UDR, Inc. — Director's Dealing 2007

Jan 31, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UNITED DOMINION REALTY TRUST INC (UDR)
CIK: 0000074208
Period of Report: 2007-01-31

Reporting Person: CARLIN MARTHA R (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-01-31	Common Stock	S	900	$32.41	Disposed	23779	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	9456	Indirect

Footnotes

F1: The sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 13, 2006.