SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q


            [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended               January 31 , 2003
                              --------------------------------------------------

                                       OR

            [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______________________  to  _____________________

                          Commission File Number 1-4702
                                                ----------

                                AMREP Corporation
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

         Oklahoma                                              59-0936128
--------------------------------------------------------------------------------
(State or other jurisdiction of                              (IRS Employer
incorporation or organization)                             Identification No.)

641 Lexington Avenue, Sixth Floor, New York, New York             10022
--------------------------------------------------------------------------------
(Address of principal executive offices)                       (Zip Code)

Registrant's telephone number, including area code       (212) 705-4700
                                                  ------------------------------

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  Registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                              Yes X           No
                                 --------       --------

Indicate  by check mark  whether  the  Registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Act).
                              Yes             No   X
                                 --------        --------


Number of Shares of Common  Stock,  par value  $.10 per  share,  outstanding  at
February 28, 2003 - 6,580,612.
<page>
                                    FORM 10-Q
                       AMREP CORPORATION AND SUBSIDIARIES

                                      INDEX




PART I.  FINANCIAL INFORMATION                                         PAGE NO.
                                                                    ------------

Item 1.  Financial Statements:

         Balance Sheets
            January 31, 2003 and April 30, 2002                          1

         Statements of Operations and Retained Earnings
            Three Months Ended January 31, 2003 and 2002                 2

         Statements of Operations and Retained Earnings
            Nine Months Ended January 31, 2003 and 2002                  3

         Statements of Cash Flows
            Nine Months Ended January 31, 2003 and 2002                  4

         Notes to Consolidated Financial Statements                      5 - 7

Item 2. Management's Discussion and Analysis                             8 - 10

Item 3. Quantitative and Qualitative Disclosures about Market Risk       10

Item 4. Controls and Procedures                                          10 - 11

PART II.  OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K                                 12

SIGNATURES                                                               13

CERTIFICATIONS                                                           14 - 19

EXHIBIT INDEX                                                            20


<page>

                          PART 1. FINANCIAL INFORMATION
Item 1.  Financial Statements
------   --------------------

                       AMREP CORPORATION AND SUBSIDIARIES
                    Consolidated Balance Sheets ( Unaudited )
               (Thousands, except par value and number of shares)

                                           January 31,            April 30,
                                              2003                  2002
                                       ------------------     ------------------

ASSETS
------
Cash and cash equivalents              $    16,688            $     15,744
Receivables, net:
   Real estate operations                    5,898                   6,630
   Magazine circulation operations          32,524                  34,082
Real estate inventory                       63,434                  62,296
Property, plant and equipment, at cost,
   net of accumulated depreciation and
   amortization of $15,895 at January 31,
   2003 and $14,499 at April 30, 2002        9,680                   9,890
Assets held for sale - net                   5,984                   5,853
Other assets                                 9,712                  10,002
Excess of cost of subsidiary over
   net assets acquired                       5,191                   5,191
                                       ------------------     ------------------
                                       $   149,111            $    149,688
                                       ==================     ==================

LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
Accounts payable                       $    24,362            $     26,349
Accrued expenses                             7,896                   7,518
Notes payable:
   Amounts due within one year               4,902                   3,383
   Amounts subsequently due                  6,843                  13,236
                                       ------------------     ------------------
                                            11,745                  16,619

Taxes payable                                2,265                   1,127
Deferred income taxes                        4,596                   4,596
                                       ------------------     ------------------
                                            50,864                  56,209
                                       ------------------     ------------------

Commitments and contingencies

Shareholders' equity:
   Common stock, $.10 par value;
    shares authorized - 20,000,000;
    7,406,704 shares issued -
    at January 31, 2003 and 7,399,704
    at April 30, 2002                          740                     740
   Capital contributed in excess
    of par value                            44,982                  44,935
   Retained earnings                        58,234                  53,513
   Treasury stock, at cost; 826,092
       shares at January 31, 2003
       and April 30, 2002                   (5,709)                 (5,709)
                                       ------------------     ------------------
                                            98,247                  93,479
                                       ------------------     ------------------
                                       $   149,111            $    149,688
                                       ==================     ==================

                See notes to consolidated financial statements.
                                       1
<PAGE>



                       AMREP CORPORATION AND SUBSIDIARIES
     Consolidated Statements of Operations and Retained Earnings (Unaudited)
                  Three Months Ended January 31, 2003 and 2002
                      (Thousands, except per share amounts)

                                              2003                   2002
                                     ------------------      -------------------
REVENUES
--------

Magazine circulation operations        $    13,316            $     12,178

Real estate operations                       6,899                   3,267

Interest and other operations                  643                     852
                                     ------------------      -------------------

                                            20,858                  16,297
                                     ------------------      -------------------

COSTS AND EXPENSES
------------------

Magazine circulation operating expenses     10,026                   9,549

Real estate cost of sales                    2,774                   2,106

Real estate commissions and selling            296                     143

Other operations                               604                     697

General and administrative:
   Magazine circulation operations           1,706                   1,674
   Real estate operations and corporate        849                     777

Interest expense, net                          141                     238
                                     ------------------      -------------------
                                            16,396                  15,184
                                     ------------------      -------------------
       Income before income taxes            4,462                   1,113

PROVISION  FOR  INCOME TAXES                 1,785                     445
                                     ------------------      -------------------
NET INCOME                                   2,677                     668

RETAINED EARNINGS, beginning of period      55,557                  51,179
                                     ------------------      -------------------
RETAINED EARNINGS, end of period       $    58,234            $     51,847
                                     ==================      ===================
NET INCOME PER SHARE - BASIC
   AND DILUTED                         $      0.41            $       0.10
                                     ==================      ===================
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING                           6,581                   6,574
                                     ==================      ===================


                See notes to consolidated financial statements.
                                       2
<PAGE>



                       AMREP CORPORATION AND SUBSIDIARIES
     Consolidated Statements of Operations and Retained Earnings (Unaudited)
                   Nine Months Ended January 31, 2003 and 2002
                      (Thousands, except per share amounts)

                                              2003                    2002
                                     ------------------      -------------------
REVENUES
--------

Magazine circulation operations        $    38,657            $     36,888

Real estate operations                      11,483                  24,705

Interest and other operations                3,064                   2,572
                                     ------------------      -------------------

                                            53,204                  64,165
                                     ------------------      -------------------

COSTS AND EXPENSES
------------------

Magazine circulation operating expenses     29,871                  28,983

Real estate cost of sales                    5,134                  20,258

Real estate commissions and selling            617                     745

Other operations                             1,888                   1,937

General and administrative:
   Magazine circulation operations           5,086                   5,074
   Real estate operations and corporate      2,290                   2,585

Interest expense, net                          450                   1,196
                                     ------------------      -------------------
                                            45,336                  60,778
                                     ------------------      -------------------
       Income before income taxes            7,868                   3,387

PROVISION  FOR  INCOME TAXES                 3,147                   1,355
                                     ------------------      -------------------
NET INCOME                                   4,721                   2,032

RETAINED EARNINGS, beginning of period      53,513                  49,815
                                     ------------------      -------------------
RETAINED EARNINGS, end of period       $    58,234            $     51,847
                                     ==================      ===================
NET INCOME PER SHARE - BASIC
   AND DILUTED                         $      0.72            $       0.31
                                     ==================      ===================
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING                          6,579                    6,574
                                     ==================      ===================

                See notes to consolidated financial statements.
                                       3
<PAGE>



                       AMREP CORPORATION AND SUBSIDIARIES
                Consolidated Statements of Cash Flows (Unaudited)
                   Nine Months Ended January 31, 2003 and 2002
                                   (Thousands)
                                             2003                    2002
                                      -----------------       ------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income                           $     4,721            $      2,032
                                      -----------------       ------------------
  Adjustments to reconcile
    net income to net cash provided by
    operating activities -
    Depreciation and amortization            2,293                   1,892
  Non-cash credits and charges:
    Pension benefit accrual                    102                   ( 304)
    Bad debt reserve                           126                     436
  Changes in assets and liabilities -
    Receivables                              2,163                   1,432
    Real estate inventory                   (1,138)                 11,144
    Other assets                              (340)                  1,380
    Accounts payable and accrued expenses   (1,642)                  4,556
    Taxes payable                            1,138                     323
                                      -----------------       ------------------

    Total adjustments                        2,702                  20,859
                                      -----------------       ------------------
    Net cash provided by
      operating activities                   7,423                  22,891
                                      -----------------       ------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                      (1,651)                 (1,827)
                                      -----------------       ------------------
    Net cash used by investing activities   (1,651)                 (1,827)
                                      -----------------       ------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from debt financing              18,400                  15,386
  Principal debt payments                  (23,274)                (39,670)
  Proceeds from exercise of stock options       46                       -
                                      -----------------       ------------------
    Net cash provided (used) by
      financing activities                  (4,828)                (24,284)
                                      -----------------       ------------------
Increase (decrease) in cash and
  cash equivalents                             944                  (3,220)

CASH AND CASH EQUIVALENTS, beginning
  of period                                 15,744                  15,941
                                      -----------------       ------------------

CASH AND CASH EQUIVALENTS, end
 of period                             $    16,688            $     12,721
                                      =================       ==================

SUPPLEMENTAL CASH FLOW INFORMATION:
  Interest paid - net of amounts
    capitalized                        $       482            $      1,385
                                      =================       ==================
Income taxes paid - net of refunds     $     1,311            $      1,032
                                      =================       ==================

                See notes to consolidated financial statements.
                                       4
<PAGE>


                       AMREP CORPORATION AND SUBSIDIARIES
             Notes to Consolidated Financial Statements (Unaudited)
                   Nine Months Ended January 31, 2003 and 2002

(1)      BASIS OF PRESENTATION
         ---------------------

The  accompanying  unaudited  financial  statements  included  herein  have been
prepared by the Company  pursuant to the rules and regulations of the Securities
and Exchange  Commission for interim financial  information.  The April 30, 2002
balance  sheet  amounts  have  been  derived  from the April  30,  2002  audited
financial  statements of the  Registrant.  Since the  accompanying  consolidated
financial  statements do not include all the information and footnotes  required
by accounting  principles  generally  accepted in the United States for complete
financial statements,  it is suggested that they be read in conjunction with the
audited  consolidated  financial  statements  and notes thereto  included in the
Registrant's  2002 Annual  Report on Form 10-K.  In the  opinion of  management,
subject to the  resolution of the matter  discussed in Note 2, the  accompanying
unaudited  financial  statements include all adjustments,  which are of a normal
recurring  nature,  necessary to reflect a fair  presentation of the results for
the interim  periods  presented.  The  results of  operations  for such  interim
periods are not  necessarily  indicative  of the results to be expected  for the
full fiscal year.

(2)      EMERGING ISSUES TASK FORCE ISSUE 01-14
         --------------------------------------

The amounts  reported for the results of operations for the three and nine month
periods  ended  January  31,  2003 are  preliminary.  The  company is  currently
evaluating the  implications  of applying the consensus of Emerging  Issues Task
Force (EITF) Issue 01-14,  "Income Statement  Characterization of Reimbursements
Received for  "Out-of-Pocket"  Expenses  Incurred" in its financial  statements.
EITF 01-14  requires that  reimbursements  received for  out-of-pocket  expenses
incurred  and the related  expenses be  characterized  as revenue and  expenses,
rather than presented on a net basis,  in the income  statement.  EITF 01-14 was
effective for financial  reporting periods beginning after December 15, 2001. In
the Company's  fulfillment  services  business various  services,  including the
mailing of customer  statements,  renewal notices and direct mail solicitations,
are performed for magazine  publishers for which  substantial  postage costs are
incurred and which  contractually  are  required to be paid by the  publisher in
advance of the mailing.  The Company  historically  has netted customer  postage
deposits  against the related  postage  expense,  which reflects the belief that
since the Company is not exposed to any credit risk in the  transaction  and has
no supplier discretion it is appropriate to show the transactions net. Should it
be  determined  that the  EITF  01-14  consensus  applies  to these  fulfillment
services  postage  arrangements,   circulations  operations  revenues  would  be
increased with a corresponding  increase in circulation operation expenses.  The
Company  estimates that the amount of the postage  subject to this treatment was
approximately  $6.9  million  and $19.3  million  for the  three and nine  month
periods of fiscal 2003, respectively, and $5.4 million and $15.2 million for the
corresponding  periods of the previous year.  The  application of the EITF would
have no impact on amounts  reported for net income,  cash  provided by operating
activities,  working capital or stockholders'  equity.  EITF 01-14 also requires
comparative  financial statements for prior periods to be reclassified to comply
with the revised  presentation  if  practical.  Until the issue is resolved  the
Company's independent accountant has not been able to complete its review of the
financial statements included in this Form 10-Q.

                                       5
<PAGE>

(3)      INFORMATION ABOUT THE COMPANY'S OPERATIONS IN DIFFERENT
         -------------------------------------------------------
         INDUSTRY SEGMENTS
         -----------------

The following tables set forth summarized data relative to the industry segments
in which the Company operates for the three and Nine month periods ended January
31, 2003 and 2002.  Certain amounts included in "Interest and other  operations"
on the  Consolidated  Statements of Operations are  classified  below within the
land operations and homebuilding segments, depending upon the nature of business
activity.  In  addition,  certain  prior year  amounts with respect to corporate
allocations  have been  reclassified  to  conform to the 2003  presentation  and
methodology of allocations.

<Table>
THREE MONTHS                           Land        Home                                  Corporate
                                    Operations   Building    Distribution  Fulfillment   and Other    Consolidated
                                    ----------   --------    ------------  -----------   ---------    ------------
<S>                               <C>            <C>         <C>            <C>          <C>          <C>
January 2003 (Thousands):
   Revenues                       $     7,012    $     -     $    3,519     $  9,797     $    530      $  20,858
   Expenses(excluding interest)         3,778          -          2,946        8,961          570         16,255
   Interest expense, net                   -           -             45           40           56            141
                                  -------------  ----------  ------------   ----------   ----------    -----------
   Pretax income
     contribution                 $     3,234    $     -     $      528     $    796     $    (96)     $   4,462
                                  =============  ==========  ============   ==========   ==========    ===========

------------------------------------------------------------------------------------------------------------------

January 2002 (Thousands):
   Revenues                       $     3,559    $     3     $    3,543     $  8,635     $    557      $  16,297
   Expenses(excluding interest)         2,952         60          3,298        7,925          711         14,946
   Interest expense, net                   32          -            153           17           36            238
                                  -------------  ----------  ------------   ----------   ----------    -----------
   Pretax income
     contribution                 $       575    $   (57)    $       92     $    693     $   (190)     $   1,113
                                  =============  ==========  ============   ==========   ==========    ===========
------------------------------------------------------------------------------------------------------------------

NINE MONTHS                            Land        Home                                  Corporate
                                    Operations   Building    Distribution  Fulfillment   and Other    Consolidated
                                    ----------   --------    ------------  -----------   ---------    ------------
January 2003 (Thousands):
   Revenues                       $   12,365     $     -     $   11,039     $ 27,618     $  2,182      $   53,204
   Expenses (excluding interest)       7,877           -          8,869       26,613        1,527          44,886
   Interest expense, net                   -           -            177           99          174             450
                                  -------------  ----------  ------------   ----------   ----------    -----------
   Pretax income
     contribution                 $    4,488     $     -     $    1,993     $    906     $    481      $    7,868
                                  =============  ==========  ============   ==========   ==========    ===========
   Identifiable assets            $   72,757     $     -     $   33,953     $ 23,119     $ 19,282      $  149,111
------------------------------------------------------------------------------------------------------------------

January 2002 (Thousands):
   Revenues                       $   24,920     $    670    $   11,301     $ 25,587     $  1,687      $   64,165
   Expenses (excluding interest)      22,604          984         9,772       24,285        1,937          59,582
   Interest expense, net                 113           -            816          159          108           1,196
                                  -------------  ----------  ------------   ----------   ----------    -----------
   Pretax income
     contribution                 $    2,203     $   (314)   $      713     $  1,143     $   (358)     $    3,387
                                  =============  ==========  ============   ==========   ==========    ===========
   Identifiable assets            $   72,875     $  1,277    $   39,043     $ 19,905     $  14,371     $  147,471
------------------------------------------------------------------------------------------------------------------
</TABLE>

                                       6
<PAGE>



(4)      STOCK-BASED COMPENSATION
         ------------------------

The Company accounts for stock-based awards to employees and directors using the
intrinsic  value method in accordance  with APB Opinion No.25,  "Accounting  for
Stock  Issued to  Employees".  Accordingly,  no  compensation  expense  has been
recognized  with respect to the stock option plans in the financial  statements.
Further,   the  amount  of  additional   compensation   disclosable   under  the
disclosure-only  provisions  of SFAS  No.  123 as  amended  by SFAS  No.  148 is
immaterial for all periods presented.

                                       7
<PAGE>

                       AMREP CORPORATION AND SUBSIDIARIES

Item 2. Management's  Discussion and Analysis of Financial Condition and Results
        ------------------------------------------------------------------------
        of Operations
        -------------

Results of  Operations  for the Three and Nine Month  Periods ended January
---------------------------------------------------------------------------
31, 2003 and 2002
-----------------

As discussed in Note 2, the Company is currently  evaluating the implications of
applying the consensus of Emerging Issues Task Force (EITF) Issue 01-14, "Income
Statement   Characterization  of  Reimbursements  Received  for  "Out-of-Pocket"
Expenses   Incurred"  in  its   financial   statements,   which   requires  that
reimbursements  received  for  out-of-pocket  expenses  incurred and the related
expenses be  characterized  as revenue and expenses,  rather than presented on a
net basis, in the income statement.  The following  discussion is based upon the
Company's  historic  methodology  which has  netted  customer  postage  deposits
against the related postage expense.  The application of EITF 01-14 would result
in a  reclassification  of  amounts  previously  netted,  and have no  impact on
amounts reported for net income, cash provided by operating activities,  working
capital or stockholders' equity.

Revenues from magazine circulation  operations increased to $13.3 million in the
third  quarter ended January 31, 2003 from $12.2 million in the same period last
year, and were  approximately  $38.7 million for the first nine months of fiscal
2003 versus  $36.9  million in the same  period of fiscal  2002.  Revenues  from
Fulfillment  Services increased  approximately 13% and 8% for the three and nine
month   periods  ended   January  31,  2003,   respectively,   compared  to  the
corresponding  periods of the prior year, with a majority of this increase being
due to new customers,  the expansion of the product services line of fulfillment
activity and, to a lesser  extent,  to the fee resulting  from an early contract
termination.   Revenues   from   Newsstand   Distribution   Services   decreased
approximately  1% and 2% for the three and nine month  periods ended January 31,
2003,  respectively,  compared  to the  corresponding  periods of the prior year
primarily due to a modest decline in magazine sales rates.  Magazine circulation
operating expenses increased by 5% in the third quarter and 3% in the nine month
period,  respectively,  principally due to operating  costs  associated with the
expansion of the product services line.

Revenues from real estate operations were $6.9 million and $11.5 million for the
three and nine month periods ended January 31, 2003,  respectively,  compared to
$3.3  million  and $24.7  million in the  comparable  periods of the prior year.
Revenues increased in the third quarter of the current year due to higher number
of  residential  land sale  closings in the  Company's  principal  market in New
Mexico  than in the same  period  last year,  but  decreased  for the nine month
period since last year's revenues  included two large land sales in Colorado and
California  which were made as part of the Company's  restructuring  of its real
estate  operations,  including a program to dispose of all real estate assets in
markets  outside  of New  Mexico.  Although  these two large  prior  year  sales
generated a substantial amount of cash, the gross profits realized were marginal
and,  as a  result,  the  average  gross  profit  percentage  on all land  sales
increased from 19% in the first nine months of fiscal 2002 to 55% in the current
year.  For the quarter ended  January 31, 2003,  the  consolidated  gross profit
margin was 60% compared to 35% in the same quarter last year.  Gross  profits on
land sales in the Company's major market of Rio Rancho,  New Mexico were 60% and
57% in the three and nine month periods of fiscal 2003,  respectively,  compared


                                       8
<PAGE>

to 37% and 41% in the prior year's  comparable  periods,  and increased over the
prior year because the current year activity includes proportionately more sales
from certain  projects that contribute a higher average gross profit.  Land sale
revenues and related gross profits can vary from period to period as a result of
the nature and timing of specific  transactions,  and thus prior results are not
necessarily  an  indication  of amounts  that may be expected to occur in future
periods.

Real estate commissions and selling expenses increased in the three month period
ended  January 31, 2003 versus the same period in fiscal 2002 as a result of the
increased revenues,  but decreased for the nine month period despite the revenue
increase  because those two large land sales  discussed above which were made in
the prior year did not have significant commissions and selling costs associated
with them.  Real  estate  and  corporate  general  and  administrative  expenses
increased  in the quarter  ended  January 31, 2003 due to an increase in pension
expense resulting from an anticipated  change in the assumption for the expected
rate of return of investments  necessitated by changing market  conditions,  but
they  decreased  for the nine month period in fiscal 2003 versus the same period
last year due to the effects of the Company's cost reduction and other budgetary
control  measures.  General and  administrative  costs of  magazine  circulation
operations  in the third  quarter  and nine month  periods  of fiscal  2003 were
comparable to the same periods of the prior year.  Interest expense decreased in
both the three and nine month  periods ended January 31, 2003 due to the effects
of lower  borrowing  levels  and  reduced  interest  rates in both the  magazine
circulation and real estate business segments.

Liquidity and Capital Resources
-------------------------------

During the past several  years,  the Company has financed  its  operations  from
internally generated funds from land sales and magazine circulation  operations,
and from  borrowings  under its various  lines-of-credit  and  development  loan
agreements.

Kable News Company has an agreement  with a bank which allows it to borrow up to
$20 million based upon a prescribed  percentage of eligible accounts receivable,
as defined.  At January 31,  2003,  Kable had  borrowing  availability  of $14.9
million  based  upon  available  collateral,  against  which  $2.1  million  was
outstanding.  Kable also has an additional  arrangement  with another bank for a
$4.6 million  credit line to be used for the purchase of capital  equipment  and
which is  collateralized by such equipment.  At January 31, 2003,  approximately
$3.2  million  was  outstanding  under this  arrangement,  and $1.0  million was
available for future borrowing.

The Company also has several  lines of credit and  development  loan  agreements
totaling  $16.3 million to support real estate  operations in New Mexico.  These
loans are  collateralized  by certain  real  estate  assets  and are  subject to
available collateral and various financial  performance and other covenants.  At
January  31,  2003,  the  maximum  availability  under  these real  estate  loan
arrangements totaled $8.9 million based upon available collateral, against which
borrowings of $4.1 million were outstanding.

                                       9
<PAGE>

Cash Flows From Operating Activities
------------------------------------

Inventories  amounted  to $62.3  million  at April 30,  2002  compared  to $63.4
million at  January  31,  2003.  This  change  was the net result of  additional
development  work  at  Rio  Rancho,   New  Mexico.   Receivables  from  magazine
circulation operations decreased moderately from $34.1 million at April 30, 2002
to $32.5  million at January 31, 2003 as a result of the timing of billings  and
collections.

Application of Critical Accounting Policies
-------------------------------------------

The  preparation  of  consolidated   financial  statements  in  conformity  with
accounting   principles   generally  accepted  in  the  United  States  requires
management to make estimates and assumptions that affect the amounts reported in
the financial  statements.  The significant  estimates that affect the financial
statements of the Company include,  but are not limited to, inventory  valuation
judgments  for real estate  operations,  sales  percentage  and magazine  return
estimates  for  magazine  circulation  operations,  and  the  recoverability  of
long-term assets and amortization  periods for all business  operations.  Actual
results could differ from those estimates.  There has been no significant effect
on the  financial  condition or results of  operations as a result of changes in
policies or estimates.

Statement of Forward-Looking Information
----------------------------------------

Certain information included herein and in other Company statements, reports and
filings with the Securities and Exchange  Commission is  forward-looking  within
the meaning of the Private  Securities  Litigation  Reform Act of 1995. Refer to
Item 7 of the Annual Report on Form 10-K for a discussion of the assumptions and
factors on which these  statements are based.  Any changes in the actual outcome
of these assumptions and factors could produce significantly  different results;
accordingly,  all  forward-looking  statements  should  be  evaluated  with  the
understanding of their inherent uncertainty.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk
-------  ----------------------------------------------------------

There have been no material  changes to the  Company's  market risk for the nine
month period ended January 31, 2003.  Refer to Item 7(A) of the Company's Annual
Report on Form 10-K for the fiscal  year  ended  April 30,  2002 for  additional
information  regarding  quantitative  and qualitative  disclosures  about market
risk.

Item 4.  Controls and Procedures
-------  -----------------------

        (a) Evaluation of Disclosure Controls and Procedures

During  the  90-day  period  prior to the  filing  of this  report,  management,
including the Company's Chief Financial  Officer and other certifying  Officers,
evaluated  the  effectiveness  of the  design  and  operation  of the  Company's
disclosure  controls  and  procedures.  Based  upon,  and as of the date of that
evaluation,  the certifying  Officers concluded that the disclosure controls and
procedures were effective,  in all material respects, to ensure that information
required to be disclosed in the reports the Company  files and submits under the
Securities Exchange Act of 1934 are recorded, processed, summarized and reported
as and when required.

                                       10
<PAGE>

        (b) Changes in Internal Controls

Internal  controls were most recently  evaluated in connection with the audit of
the Company's financial statements for the fiscal year ended April 30, 2002, and
there have been no significant  changes in internal controls or in other factors
that could significantly affect those controls since that time.

                                       11
<PAGE>

                                     PART II

                                Other Information


Item 6.  Exhibits and Reports on Form 8-K
-------  --------------------------------

   (a)   Exhibits
         --------

         10.1 AMREP Corporation 2002 Non-Employee Directors' Stock Plan

         99.1 Certification  Pursuant to 18 U.S.C. Section  1350  as  enacted by
              Section 906 of the Sarbanes-Oxley Act of 2002.


   (b)   Reports on Form 8-K
         -------------------

         No reports  on  Form  8-K were  filed by Registrant during  the quarter
         ended January  31, 2003.


                                       12
<PAGE>

                                    FORM 10-Q

                       AMREP CORPORATION AND SUBSIDIARIES

                                   SIGNATURES
                                   ----------



     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.




                                            AMREP CORPORATION
                                               (Registrant)






Dated:         March 21, 2003               By:      /s/ Peter M. Pizza
                                                     ------------------

                                                     Peter M. Pizza
                                                     Vice President and
                                                     Chief Financial Officer
                                                     (Principal Financial and
                                                     Accounting Officer)


                                       13
<PAGE>

CERTIFICATIONS
--------------

I,  Peter M.  Pizza,  certify  that,  subject  to the  resolution  of the matter
discussed in Note 2 to the financial statements:

1.   I have reviewed this quarterly report on Form 10-Q of AMREP Corporation;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of the  registrant  as of, and for,  the  periods  presented  in this
     quarterly report.

4.   The  Registrant's  other  certifying  officers  and I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the Registrant and we have:

     a)   designed  such  disclosure  controls  and  procedures  to ensure  that
          material  information  relating  to  the  Registrant,   including  its
          consolidated subsidiaries,  is made known to us by others within those
          entities,  particularly  during  the  period in which  this  quarterly
          report  is being  prepared;
     b)   evaluated the  effectiveness of the Registrant's  disclosure  controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly  report (the  "Evaluation  Date");  and
     c)   presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the  disclosure  controls and  procedures  based  on
          our evaluation as of the Evaluation Date;

5.   The Registrant's other certifying  officers and I have disclosed,  based on
     our most recent  evaluation,  to the  Registrant's  auditors  and the audit
     committee of  Registrant's  board of directors (or persons  performing  the
     equivalent  function):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which could  adversely  affect the  Registrant's  ability to
          record,  process,   summarize  and  report  financial  data  and  have
          identified for the  Registrant's  auditors any material  weaknesses in
          internal controls; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  Registrant's  internal
          controls; and

                                       14
<PAGE>


6.   The  Registrant's  other  certifying  officers and I have indicated in this
     quarterly report whether or not there were significant  changes in internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.

Dated:   March  21, 2003



/s/ Peter M. Pizza
------------------

Peter M. Pizza
Title:   Chief Financial Officer



                                       15
<PAGE>

CERTIFICATIONS
--------------

I, James Wall,  certify that,  subject to the resolution of the matter discussed
in Note 2 to the financial statements:

1.   I have reviewed this quarterly report on Form 10-Q of AMREP Corporation;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of the  registrant  as of, and for,  the  periods  presented  in this
     quarterly report.

4.   The  Registrant's  other  certifying  officers  and I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the Registrant and we have:

     a)   designed  such  disclosure  controls  and  procedures  to ensure  that
          material  information  relating  to  the  Registrant,   including  its
          consolidated subsidiaries,  is made known to us by others within those
          entities,  particularly  during  the  period in which  this  quarterly
          report is being prepared;

     b)   evaluated the  effectiveness of the Registrant's  disclosure  controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly report (the "Evaluation Date"); and

     c)   presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The Registrant's other certifying  officers and I have disclosed,  based on
     our most recent  evaluation,  to the  Registrant's  auditors  and the audit
     committee of  Registrant's  board of directors (or persons  performing  the
     equivalent function):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which could  adversely  affect the  Registrant's  ability to
          record,  process,   summarize  and  report  financial  data  and  have
          identified for the  Registrant's  auditors any material  weaknesses in
          internal controls; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  Registrant's  internal
          controls; and

                                       16
<PAGE>

6.   The  Registrant's  other  certifying  officers and I have indicated in this
     quarterly report whether or not there were significant  changes in internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.


Dated:  March 21, 2003


/s/ James Wall
--------------

James Wall
Title:  *


_______________________
* The Company is a holding company which does  substantially all of its business
through  two  wholly-owned   subsidiaries   (and  their   subsidiaries).   Those
wholly-owned  subsidiaries  are AMREP  Southwest  Inc.  ("ASW")  and Kable  News
Company, Inc. ("Kable"). Mr. Wall is the principal executive officer of ASW, and
Mr. Duloc is the principal  executive officer of Kable. The Company has no chief
executive  officer and its only  executive  officers are James Wall and Peter M.
Pizza.  Mr. Wall is a Senior Vice  President  of the Company and Mr.  Pizza is a
Vice President and Chief Financial Officer of the Company.


                                       17
<PAGE>


CERTIFICATIONS
--------------

I,  Michael P. Duloc,  certify  that,  subject to the  resolution  of the matter
discussed in Note 2 to the financial statements:

1.   I have reviewed this quarterly report on Form 10-Q of AMREP Corporation;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of the  registrant  as of, and for,  the  periods  presented  in this
     quarterly report.

4.   The  Registrant's  other  certifying  officers  and I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the Registrant and we have:

     a)   designed  such  disclosure  controls  and  procedures  to ensure  that
          material  information  relating  to  the  Registrant,   including  its
          consolidated subsidiaries,  is made known to us by others within those
          entities,  particularly  during  the  period in which  this  quarterly
          report is being prepared;

     b)   evaluated the  effectiveness of the Registrant's  disclosure  controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly report (the "Evaluation Date"); and

     c)   presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The Registrant's other certifying  officers and I have disclosed,  based on
     our most recent  evaluation,  to the  Registrant's  auditors  and the audit
     committee of  Registrant's  board of directors (or persons  performing  the
     equivalent function):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which could  adversely  affect the  Registrant's  ability to
          record,  process,   summarize  and  report  financial  data  and  have
          identified for the  Registrant's  auditors any material  weaknesses in
          internal controls; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  Registrant's  internal
          controls; and

                                       18
<PAGE>

6.   The  Registrant's  other  certifying  officers and I have indicated in this
     quarterly report whether or not there were significant  changes in internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.

Dated:  March 21, 2003

/s/ Michael P. Duloc
--------------------

Michael P. Duloc
Title:  *



_______________________
* The Company is a holding company which does  substantially all of its business
through  two  wholly-owned   subsidiaries   (and  their   subsidiaries).   Those
wholly-owned  subsidiaries  are AMREP  Southwest  Inc.  ("ASW")  and Kable  News
Company, Inc. ("Kable"). Mr. Wall is the principal executive officer of ASW, and
Mr. Duloc is the principal  executive officer of Kable. The Company has no chief
executive  officer and its only  executive  officers are James Wall and Peter M.
Pizza.  Mr. Wall is a Senior Vice  President  of the Company and Mr.  Pizza is a
Vice President and Chief Financial Officer of the Company.



                                       19
<PAGE>





                       AMREP CORPORATION AND SUBSIDIARIES



                                  EXHIBIT INDEX
                                  -------------



         Exhibit No.                        Description
         -----------                        -----------

            10.1        AMREP Corporation 2002 Non-Employee Directors' Stock
                        Plan

            99.1        Certification  Pursuant to 18 U.S.C. Section 1350 as
                        enacted by Section 906 of the Sarbanes-Oxley Act of 2002


                                       20