Exhibit 12

UDR, Inc.
Computation of Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends
(Dollars in thousands)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2008			2007			2008			2007
Loss before discontinued operations, net of minority interests	$	(11,360	)	$	(12,577	)	$	(24,645	)	$	(25,818	)
Add (from continuing operations):
Interest on indebtedness (a)		37,951			38,230			78,828			77,956
Minority interests		(430	)		(1,066	)		(1,497	)		(2,070	)
Portion of rents representative of the interest factor		438			199			864			399
Earnings	$	26,599		$	24,786		$	53,550		$	50,467
Fixed charges and preferred stock dividend (from continuing operations):
Interest on indebtedness (a)	$	37,951		$	38,230		$	78,828		$	77,956
Capitalized interest		3,848			4,096			7,142			5,871
Portion of rents representative of the interest factor		438			199			864			399
Fixed Charges		42,237			42,525			86,834			84,226
Add:
Preferred stock dividend		3,209			3,624			6,418			7,466
Premium on preferred stock repurchases		—			2,261			—			2,261
Combined fixed charges and preferred stock dividend	$	45,446		$	48,410		$	93,252		$	93,953
Ratio of earnings to fixed charges		—			—			—			—
Ratio of earnings to combined fixed charges and preferred stock dividends		—			—			—			—

For the three months ended June 30, 2008, the ratio of earnings to fixed charges and the ratio of combined fixed charges and preferred stock dividends was deficient of achieving a 1:1 ratio by $15.6 million and $18.8 million, respectively.

For the three months ended June 30, 2007, the ratio of earnings to fixed charges and the ratio of combined fixed charges and preferred stock dividends was deficient of achieving a 1:1 ratio by $17.7 million and $23.6 million, respectively.

For the six months ended June 30, 2008, the ratio of earnings to fixed charges and the ratio of combined fixed charges and preferred stock dividends was deficient of achieving a 1:1 ratio by $33.3 million and $39.7 million, respectively.

For the six months ended June 30, 2007, the ratio of earnings to fixed charges and the ratio of combined fixed charges and preferred stock dividends was deficient of achieving a 1:1 ratio by $33.8 million and $43.5 million, respectively.

(a) Interest on indebtedness for the three and six months ended June 30, 2008 is presented gross of the gain on debt extinguishment of $1.2 million and $6.3 million, respectively.