Item 8.01 Other Events.

As previously reported by UDR, Inc. (the "Company"), in 2008 the Company sold a portfolio of properties consisting of 86 communities for total consideration of $1.7 billion, including a note receivable in the amount of $200 million, bearing interest at the rate of 7.5% per annum. On May 4, 2009, the Company received from the buyer full payment of the $200 million note plus accrued and unpaid interest thereon. A copy of the press release announcing the buyer's payment of the note is attached to this report as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Ex. No. - Description

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99.1 - Press release dated May 4, 2009.

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