Exhibit 23
CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
We consent to the incorporation by reference in the following Registration
Statements of United Dominion Realty Trust, Inc. and in the related Prospectus
of our report dated January 27, 2004, with respect to the consolidated financial
statements and schedule of United Dominion Realty Trust, Inc. included in this
Annual Report (Form 10-K) for the year ended December 31, 2003:
Registration Statement Number Description
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33-40433 Form S-3, pertaining to the
registration of 900,000 shares of the
Company's common stock.
33-58201 Form S-8, pertaining to the Employee's
Stock Purchase Plan.
333-11207 Form S-3, pertaining to the
registration of 1,679,840 shares of the
Company's Common Stock.
333-15133 Form S-3, pertaining to the Company's
Dividend Reinvestment and Stock
Purchase Plan.
333-32829 Form S-8, pertaining to the Company's
Stock Purchase and Loan Plan.
333-44463 Form S-3, pertaining to the Company's
Dividend Reinvestment and Stock
Purchase Plan.
333-48557 Form S-3, pertaining to the
registration of 104,920 shares of
Common Stock, including rights to
purchase Series C Junior Participating
Redeemable Preferred Stock.
333-53401 Form S-3, pertaining to the
registration of 1,528,089 shares of
Common Stock, including rights to
purchase Series C Junior Participating
Redeemable Preferred Stock.
333-58600 Form S-8, pertaining to the Employee's
Stock Purchase Plan.
333-64281 Form S-3, pertaining to the
registration of 849,498 shares of
Common Stock, including rights to
Purchase Series C Junior Participating
Redeemable Preferred Stock.
333-72885 Form S-3, pertaining to the
registration of 130,416 shares of
Common Stock, including rights to
purchase Series C Junior Participating
Redeemable Preferred Stock.
333-75897 Form S-8, pertaining to the Company's
1999 Long Term Incentive Plan.
333-77107 Form S-3, pertaining to the
registration of 1,023,732 shares of
Common Stock, including rights to
purchase Series C Junior Participating
Redeemable Preferred Stock.
Registration Statement Number Description
- ----------------------------- -----------
333-77161 Form S-3, pertaining to the
registration of 481,251 shares of
Common Stock, including rights to
purchase Series C Junior Participating
Redeemable Preferred Stock.
333-80279 Form S-8, pertaining to the Company's
1999 Open Market Purchase Program.
333-82929 Form S-3, pertaining to the
registration of 95,119 shares of Common
Stock, including rights to purchase
Series C Junior Participating
Redeemable Preferred Stock.
333-86808 Form S-3, pertaining to the
registration of 12,307,692 shares of
Common Stock, including rights to
purchase Series C Junior Participating
Redeemable Preferred Stock.
333-101611 Form S-3, Shelf Registration Statement,
pertaining to the registration of $1
billion of Common Stock, Preferred
Stock and Debt Securities.
333-106959 Form S-3, pertaining to the
registration of 3,425,217 shares of
Common Stock, including rights to
purchase Series C Junior Participating
Redeemable Preferred Stock.
/s/ Ernst & Young LLP
Richmond, Virginia
March 8, 2004