UDR, Inc. — Director's Dealing 2004

Mar 10, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UNITED DOMINION REALTY TRUST INC (UDR)
CIK: 0000074208
Period of Report: 2004-03-09

Reporting Person: CORCORAN THOMAS JAMES (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-03-09	Common Stock	M	6000	$13.5	Acquired	49455	Direct
2004-03-09	Common Stock	M	6667	$14.25	Acquired	56122	Direct
2004-03-09	Common Stock	M	15000	$10.875	Acquired	71122	Direct
2004-03-09	Common Stock	M	22500	$9.875	Acquired	93622	Direct
2004-03-09	Common Stock	S	30000	$19.48	Disposed	63622	Direct
2004-03-09	Common Stock	F	4272	$19.65	Disposed	59350	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-03-09	Stock Options (Right to buy)	$9.875	M	22500	Disposed	2010-12-05	Common Stock (22500)	Direct
2004-03-09	Stock Options (Right to buy)	$10.875	M	15000	Disposed	2008-12-08	Common Stock (6500)	Direct
2004-03-09	Stock Options (Right to buy)	$13.5	M	6000	Disposed	2007-01-02	Common Stock (6000)	Direct
2004-03-09	Stock Options (Right to buy)	$14.25	M	6667	Disposed	2007-12-09	Common Stock (6667)	Direct

Footnotes

F1: This transaction was done pursuant to a cashless exercise of options.