-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, D6FQSgOoJnQubI+TGk6xJ7rBBGLESAD8zXbX/1B9oka2ePtNf7Kvd1pCPxTUytoS qu/nVO8ZbvDuEhdncMg2zA== 0000916641-94-000030.txt : 19940608 0000916641-94-000030.hdr.sgml : 19940608 ACCESSION NUMBER: 0000916641-94-000030 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 19940606 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19940607 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED DOMINION REALTY TRUST INC CENTRAL INDEX KEY: 0000074208 STANDARD INDUSTRIAL CLASSIFICATION: 6798 IRS NUMBER: 540857512 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-10524 FILM NUMBER: 94533241 BUSINESS ADDRESS: STREET 1: 10 S 6TH ST STE 203 CITY: RICHMOND STATE: VA ZIP: 23219-3802 BUSINESS PHONE: 8047802691 MAIL ADDRESS: STREET 1: 10 SOUTH SIXTH STREET STREET 2: SUITE 203 CITY: RICHMOND STATE: VA ZIP: 23219-3802 FORMER COMPANY: FORMER CONFORMED NAME: OLD DOMINION REAL ESTATE INVESTMENT TRUST DATE OF NAME CHANGE: 19850110 FORMER COMPANY: FORMER CONFORMED NAME: OLD DOMINION REIT ONE DATE OF NAME CHANGE: 19770921 FORMER COMPANY: FORMER CONFORMED NAME: OLD DOMINION REAL ESTATE INVESTMENT TRUS DATE OF NAME CHANGE: 19741216 8-K/A 1 FORM 8KA Form 8-K/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 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) AMENDMENT NO. 1 The undersigned registrant hereby amends its Current Report on Form 8-K dated April 15, 1994 by adding the Historical Summary of Revenues and Certain Rental Expenses, the Estimates of Net Income and Funds Generated and the Pro Forma Condensed Financial Statements (Unaudited) and the Notes thereto, as set forth on the pages attached hereto. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Financial Statements of Real Estate Properties Acquired (b) Pro Forma Financial Information (c) Exhibits (23) Consents of experts SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Amendment to be signed on its behalf by the undersigned, thereunto duly authorized. UNITED DOMINION REALTY TRUST, INC. (Registrant) /s/ Jerry A. Davis Jerry A. Davis Vice President Corporate Controller Date: June 7, 1994 Independent Auditors' Report To the Owners of The Shire Apartments We have audited the accompanying statement of rental operations (as defined in Note 2) of The Shire Apartments for the year ended December 31, 1993. This financial statement is the responsibility of the management of The Shire Apartments. Our responsibility is to express an opinion on this statement based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. The statement was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission (for inclusion in a Current Report on Form 8-K of United Dominion Realty Trust, Inc.), as described in Note 4, and is not intended to be a complete presentation of The Shire Apartments revenues and expenses. In our opinion, the statement referred to above presents fairly, in all material respects, the income and operating expenses, as described in Note 2, of The Shire Apartments for the year ended December 31, 1993, in conformity with generally accepted accounting principles. /s/ L.P. Martin & Company, P.C. L. P. Martin & Company, P.C. Certified Public Accountants May 12, 1994 THE SHIRE APARTMENTS STATEMENT OF RENTAL OPERATIONS YEAR ENDED DECEMBER 31, 1993 REVENUES FROM RENTAL PROPERTY $2,057,845 RENTAL PROPERTY EXPENSES: Real Estate Taxes 143,061 Repairs and Maintenance 208,792 Utilities 45,281 Property Management Fees (Note 3) 92,815 Other Operating Expenses 250,905 TOTAL RENTAL PROPERTY EXPENSES 740,854 INCOME FROM RENTAL OPERATIONS $1,316,991 The accompanying notes are an integral part of this statement. THE SHIRE APARTMENTS NOTES TO THE STATEMENT OF RENTAL OPERATIONS YEAR ENDED DECEMBER 31, 1993 NOTE 1 - BASIS OF PRESENTATION The Shire Apartments (The Property) consists of a 302 unit garden style and townhouse residential apartment community located in Raleigh, North Carolina, together with the existing leases. The assets that comprise the Property have been held as an investment of The Shire Company Limited Partnership and Shire II Associates Limited Partnership, North Carolina limited partnerships (the owners), throughout the year ended December 31, 1993. The accompanying financial statement presents the results of rental operations of the Property as a stand-alone entity. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue and Expense Recognition The accompanying statement of rental operations has been prepared using the accrual method of accounting. Certain expenses such as depreciation, amortization, income taxes, mortgage interest expense and asset management fees are not reflected in the statement of rental operations, as required by Rule 3-14 of Regulation S-X of the Securities and Exchange Commission. Repairs and Maintenance Repairs and maintenance costs are expensed as incurred, while significant improvements, renovations and replacements are capitalized. NOTE 3 - PROPERTY MANAGEMENT FEES Property management services were provided through Drucker & Falk, an affiliate of the owners of the property. Fees for such services ranged between 4% and 5% of gross receipts from operations, as defined in the property management agreement. NOTE 4 - SALE OF PROPERTY The property was sold to United Dominion Realty Trust, Inc. on March 4, 1994. This statement of rental operations has been prepared to be included in a Current Report on Form 8-K to be filed by United Dominion Realty Trust, Inc. Independent Auditors' Report To the Owners of Lakewood Place Apartments We have audited the accompanying statement of rental operations (as defined in Note 2) of Lakewood Place Apartments for the year ended December 31, 1993. This financial statement is the responsibility of the management of Lakewood Place Apartments. Our responsibility is to express an opinion on this statement based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. The statement was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission (for inclusion in a Current Report on Form 8-K of United Dominion Realty Trust, Inc.), as described in Note 4, and is not intended to be a complete presentation of Lakewood Place Apartments revenues and expenses. In our opinion, the statement referred to above presents fairly, in all material respects, the income and operating expenses, as described in Note 2, of Lakewood Place Apartments for the year ended December 31, 1993, in conformity with generally accepted accounting principles. /s/ L.P. Martin & Company, P.C. L. P. Martin & Company, P.C. Certified Public Accountants May 13, 1994 LAKEWOOD PLACE APARTMENTS STATEMENT OF RENTAL OPERATIONS YEAR ENDED DECEMBER 31, 1993 REVENUES FROM RENTAL PROPERTY $ 1,847,538 RENTAL PROPERTY EXPENSES: Real Estate Taxes 164,452 Repairs and Maintenance 316,624 Utilities 153,610 Property Management Fees (Note 3) 74,222 Other Operating Expenses 200,968 TOTAL RENTAL PROPERTY EXPENSES 909,876 INCOME FROM RENTAL OPERATIONS $ 937,662 The accompanying notes are an integral part of this statement. LAKEWOOD PLACE APARTMENTS NOTES TO THE STATEMENT OF RENTAL OPERATIONS YEAR ENDED DECEMBER 31, 1993 NOTE 1 - BASIS OF PRESENTATION Lakewood Place Apartments (The Property) consists of a 346 unit garden style residential apartment community located in Tampa, Florida together with the existing leases. The assets that comprise the Property have been held as an investment of Lakewood Partners, Ltd., a Florida limited partnership (the owner), throughout the year ended December 31, 1993. The accompanying financial statement presents the results of rental operations of the Property as a stand-alone entity. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue and Expense Recognition The accompanying statement of rental operations has been prepared using the accrual method of accounting. Certain expenses such as depreciation, amortization, income taxes, mortgage interest expense and asset management fees are not reflected in the statement of rental operations, as required by Rule 3-14 of Regulation S-X of the Securities and Exchange Commission. Repairs and Maintenance Repairs and maintenance costs are expensed as incurred, while significant improvements, renovations and replacements are capitalized. NOTE 3 - PROPERTY MANAGEMENT FEES Property management services were provided through FRM Properties Inc., an affiliate of the owner of the property. Fees for such services were 4% of gross receipts from operations, as defined in the property management agreement. NOTE 4 - SALE OF PROPERTY The property was sold to United Dominion Realty Trust, Inc. on March 10, 1994. This statement of rental operations has been prepared to be included in a Current Report on Form 8-K to be filed by United Dominion Realty Trust, Inc. Independent Auditors' Report To the Owners of River Place Apartments We have audited the accompanying statement of rental operations (as defined in Note 2) of River Place Apartments for the year ended December 31, 1993. This financial statement is the responsibility of the management of River Place Apartments. Our responsibility is to express an opinion on this statement based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. The statement was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission (for inclusion in a Current Report on Form 8-K of United Dominion Realty Trust, Inc.), as described in Note 4, and is not intended to be a complete presentation of River Place Apartments revenues and expenses. In our opinion, the statement referred to above presents fairly, in all material respects, the income and operating expenses, as described in Note 2, of River Place Apartments for the year ended December 31, 1993, in conformity with generally accepted accounting principles. /s/ L.P. Martin & Company, P.C. L. P. Martin & Company, P.C. Certified Public Accountants May 24, 1994 RIVER PLACE APARTMENTS STATEMENT OF RENTAL OPERATIONS YEAR ENDED DECEMBER 31, 1993 REVENUES FROM RENTAL PROPERTY $ 1,419,832 RENTAL PROPERTY EXPENSES: Real Estate Taxes 96,667 Repairs and Maintenance 167,107 Utilities 70,056 Property Management Fees (Note 3) 70,714 Other Operating Expenses 239,505 TOTAL RENTAL PROPERTY EXPENSES 644,049 INCOME FROM RENTAL OPERATIONS $ 775,783 The accompanying notes are an integral part of this statement. RIVER PLACE APARTMENTS NOTES TO THE STATEMENT OF RENTAL OPERATIONS YEAR ENDED DECEMBER 31, 1993 NOTE 1 - BASIS OF PRESENTATION River Place Apartments (The Property) consists of a 240 unit garden style residential apartment community located in Macon, Georgia, together with the existing leases. The assets that comprise the Property have been held as an investment of Pinnacle Partners I, Inc., a Georgia corporation (the owner). The accompanying financial statement presents the results of rental operations of the Property as a stand-alone entity. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue and Expense Recognition The accompanying statement of rental operations has been prepared using the accrual method of accounting. Certain expenses such as depreciation, amortization, income taxes, mortgage interest expense and asset management fees are not reflected in the statement of rental operations, as required by Rule 3-14 of Regulation S-X of the Securities and Exchange Commission. Repairs and Maintenance Repairs and maintenance costs are expensed as incurred, while significant improvements, renovations and replacements are capitalized. NOTE 3 - PROPERTY MANAGEMENT FEES Property management services were provided through Pinnacle Equities Group, Inc., an affiliate of the owner of the property. Fees for such services were 5% of gross receipts from operations, as defined in the property management agreement. NOTE 4 - SALE OF PROPERTY The property was sold to United Dominion Realty Trust, Inc. on April 8, 1994. This statement of rental operations has been prepared to be included in a Current Report on Form 8-K to be filed by United Dominion Realty Trust, Inc. Independent Auditors' Report To the Owners of Lakeside North Apartments We have audited the accompanying statement of rental operations (as defined in Note 2) of Lakeside North Apartments for the year ended December 31, 1993. This financial statement is the responsibility of the management of Lakeside North Apartments. Our responsibility is to express an opinion on this statement based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. The statement was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission (for inclusion in a Current Report on Form 8-K of United Dominion Realty Trust, Inc.), as described in Note 4, and is not intended to be a complete presentation of Lakeside North Apartments revenues and expenses. In our opinion, the statement referred to above presents fairly, in all material respects, the income and operating expenses, as described in Note 2, of Lakeside North Apartments for the year ended December 31, 1993, in conformity with generally accepted accounting principles. /s/ L.P. Martin & Company, P.C. L. P. Martin & Company, P.C. Certified Public Accountants May 24, 1994 LAKESIDE NORTH APARTMENTS STATEMENT OF RENTAL OPERATIONS YEAR ENDED DECEMBER 31, 1993 REVENUES FROM RENTAL PROPERTY $ 1,718,541 RENTAL PROPERTY EXPENSES: Real Estate Taxes 196,729 Repairs and Maintenance 291,549 Utilities 137,495 Property Management Fees (Note 3) 70,938 Other Operating Expenses 220,168 TOTAL RENTAL PROPERTY EXPENSES 916,879 INCOME FROM RENTAL OPERATIONS $ 801,662 The accompanying notes are an integral part of this statement. LAKESIDE NORTH APARTMENTS NOTES TO THE STATEMENT OF RENTAL OPERATIONS YEAR ENDED DECEMBER 31, 1993 NOTE 1 - BASIS OF PRESENTATION Lakeside North Apartments (The Property) consists of a 360 unit garden style residential apartment community located in the Altamont Springs suburb of Orlando, Florida, together with the existing leases. The assets that comprise the Property have been held as an investment of Tenn-Fla Partners, a Tennessee general partnership (the owner), throughout the year ended December 31, 1993. The accompanying financial statement presents the results of rental operations of the Property as a stand-alone entity. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue and Expense Recognition The accompanying statement of rental operations has been prepared using the accrual method of accounting. Certain expenses such as depreciation, amortization, income taxes, mortgage interest expense and asset management fees are not reflected in the statement of rental operations, as required by Rule 3-14 of Regulation S-X of the Securities and Exchange Commission. Repairs and Maintenance Repairs and maintenance costs are expensed as incurred, while significant improvements, renovations and replacements are capitalized. NOTE 3 - PROPERTY MANAGEMENT FEES Property management services were provided through Ghertner & Company and Coleman Management, Inc. Fees for such services were 4% of gross receipts from operations, as defined in the property management agreement. NOTE 4 - SALE OF PROPERTY The property was sold to United Dominion Realty Trust, Inc. on April 14, 1994. This statement of rental operations has been prepared to be included in a Current Report on Form 8-K to be filed by United Dominion Realty Trust, Inc. UNITED DOMINION REALTY TRUST, INC. CERTAIN PROPERTY ACQUIRED SUMMARY OF REVENUES AND CERTAIN RENTAL EXPENSES FOR THE YEAR ENDED DECEMBER 31, 1993 Rental income $7,043,756 Rental expenses (excluding depreciation): Utilities $406,442 Repairs and maintenance 984,072 Real estate taxes 600,909 Property management 308,689 Other rental expenses 911,546 3,211,658 Excess of revenues over certain rental expenses $3,832,098 CERTAIN PROPERTY ACQUIRED SUMMARY OF REVENUES AND CERTAIN RENTAL EXPENSES FOR THE THREE MONTHS ENDED MARCH 31, 1994 Rental income $1,543,663 Rental expenses (excluding depreciation): Utilities $ 80,466 Repairs and maintenance 239,777 Real estate taxes 121,236 Property management 70,280 Other rental expenses 186,813 698,572 Excess of revenues over certain rental expenses $ 845,091 The combined summaries of revenues and certain rental expenses reflect the combined operations of The Shire Apartments, Lakewood Place Apartments, River Place Apartments, and Lakeside North Apartments (the "properties") for the year ended December 31, 1993 based upon the audited combined statements of rental operations of the properties appearing elsewhere herein and for the three month period ended March 31, 1994 based upon the unaudited combined statements of rental operations of the properties through the date on which they were acquired. During 1993 and a portion of 1994, the properties were owned and operated by entities other than United Dominion Realty Trust (the "Trust"). The summary has been prepared on the accrual method of accounting. Rental expenses include repair and maintenance expenses, utilities, real estate taxes, insurance and certain other expenses. In accordance with the regulations of the Securities and Exchange Commission, mortgage interest expenses, depreciation, and general and administrative costs have been excluded from operating expenses, as they are dependent upon a particular owner, purchase price or financial arrangement. In assessing the properties, management considered the existing and potential tenant base, expected job growth in the area, occupancy rates, the competitive nature of the market and comparative rental rates. Furthermore, current and anticipated maintenance and repair costs, real estate taxes and anticipated capital improvements were assessed. UNITED DOMINION REALTY TRUST, INC. PRO FORMA CONDENSED FINANCIAL STATEMENTS (UNAUDITED) The following pro forma balance sheet at March 31, 1994 gives effect to the acquisition by the Trust of two apartment complexes purchased between April 8, 1994 and April 14, 1994 as if those transactions were consummated on or before March 31, 1994. The Shire Apartments and Lakewood Place Apartments were purchased on March 4, 1994 and March 10, 1994, respectively, and therefore, are included in the Trust's historical March 31, 1994 balance sheet. River Place Apartments, in Macon, Georgia was acquired from Pinnacle Partners I, Inc., a Georgia corporation. Lakeside North Apartments, in Altamonte Springs, Florida, was purchased from TENN-FLA Partners, a Tennessee general partnership. UNITED DOMINION REALTY TRUST, INC. PRO FORMA BALANCE SHEET (UNAUDITED) MARCH 31, 1994 (In thousands, except share data) PRO FORMA HISTORICAL ADJUSTMENTS PRO FORMA ASSETS Real estate owned, at cost: Apartments $532,227 $21,198 (1) $553,425 Shopping centers 74,450 74,450 Office and industrial buildings 4,593 4,593 611,270 21,198 632,468 Less accumulated depreciation 97,150 97,150 514,120 21,198 535,318 Cash and cash equivalents 10,489 10,489 Other assets 10,993 10,993 $535,602 $21,198 $556,800 LIABILITIES AND SHAREHOLDERS' EQUITY Mortgage notes payable $72,660 $ -- $72,660 Notes payable 188,101 21,198 (1) 209,299 Accounts payable, accrued expenses and other liabilities 10,631 10,631 Distributions payable to shareholders 8,130 8,130 279,522 21,198 300,720 Shareholders' equity: Common stock, $1 par value 60,000,000 shares authorized, 41,703,785 shares issued and outstanding 41,704 41,704 Additional paid-in capital 302,981 302,981 Notes receivable from officer shareholders (4,096) (4,096) Distributions in excess of net income (84,509) (84,509) Total shareholders' equity 256,080 256,080 $535,602 $21,198 $556,800
UNITED DOMINION REALTY TRUST, INC. PRO FORMA CONDENSED STATEMENT OF OPERATIONS (UNAUDITED) TWELVE MONTHS ENDED DECEMBER 31, 1993 (In thousands, except per share data) ACQUISITIONS PREVIOUSLY REPORTED ON FORM 8-K DATED PRO FORMA HISTORICAL APRIL 15, 1994 ADJUSTMENTS PRO FORMA Income Property operations: Rental revenues $89,084 $7,044(2) $96,128 Operating expenses 37,859 3,212(2) 41,071 Depreciation expense 19,764 1,280(4) 21,044 Income from property operations 31,461 3,832 (1,280) 34,013 Interest income 708 708 32,169 3,832 (1,280) 34,721 Expenses Interest 16,938 1,871(3) 18,809 General and administrative 3,349 3,349 Other depreciation and amortization 596 596 20,883 1,871 22,754 Income before gains on sales of investments and extraordinary items 11,286 3,832 (3,151) 11,967 Gains (losses) on sale of investments (89) (89) Net income $11,197 $3,832 $(3,151) $11,878 Earnings per share $ .29 $ .31 Average shares outstanding 38,202 38,202
UNITED DOMINION REALTY TRUST, INC. PRO FORMA CONDENSED STATEMENT OF OPERATIONS (UNAUDITED) THREE MONTHS ENDED MARCH 31, 1994 (In thousands, except per share data) ACQUISITIONS PREVIOUSLY REPORTED FORM 8-K DATED PRO FORMA HISTORICAL APRIL 15, 1994 ADJUSTMENTS PRO FORMA Income Property operations: Rental revenues $26,706 $1,544(2) $28,250 Operating expenses 11,385 699(2) 12,084 Depreciation expense 5,706 146(4) 5,852 Income from property operations 9,615 845 (146) 10,314 Interest income 114 114 9,729 845 (146) 10,428 Expenses Interest 4,655 389(3) 5,044 General and administrative 1,474 1,474 Other depreciation and amortization 185 185 6,314 389 6,703 Net income $3,415 845 $(535) $3,725 Earnings per share $ .08 $ .09 Average shares outstanding 41,688 41,688 UNITED DOMINION REALTY TRUST, INC. NOTES TO PRO FORMA CONDENSED FINANCIAL STATEMENTS (UNAUDITED) 1. To record the purchase of River Place Apartments and Lakeside Apartments acquired after March 31, 1994, assuming that the acquisition was financed with unsecured bank borrowings. The other two properties were acquired prior to or on March 31, 1994 and are included in the Trust's historical balance sheet. 2. To record historical results of the properties for the year ended December 31, 1993 and the three months ended March 31, 1994 as if the property had been owned throughout each period presented. 3. To record interest expense on bank debt used to finance the acquisitions at assumed interest rates equal to market rates in effect at the time of each respective acquisition. 4. To record depreciation based upon the allocation of the purchase price depreciated over estimated useful lives between 15 and 35 years using the straight line method.
EX-23 2 EXHIBIT 23(A) Exhibit 23(a) CONSENT OF INDEPENDENT AUDITORS The Board of Directors United Dominion Realty Trust, Inc.: We consent to the incorporation by reference in the previously filed Registration Statement Form S-3 No. 33-40433, Registration Statement Form S-3 No. 33-32930, Registration Statement Form S-8 No. 33-47926 and Registration Statement Form S-8 No. 33-48000 of United Dominion Realty Trust, Inc. of our report dated May 12, 1994, with respect to the statement of rental operations of The Shire Apartments for the year ended December 31, 1993, included in this Form 8-K/A, Amendment to Application or Report on Form 8-K dated April 15, 1994 and included in this Form 8-K/A, Amendment to Application or Report on Form 8-K dated May 26, 1994. /s/ L.P. Martin & Company, P.C. L. P. Martin & Company, P.C. Certified Public Accountants June 1, 1994 EX-23 3 EXHIBIT 23(B) Exhibit 23(b) CONSENT OF INDEPENDENT AUDITORS The Board of Directors United Dominion Realty Trust, Inc.: We consent to the incorporation by reference in the previously filed Registration Statement Form S-3 No. 33-40433, Registration Statement Form S-3 No. 33-32930, Registration Statement Form S-8 No. 33-47926 and Registration Statement Form S-8 No. 33-48000 of United Dominion Realty Trust, Inc. of our report dated May 13, 1994, with respect to the statement of rental operations of Lakewood Place Apartments for the year ended December 31, 1993, included in this Form 8-K/A, Amendment to Application or Report on Form 8-K dated April 15, 1994 and included in this Form 8-K/A, Amendment to Application or Report on Form 8-K dated May 26, 1994. /s/ L.P. Martin & Company, P.C. L. P. Martin & Company, P.C. Certified Public Accountants June 1, 1994 EX-23 4 EXHIBIT 23(C) Exhibit 23(c) CONSENT OF INDEPENDENT AUDITORS The Board of Directors United Dominion Realty Trust, Inc.: We consent to the incorporation by reference in the previously filed Registration Statement Form S-3 No. 33-40433, Registration Statement Form S-3 No. 33-32930, Registration Statement Form S-8 No. 33-47926 and Registration Statement Form S-8 No. 33-48000 of United Dominion Realty Trust, Inc. of our report dated May 24, 1994, with respect to the statement of rental operations of River Place Apartments for the year ended December 31, 1993, included in this Form 8-K/A, Amendment to Application or Report on Form 8-K dated April 15, 1994 and included in this Form 8-K/A, Amendment to Application or Report on Form 8-K dated May 26, 1994. /s/ L.P. Martin & Company, P.C. L. P. Martin & Company, P.C. Certified Public Accountants June 1, 1994 EX-23 5 EXHIBIT 23(D) Exhibit 23(d) CONSENT OF INDEPENDENT AUDITORS The Board of Directors United Dominion Realty Trust, Inc.: We consent to the incorporation by reference in the previously filed Registration Statement Form S-3 No. 33-40433, Registration Statement Form S-3 No. 33-32930, Registration Statement Form S-8 No. 33-47926 and Registration Statement Form S-8 No. 33-48000 of United Dominion Realty Trust, Inc. of our report dated May 24, 1994, with respect to the statement of rental operations of Lakeside North Apartments for the year ended December 31, 1993, included in this Form 8-K/A, Amendment to Application or Report on Form 8-K dated April 15, 1994 and included in this Form 8-K/A, Amendment to Application or Report on Form 8-K dated May 26, 1994. /s/ L.P. Martin & Company, P.C. L. P. Martin & Company, P.C. Certified Public Accountants June 1, 1994 -----END PRIVACY-ENHANCED MESSAGE-----