HEALTHCARE REALTY TRUST INCORPORATED 8-K
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): April 29, 2005 (April 27, 2005)

HEALTHCARE REALTY TRUST INCORPORATED

(Exact Name of Registrant as Specified in Charter)
         
MARYLAND   1-11852   62-1507028
         
(State or other jurisdiction   (Commission File Number)   (I.R.S. Employer
of incorporation)       Identification No.)

3310 West End Ave. Suite 700 Nashville, Tennessee 37203

(Address of principal executive offices) (Zip Code)

(615) 269-8175

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
SIGNATURES

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Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

     As previously disclosed in a Form 8-K filed on March 23, 2005, the Company will be restating its financial statements for the years ended December 31, 2003, 2002, 2001 and 2000. Ernst & Young LLP will reaudit the restated financial statements as of December 31, 2003 and for each of the years in the two-year period then ended. One of the Company’s directors, Bruce D. Sullivan, is a retired partner of Ernst & Young. Because Mr. Sullivan still receives a pension payment from Ernst & Young, he resigned from the Company’s Board of Directors effective April 27, 2005 to preserve Ernst & Young’s independence. There were no disagreements between Mr. Sullivan and management of the Company or other members of the Board of Directors concerning the Company.

 

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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.

         
  HEALTHCARE REALTY TRUST INCORPORATED
 		  
  By:   /s/ Scott W. Holmes    
    Scott W. Holmes   
    Senior Vice President
and Chief Financial Officer 		  
 

Date: April 29, 2005