our judgment are
necessary or appropriate in order to express the opinions hereinafter set forth.

         Based upon the foregoing, we are of the opinion that the 4,600,000
shares of Common Stock referred to in the Prospectus Supplement, to the extent
actually issued and sold in the manner and on the terms described in the
Prospectus Supplement, will be duly and validly issued, fully paid and
nonassessable shares of the Common Stock of the Company.

         We hereby consent to the filing of this opinion as an exhibit to the
Company's current report on Form 8-K and further consent to the reference to us
under the caption "Legal Matters" in the Prospectus and the Prospectus
Supplement.


                                        Very truly yours,


                                        /s/ Waller Lansden Dortch & Davis, PLLC