UDR, Inc. — Director's Dealing 2011

Feb 14, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UDR, Inc. (UDR)
CIK: 0000074208
Period of Report: 2011-02-10

Reporting Person: TOOMEY THOMAS W (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-10	Common Stock	M	346464.0000	$10.3000	Acquired	2029706.0000	Direct
2011-02-10	Common Stock	F	151339.0000	$23.5800	Disposed	1878367.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-10	Stock Options (Right to buy)	$10.3000	M	346464.0000	Disposed	2011-02-12	Common Stock (346464.0000)	Direct

Footnotes

F1: Represents shares of Common Stock withheld to satisfy the reporting person's obligation to pay the exercise price upon the exercise of stock options. The deemed disposition of the withheld shares is exempt pursuant to Rule 16b-3(e).