SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 14, 2003
UNITED DOMINION REALTY TRUST, INC.
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(Exact name of Registrant as specified in its charter)
Virginia 1-10524 54-0857512
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(State or Other Jurisdiction (Commission File No.) (IRS Employer
of Incorporation) Identification No.)
1745 Shea Center Drive, Suite 200, Highlands Ranch, Colorado 80129
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(Address of principal executive offices)(Zip Code)
(720) 283-6120
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(Registrant's telephone number, including area code)
ITEM 5. Other Events
United Dominion Realty Trust, Inc (the "Company") is re-issuing, in an
updated format, its historical financial statements for the fiscal years ended
December 31, 2002, 2001, and 2000 in connection with the adoption of Statement
of Financial Accounting Standards No. 145, "Rescission of FASB Statement No. 4,
44, and 64, Amendment of FASB Statement No. 13, and Technical Correction" (SFAS
145). The provisions of SFAS 145 related to the rescission of SFAS No. 4 require
the Company to reclassify prior period items that do not meet the extraordinary
classification into continuing operations. During the three years ended December
31, 2002, the Company has incurred such expenses and in compliance with SFAS 145
has reported those expenses as a component of continuing operations for each
period presented and in its quarterly reports filed since December 31, 2002.
Under SEC requirements for transitional disclosure, the reclassification of
extraordinary items to continuing operations required by SFAS 145 is required
for all previously issued annual financial statements for each of the three
years shown in the Company's last Annual Report on Form 10-K, if those
financials are incorporated by reference in subsequent filings with the SEC made
under the Securities Act of 1933, even though those financial statements relate
to periods prior to the date of the reclassification. This reclassification has
no effect on the Company's reported net income available to common shareholders.
This Current Report on Form 8-K updates Items 6, 7, and 8 and Exhibit
12 of the Company's Annual Report on Form 10-K for the year ended December 31,
2002 (the "Form 10-K") to reflect extraordinary items as a component of
continuing operations. The updated financial information is attached to this
Current Report on Form 8-K as Exhibit 99.1. All other items of the Company's
Form 10-K remain unchanged. No attempt has been made to update matters in the
Form 10-K except to the extent expressly provided above.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
Exhibit No. Description
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23.1 Consent of Independent Auditors
99.1 Updated financial information for the years ended
December 31, 2002, 2001 and 2000
Index To Exhibit 99.1 Page Number
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Selected Financial Data .................. 6
Management's Discussion and
Analysis of Financial Condition
and Results of Operations ........... 7
Financial Statements ..................... 20
Computation of Ratio of Earnings to
Combined Fixed Charges and
Preferred Stock Dividends ........... 56
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Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
UNITED DOMINION REALTY TRUST, INC.
Date: May 14, 2003 /s/ Christopher D. Genry
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Christopher D. Genry
Executive Vice President and
Chief Financial Officer
Date: May 14, 2003 /s/ Scott A. Shanaberger
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Scott A. Shanaberger
Senior Vice President and
Chief Accounting Officer
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Exhibit Index
Exhibit No. Description
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23.1 Consent of Independent Auditors
99.1 Updated financial information for the years ended December 31,
2002, 2001 and 2000
Index To Exhibit 99.1 Page Number
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Selected Financial Data .................. 6
Management's Discussion and
Analysis of Financial Condition
and Results of Operations ................ 7
Financial Statements ..................... 20
Computation of Ratio of Earnings to
Combined Fixed Charges and
Preferred Stock Dividends ........... 56
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