A creature with uncanny dodge retains its Dexterity bonus to AC (if any) even if it is caught flat-footed or struck by an invisible attacker (it is still considered flat-footed for other purposes). However, he still loses his Dexterity bonus to AC if immobilized or helpless. If a creature gains uncanny dodge from a second source, it automatically gains improved uncanny dodge instead.
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System Reference Document v3.5 © 2000–2003, Wizards of the Coast, Inc.; Authors Jonathan Tweet, Monte Cook, Skip Williams, Rich Baker, Andy Collins, David Noonan, Rich Redman, Bruce R. Cordell, John D. Rateliff, Thomas Reid, James Wyatt, based on original material by E. Gary Gygax and Dave Arneson.