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                                                                     EXHIBIT 4.2

                      UNIVERSAL HEALTH REALTY INCOME TRUST

                     A Maryland Real Estate Investment Trust

      The Declaration of Trust of Universal Health Realty Income Trust, (the
"Trust"), as filed with the Maryland State Department of Assessments and
Taxation on August 5, 1986 (the "Declaration of Trust"), is amended as follows:

      1. Section 4.3 is amended to read in its entirety:

            "Limitation of Liability of Trustees, Officers, Employees and Agents
      to the Trust and to Shareholders for Acts and Omissions. No Trustee or
      officer, employee or agent of the Trust shall have any greater duties than
      those established by this Declaration or, in cases as to which such duties
      are not so established, than those of the directors, officers, employees
      and agents of a Maryland business corporation in effect from time to time.
      Subject to the provisions of Section 4.4 hereof, to the fullest extent
      permitted by Maryland statutory or decisional law, as amended or
      interpreted, no trustee or officer of this Trust shall be personally
      liable to the Trust or its shareholders for money damages. No amendment of
      this Declaration or repeal of any of its provisions shall limit or
      eliminate the limitation on liability provided to trustees and officers
      hereunder with respect to any act or omission occurring prior to such
      amendment or repeal;"

      2. Section 4.5 is amended to read in its entirety:

            "Indemnification and Reimbursement of Trustees, Officers, Employees
      and Agents. The Trust shall indemnify (A) its Trustees and officers,
      whether serving the Trust or at its request, any other entity, to the full
      extent required or permitted by the General Laws of the State of Maryland
      now or hereafter in force, including the advance of expenses under the
      procedures and to the full extent permitted by law; (B) each Affiliated
      Trustee and any Affiliates (as defined in Section 4.6 hereof) of such
      Affiliated Trustee to such extent as shall be authorized by the Board of
      Trustees or the Trust's By-Laws and be permitted by law; and (C) other
      employees and agents to such extent as shall be authorized by the Board of
      Trustees of the Trust's By-Laws and be permitted by law. The foregoing
      rights of indemnification shall not be exclusive of any other rights to
      which those seeking indemnification may be entitled. The Board of Trustees
      may take such action as is necessary to carry out these indemnification
      provisions and is expressly empowered to adopt, approve and amend from
      time to time such by-laws, resolutions or contracts implementing such
      provisions or such further indemnification arrangements as may be
      permitted by law. No amendment of the charter of the Trust or repeal of
      any of its provisions shall limit or eliminate the right to
      indemnification provided hereunder with respect to acts or omissions
      occurring prior to such amendment or repeal;" and

      3. The first clause of the first sentence of Section 4.6 is amended to
read as follows:

      "For the purposes of Sections 4.4 and 4.5 hereof,"

      These amendments do not affect the total number of shares of beneficial
interest authorized or issued by the Trust. These amendments were authorized by
the Board of Trustees of the Trust, acting by written consent as of April 13,
1993, and by a majority of the shareholders on June 15, 1993.

      IN WITNESS WHEREOF, the amendment has been executed and delivered this
15th day of June, 1993 by the undersigned Trustees, each of whom acknowledges,
under penalty of perjury, that this document is such Trustee's free act and
deed, and that, to the best of his knowledge, information and belief, the
matters and facts set forth herein are true in all material respects.


                                                  BY THE TRUSTEES:

                                                  /s/ Daniel Cain
                                                  ----------------------------
                                                  Daniel Cain


                                                  /s/ Peter Linneman, Ph.D
                                                  ----------------------------
                                                  Peter Linneman, Ph.D


                                                  /s/ Alan B. Miller
                                                  ----------------------------
                                                  Alan B. Miller


                                                  /s/ Sidney Miller
                                                  ----------------------------
                                                  Sidney Miller


                                                  /s/ Myles H. Tanenbaum
                                                  ----------------------------
                                                  Myles H. Tanenbaum