EXHIBIT 10.15

                              WAIVER AND AMENDMENT

                  WAIVER  AND  AMENDMENT,  dated  as of  April  16,  1999  (this
"Amendment") to the Registration  Rights Agreement,  dated as of January 8, 1998
(the "Registration  Rights  Agreement"),  by and among Urstadt Biddle Properties
Inc.  (formerly  "HRE  Properties,  Inc."  and  hereinafter  referred  to as the
"Company"), Cobalt Capital LLC, Wells Fargo & Company and Retirement Plan of the
Bank of New York Company,  Inc.  Capitalized  terms used but not defined  herein
shall have the meanings given to them in the Registration Rights Agreement.

                               W I T N E S S E T H

                 WHEREAS,  the Borrower and the Initial  Purchasers  have
entered  into the Registration  Rights Agreement;

                  WHEREAS, the Initial Purchasers desire to waive certain of the
obligations of the Company under the Registration Rights Agreement; and

                  WHEREAS,  the  Company  and  the  Initial  Purchasers  wish to
implement certain amendments to the Registration Rights Agreement.

                  NOW, THEREFORE, the parties hereto agree as follows:

1. Waiver of Section 2(a) of the Registration Rights Agreement.  Section 2(a) of
the Registration  Rights Agreement,  as such section exists before giving effect
to the amendment  set forth in Section 2 of this  Amendment,  is hereby  waived.
This waiver shall be limited  precisely as drafted and shall not be construed to
be an amendment  or waiver of any other  provision  of the  Registration  Rights
Agreement and shall be effective only in this specific instance.

  2.   Amendment  of Section 2(a) of the  Registration  Rights  Agreement.
       Section 2(a) of the
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Registration Rights Agreement is hereby amended to read in full as follows:

                  "(a) The Company shall prepare and file with the  Commission a
                  Registration  Statement  under the  Securities Act relating to
                  the offer and sale of the Registrable Securities and shall use
                  its reasonable best efforts to cause the Commission to declare
                  such   Registration   Statement  to  be  effective  under  the
                  Securities  Act  on or  prior  to  January  8,  2000,  all  in
                  accordance with the terms of this Agreement."


                  3. Miscellaneous.  (1) The Registration  Rights Agreement,  as
affected by this Amendment, is and shall continue to be in full force and effect
and is hereby in all respects ratified and confirmed. On and after the effective
date of this Amendment,  each reference in the Registration  Rights Agreement to
"this Agreement", "hereunder", "hereof" or words of like import referring to the
Registration  Rights Agreement shall be a reference to the  Registration  Rights
Agreement as amended by this Amendment.

(1) This Amendment may be executed in any number of counterparts,  each of which
shall be and shall be taken to be an original,  and all such counterparts  shall
together constitute one and the same instrument.

(2) THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW
OF THE  STATE  OF NEW  YORK  WITHOUT  GIVING  EFFECT  TO THE  CONFLICT  OF  LAWS
PRINCIPLES THEREOF.


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                  IN WITNESS  WHEREOF,  the Company  and the Initial  Purchasers
have caused this Amendment to be executed as of the date first above written.

                              URSTADT BIDDLE PROPERTIES INC.


                              By:_______________________________
                                     Name:
                                     Title:


                              COBALT CAPITAL LLC

                              By:  CGA Investment Management, Inc.
                                   as Asset Manager


                              By:  _____________________________
                                     Name:
                                     Title:

                              WELLS FARGO & COMPANY


                              By:_______________________________
                                      Name:
                                      Title:


                              RETIREMENT PLAN OF THE BANK OF NEW YORK
                              COMPANY, INC.

                              By:  The Bank of New York, as Trustee

                              By:________________________________
                                       Name:
                                       Title: