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 July 31, 2001
      --------------------------------------------------------------------

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

 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 subject to such filing requirements
for the past 90 days.
                              Yes X No ___________

Number of Shares of Common  Stock,  par value  $.10 per  share,  outstanding  at
September 14, 2001 - 6,573,586.

<PAGE>



                                    FORM 10-Q
                       AMREP CORPORATION AND SUBSIDIARIES

                                      INDEX




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

Item 1.  Consolidated Financial Statements:

         Balance Sheets
            July 31, 2001 (Unaudited) and
            April 30, 2001 (Audited)                                      1

         Statements of Operations and Retained Earnings (Unaudited)
            Three Months Ended July 31, 2001 and 2000                     2

         Statements of Cash Flows (Unaudited)
            Three Months Ended July 31, 2001 and 2000                     3

         Notes to Consolidated Financial Statements                       4

Item 2.  Management's Discussion and Analysis                            5-7

Item 3.  Quantitative and Qualitative Disclosures about Market Risk       7


PART II.  OTHER INFORMATION
--------

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

SIGNATURES                                                                9

<PAGE>



                                    FORM 10-Q
                       AMREP CORPORATION AND SUBSIDIARIES
                           Consolidated Balance Sheets
                        July 31, 2001 and April 30, 2001
               (Thousands, except par value and number of shares)

                                           July 31, 2001          April 30,2001
                                       ------------------     ------------------
                                            (Unaudited)             (Audited)
ASSETS
                                           $     10,409           $   15,941
Cash and cash equivalents
Receivables, net:
   Real estate operations                         6,318                7,070
   Magazine circulation operations               43,239               37,533
Real estate inventory                            69,537               73,347
Property, plant and equipment, at cost,
   net of accumulated depreciation and
   amortization of $15,707 at July 31, 2001
   and $15,286 at April 30, 2001.                14,037               14,314
Other assets                                     11,563               11,448
Excess of cost of subsidiary over
   net assets acquired                            5,191                5,191
                                       ------------------     ------------------
                                           $    160,294           $  164,844
                                       ==================     ==================

LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable                           $     21,677           $   19,735
Deposits and accrued expenses                     7,583                7,591
Notes payable:
   Amounts due within one year                   32,929                9,490
   Amounts subsequently due                       5,509               34,770
                                       ------------------     ------------------
                                                 38,438               44,260

Taxes payable                                     1,298                1,595
Deferred income taxes                             1,882                1,882
                                       ------------------     ------------------
                                                 70,878               75,063
                                       ------------------     ------------------

Commitments and Contingencies

Shareholders' equity:
  Common stock, $.10 par value;
    shares authorized - 20,000,000;
    shares issued -7,399,677
    at July 31, 2001 and April  30, 2001            740                  740
  Capital contributed in excess of par value     44,935               44,935
  Retained earnings                              49,450               49,815
  Treasury stock, at cost; 826,091
     shares at July 31, 2001
     and April 30, 2001                          (5,709)              (5,709)
                                       ------------------     ------------------
                                                 89,416               89,781
                                       ------------------     ------------------
                                           $    160,294           $  164,844
                                       ==================     ==================

                See notes to consolidated financial statements.

                                       1
<PAGE>

                                    FORM 10-Q
                       AMREP CORPORATION AND SUBSIDIARIES
     Consolidated Statements of Operations and Retained Earnings (Unaudited)
                    Three Months Ended July 31, 2001 and 2000
                      (Thousands, except per share amounts)

                                              2001                     2000
                                       ----------------        -----------------
REVENUES

Real estate operations:
 Land sales                            $       7,266           $        2,771
 Home and condominium sales                       -                     2,213
                                       ----------------        -----------------
                                               7,266                    4,984
Magazine circulation operations               11,598                   12,329
Interest and other operations                    786                      897
                                       ----------------        -----------------
                                              19,650                   18,210
                                       ----------------        -----------------

COSTS AND EXPENSES

Real estate cost of sales:
 Land sales                                    6,472                    1,356
 Home and condominium sales                       23                    2,207
Operating expenses:
 Magazine circulation operations               9,722                   10,206
 Real estate commissions and selling             150                      327
 Other operations                                619                      549
General and administrative:
 Real estate operations and corporate            986                    1,250
 Magazine circulation operations               1,770                    1,853
Interest, net                                    516                      818
                                       ----------------        -----------------
                                              20,258                   18,566
                                       ----------------        -----------------
        Loss before income taxes                (608)                    (356)


BENEFIT FROM INCOME TAXES                       (243)                    (142)
                                       ----------------        -----------------
NET LOSS                                        (365)                    (214)
RETAINED EARNINGS, beginning of period        49,815                   47,258
                                       ----------------        -----------------
RETAINED EARNINGS, end of period       $      49,450           $       47,044
                                       ================        =================
NET LOSS PER SHARE - BASIC AND DILUTED $       (0.06)          $        (0.03)
                                       ================        =================
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING                             6,574                    6,922
                                       ================        =================

                See notes to consolidated financial statements.

                                       2
<PAGE>


                                    FORM 10-Q
                       AMREP CORPORATION AND SUBSIDIARIES
                Consolidated Statements of Cash Flows (Unaudited)
                    Three Months Ended July 31,2001 and 2000
                                   (Thousands)

                                              2001                    2000
                                      -----------------       ------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                $     (365)             $     (214)
                                      -----------------       ------------------
Adjustments to reconcile net income to net
  cash provided (used)
by operating activities -
 Depreciation and amortization                 650                     754
 Non-cash credits and charges:
    Pension benefit accrual                    (96)                   (185)
    Bad debt expense                            74                     128
 Changes in assets and liabilities -
  Receivables                               (5,028)                   (890)
  Real estate inventory                      3,810                  (1,497)
  Other assets                                (248)                    375
  Accounts payable, deposits and
   accrued expenses                          1,934                  (1,514)
  Taxes payable                               (297)                    592
  Deferred income taxes                          -                      39
                                      -----------------       ------------------
  Total adjustments                            799                  (2,198)
                                      -----------------       ------------------
  Net cash provided (used)
     by operating activities                   434                  (2,412)
                                      -----------------       ------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
 Capital expenditures                         (144)                   (231)
                                      -----------------       ------------------
  Net cash used by investing activities       (144)                   (231)
                                      -----------------       ------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
 Proceeds from debt financing               56,295                  20,960
 Principal debt payments                   (62,117)                (15,599)
 Proceeds from exercise of stock option          -                       6
 Purchase of treasury stock                      -                  (4,261)
                                      -----------------       ------------------
  Net cash (used) provided
    by financing activities                 (5,822)                  1,106
                                      -----------------       ------------------
 Decrease in cash and cash equivalents      (5,532)                 (1,537)
CASH AND CASH EQUIVALENTS,
    beginning of period                     15,941                  12,934
                                      -----------------       ------------------

CASH AND CASH EQUIVALENTS, end of period $  10,409              $   11,397
                                      =================       ==================

SUPPLEMENTAL CASH FLOW INFORMATION:
 Interest paid - net of
    amounts capitalized                  $     742              $    1,013
                                      =================       ==================
 Income taxes paid (refunded )           $      54              $     (771)
                                      =================       ==================

                See notes to consolidated financial statements.

                                       3
<PAGE>


                                    FORM 10-Q
                       AMREP CORPORATION AND SUBSIDIARIES
             Notes to Consolidated Financial Statements (Unaudited)
                    Three Months Ended July 31, 2001 and 2000

(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, 2001
balance  sheet  amounts  have  been  derived  from the April  30,  2001  audited
financial  statements of the  Registrant.  Since the  accompanying  consolidated
financial  statements do not include all the information and footnotes  required
by generally accepted accounting  principles 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 2001 Annual
Report on Form 10-K. In the opinion of management,  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)      INFORMATION ABOUT THE COMPANY'S OPERATIONS IN DIFFERENT
         INDUSTRY SEGMENTS:

The  following  schedules  set forth  summarized  data  relative to the industry
segments in which the Company  operates for the three month  periods  ended July
31, 2001 and 2000.

<TABLE>
<CAPTION>

THREE MONTH                          Land            Home                                          Corporate
                                  Operations       Building      Distribution      Fulfillment     and Other      Consolidated
                                  ----------      ----------     ------------      -----------     ---------      ------------
<S>                               <C>              <C>            <C>               <C>             <C>            <C>

July 2001 (Thousands):
   Revenues                       $   7,509        $     16       $   3,567         $   8,031       $   527        $   19,650
   Expenses(excluding interest)       7,322             111           3,283             8,209           817            19,742
   Interest expense, net                 45               -             351                83            37               516
                                  ----------      ----------     -----------       -----------     ---------      ------------
   Pretax income (loss)
     contribution                 $     142        $    (95)      $     (67)        $    (261)      $  (327)       $     (608)
                                  ==========      ==========     ===========       ===========     =========      ============
Identifiable assets               $  79,595        $  2,208       $  39,758         $  19,138       $19,595        $  160,294


_______________________________________________________________________________________________________________________________

July 2000 (Thousands):
   Revenues                       $   3,055        $  2,239       $   3,833         $   8,496       $   587        $   18,210
   Expenses(excluding interest)       2,124           2,434           3,710             8,349         1,131            17,748
   Interest expense, net                114              29             491               139            45               818
                                  ----------      ----------     ------------      -----------     ---------      ------------
   Pretax income (loss)
     contribution                 $     817        $   (224)      $    (368)        $       8       $  (589)       $     (356)
                                  ==========      ==========     ===========       ===========     =========      ============
  Identifiable assets             $  75,126        $  7,128       $  51,892         $  18,470       $19,829        $  172,445
_______________________________________________________________________________________________________________________________

</TABLE>

                                       4
<PAGE>





                                    FORM 10-Q
                       AMREP CORPORATION AND SUBSIDIARIES

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

Results of Operations for the Three Months ended July 31, 2001
--------------------------------------------------------------

Revenues  from land sales  increased  from $2.8 million in the first  quarter of
fiscal  2001 to $7.3  million  in the same  period  this year as the result of a
large land sale in California  made as part of the Company's  program to dispose
of all  real  estate  assets  in  markets  outside  of  New  Mexico.  This  sale
contributed  substantial cash to the Company but only a very small profit. Gross
profits  from land sales  were lower in the  current  fiscal  year  because of a
decline in the sales volume of residential lots to other homebuilders as well as
in the number of commercial and industrial land sales made in the Company's core
New Mexico  market.  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.  In addition,  there were no revenues from
the sale of homes and  condominiums  in the first quarter of the current  fiscal
year, as the Company has completed  substantially  all home sales  activities as
part of its  previously  announced  real  estate  restructuring.  There was $2.2
million of revenues  from the sale of 8 homes in the first  quarter of the prior
year. As of July 31, 2001, the Company had 3 remaining homes completed and under
contract, all of which closed in August 2001.

First quarter  revenues from  magazine  circulation  operations of the Company's
Kable News Company ("Kable")  subsidiary  decreased from $12.3 million in fiscal
2001 to $11.6 million in the current year.  Revenues from  Fulfillment  Services
decreased  from $8.5  million  last year to $8.0  million in the  current  year,
primarily  as the  result of the loss of  sweepstakes  processing  business  for
customers,  while Newsstand  Distribution Services' revenues decreased from $3.8
million last year to $3.6 million in the current  year,  primarily as the result
of decreased magazine sales for existing customers.  Operating results for Kable
were comparable on a year to year basis, however, as reduced costs substantially
offset the revenue decrease.

Real estate  commissions and selling expenses  decreased by more than 50% in the
first  quarter of fiscal 2002  compared to the same period last year as a result
of the  continuing  wind-down of  homebuilding  operations  and  elimination  of
related costs.  Real estate and corporate  general and  administrative  expenses
also decreased by approximately 21%, due in part to the effects of the Company's
real estate restructuring and related downsizing of administrative functions. In
addition,  the prior year  included  an accrual of  approximately  $350,000  for
severance  and related  benefits of Kable's CEO and other  corporate  personnel.
General and administrative  costs of magazine  circulation  operations decreased
approximately  4% from the  prior  year,  which  is the net  effect  of  savings


                                       5
<PAGE>

resulting  from  a  cost  reduction   program   implemented   throughout  Kable,
particularly  within  the  Distribution  Services  segment,   partly  offset  by
additional  costs  incurred in  connection  with the  start-up of the  Company's
internet-related  activities and other new business opportunities.  Net interest
expense  decreased  approximately 37% due to lower borrowing levels in both real
estate and magazine circulation operations and also lower interest rates.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

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

Cash Flows From Financing Activities
------------------------------------

The Company's  subsidiaries have two line of credit arrangements,  both of which
are collateralized by various assets.  Based upon collateral  availability,  the
Company had an aggregate  borrowing  availability  of $33.4  million at July 31,
2001 against which $32.3 million had been borrowed.

Kable News Company has a  line-of-credit  agreement  with a group of banks under
which, as a result of a modification of the agreement entered into in June 2001,
the  commitment  amount was reduced to $25.6  million as of July 31, 2001.  This
line, under which $24.8 million was outstanding at July 31, 2001, bears interest
at the prime rate plus 1%,  matures on May 1, 2002, is secured by  substantially
all of Kable's assets and is guaranteed by the Company.  In accordance  with the
June 2001  modification,  the commitment amount will be reduced to $23.5 million
at December 31, 2001.

The  Company  has  initiated  discussions  with  the  lead  bank  to  explore  a
modification  and/or  reformulation  of  the  lending  group,  and  is  also  in
discussions with other potential lenders;  while no agreements have been reached
at this  time and  there  are no  assurances  that the  Company  will be able to
renegotiate  or extend the terms of the credit  agreement  beyond May 1, 2002 or
find replacement lenders, management believes that Kable will be able to replace
this line of credit before May 1, 2002.

The other  line-of-credit  borrowings  by the  Company's  principal  real estate
subsidiary  are used to support  real estate  development  in New Mexico.  These
loans are collateralized by certain real estate assets, are subject to available
collateral and various financial  performance and other covenants and certain of
them are guaranteed by the Company. At July 31, 2001 the maximum available under
real estate line-of-credit arrangements totaled $7.8 million of which borrowings
of $7.5 million were outstanding.

                                       6
<PAGE>



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

Inventories amounted to $69.5 million at July 31, 2001 compared to $73.3 million
at April 30, 2001. This change  includes a $4.7 million  decrease in inventories
outside  of New  Mexico,  principally  as a result  of the sale of  property  in
California mentioned above, offset by an approximate $.9 million increase in New
Mexico, where several sites are presently under development.

Receivables from magazine circulation operations increased by approximately $5.7
million at July 31, 2001  compared to April 30, 2001  primarily as the result of
the timing of distribution billings.

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

Certain information  included herein,  including  management's belief that Kable
will be able to  replace  its  existing  line of  credit  beyond  May 1, 2002 if
required to do so, 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
three-month  period ended July 31, 2001.  See Item 7(A) of the Company's  Annual
Report on Form 10-K for the fiscal  year  ended  April 30,  2001 for  additional
information  regarding  quantitative  and qualitative  disclosures  about market
risk.


                                       7
<PAGE>



                            PART II OTHER INFORMATION
                            -------------------------


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

                           (a)      Exhibits:

                                    None

                           (b)      Reports on Form 8-K

                                    No reports on Form 8-K were filed by the
                                    Registrant during the quarter ended
                                    July 31, 2001.




                                       8
<PAGE>



                                    FORM 10-Q
                       AMREP CORPORATION AND SUBSIDIARIES

                                   SIGNATURES



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


                                             AMREP Corporation
                                                (Registrant)




  Dated:  September 14, 2001                 By:      /s/ Peter M. Pizza
                                                      Peter M. Pizza
                                                      Vice President and Chief
                                                      Financial Officer
                                                      (Principal Financial and
                                                      Accounting Officer)


                                       9
<PAGE>