511 Union Street, Suite 2700
P.O. Box 198966
September 25, 2012
Healthcare Realty Trust Incorporated
3310 West End Avenue, Suite 700
Nashville, TN 37203
||Healthcare Realty Trust Incorporated |
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. 333-172368) filed by the Company under the Securities Act of 1933, as amended, the related Prospectus dated February 18, 2011 (the
Prospectus), as supplemented by the Prospectus Supplement dated September 25, 2012 (the Prospectus Supplement), relating to the offering of 9,200,000 shares of the common stock, par value $.01 per share, of the Company
(the Common Stock), which includes an option by the underwriters to purchase 1,200,000 additional shares of 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 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 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 Companys current
report on Form 8-K 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|