Attached files

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10-K - FORM 10-K - HEALTHCARE REALTY TRUST INCg22138e10vk.htm
EX-8 - EX-8 - HEALTHCARE REALTY TRUST INCg22138exv8.htm
EX-1.1 - EX-1.1 - HEALTHCARE REALTY TRUST INCg22138exv1w1.htm
EX-21 - EX-21 - HEALTHCARE REALTY TRUST INCg22138exv21.htm
EX-31.2 - EX-31.2 - HEALTHCARE REALTY TRUST INCg22138exv31w2.htm
EX-23.2 - EX-23.2 - HEALTHCARE REALTY TRUST INCg22138exv23w2.htm
EX-10.16 - EX-10.16 - HEALTHCARE REALTY TRUST INCg22138exv10w16.htm
EX-31.1 - EX-31.1 - HEALTHCARE REALTY TRUST INCg22138exv31w1.htm
EX-10.17 - EX-10.17 - HEALTHCARE REALTY TRUST INCg22138exv10w17.htm
EX-10.15 - EX-10.15 - HEALTHCARE REALTY TRUST INCg22138exv10w15.htm
EX-32 - EX-32 - HEALTHCARE REALTY TRUST INCg22138exv32.htm
Exhibit 5
         
    Waller Lansden Dortch & Davis, LLP

Nashville City Center
511 Union Street, Suite 2700
Nashville, Tennessee 37219-8966
(615) 244-6380
Fax: (615) 244-6804
www.wallerlaw.com
 


1901 Sixth Avenue North, Suite 1400
Birmingham, Alabama 35203-2623 (205) 214-6380
February 22, 2010
Healthcare Realty Trust Incorporated
3310 West End Avenue, Suite 700
Nashville, TN 37203
          Re:     Healthcare Realty Trust Incorporated
Ladies and Gentlemen:
     In our capacity as special securities counsel to Healthcare Realty Trust Incorporated, a Maryland corporation (the “Company”), we have examined the Registration Statement on Form S-3 (Registration No. 333-150884) filed by the Company under the Securities Act of 1933, as amended, the related Prospectus dated May 13, 2008 (the “Prospectus”), as supplemented by the Prospectus Supplement dated February 22, 2010 (the “Prospectus Supplement”) as filed by the Company on February 22, 2010, relating to the offering of up to 5,000,000 shares of the common stock, par value $.01 per share, of the Company (the “Common Stock”). In this regard, we have examined and relied upon such records, documents and other instruments as in our judgment are necessary or appropriate in order to express the opinions hereinafter set forth and have assumed the genuineness of all signatures, the authenticity of all documents submitted to us as originals, and the conformity to original documents of all documents submitted to us as certified or photostatic copies.
     Based upon the foregoing, we are of the opinion that the 5,000,000 shares of Common Stock referred to in the Prospectus Supplement, to the extent actually issued and sold in the manner and on the terms described in the Controlled Equity Offering Sales Agreement, dated February 22, 2010, between the Company and Cantor Fitzgerald & Co., the Prospectus and the Prospectus Supplement, will be duly and validly issued, fully paid and nonassessable shares of the Common Stock of the Company.
     We hereby consent to the filing of this opinion as an exhibit to the Company’s annual report on Form 10-K for the year ended December 31, 2009 and further consent to the reference to us under the caption “Legal Matters” in the Prospectus and the Prospectus Supplement. This consent is not to be construed as an admission that we are a party whose consent is required to be filed with the Prospectus or the Prospectus Supplement under the provisions of the Securities Act of 1933, as amended, or the rules and regulations of the Securities and Exchange Commission promulgated thereunder.
         
  Very truly yours,
 
 
  /s/ Waller Lansden Dortch & Davis, LLP