May 23, 2005


Mail Stop 4561

VIA U.S. MAIL AND FAX (615) 269-8461

Mr. Scott W. Holmes
Senior Vice President and Chief Financial Officer
Healthcare Realty Trust Incorporated
3310 West End Avenue
Suite 700
Nashville, TN  37203

Re:	Healthcare Realty Trust Incorporated
Item 4.02 Form 8-K
Filed March 23, 2005
File No. 001-11852

Dear Mr. Holmes:

	We have reviewed your Item 4.02 Form 8-K for compliance with
the
form requirements and have the following comment(s).

1. We note that you intend to file restated financial statements.
However you have not indicated how or when you intend to do so.
Please tell us how and when you intend to file restated financial
statements. We may have further comment after you file the
restated
financial statements.

2. Please tell us how you determined whether you meet the criteria
for filing under Item 4.02(a) or 4.02(b).  If you meet the
criteria
for filing under Item 4.02(b), Item 4.02(c) requires you to
provide
the independent accountant with a copy of the disclosures you are
making in response to Item 4.02(b), and request that your
independent
accountant furnish you as promptly as possible a letter stating
whether your accountant agrees with the statements made by you in
response to this Item 4.02(b) and, if not, stating the respects in
which it does not agree.  Please amend your previously filed Form
8-K
by filing your independent accountant`s letter as an exhibit to
the
filed Form 8-K no later than two business days after you have
received the letter.


*  *  *  *



	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filings; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filings or
in
response to our comments on your filings.

	You may contact Josh Forgione, at (202) 551-3431, or me, at
(202) 551-3403, if you have questions. Please respond to the
comments
included in this letter within five business days or tell us when
you
will provide us with a response.  Please file your response on
EDGAR.

							Sincerely,



Steven Jacobs
      Accounting Branch Chief

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Healthcare Realty Trust Incorporated
May 23, 2005
Page 1