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, 2000
                              ______________________________________

                                      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 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 12, 2000 - 6,624,796.

<PAGE>


                                    FORM 10-Q
                       AMREP CORPORATION AND SUBSIDIARIES

                                      INDEX




PART I                                                                 PAGE NO.

Consolidated Financial Statements:

  Balance Sheets
    July 31, 2000 (Unaudited) and
    April 30, 2000 (Audited)                                              1

  Statements of Operations and Retained Earnings (Unaudited)
    Three Months Ended July 31, 2000 and 1999                             2

  Statements of Cash Flows (Unaudited)
    Three Months Ended July 31, 2000 and 1999                             3

  Notes to Consolidated Financial Statements                              4

Management's Discussion and Analysis                                     5-7

Quantitative and Qualitative Disclosures about Market Risk                7


PART II

Other Information                                                         8

Signatures                                                                9

Exhibit Index                                                            10

<PAGE>


                                    FORM 10-Q
                       AMREP CORPORATION AND SUBSIDIARIES
                           Consolidated Balance Sheets
                        July 31, 2000 and April 30, 2000
               (Thousands, except par value and number of shares)

                                              July 31, 2000       April 30,2000
                                             ---------------     ---------------
                                               (Unaudited)          (Audited)
ASSETS

Cash and cash equivalents                    $    11,397         $    12,934

  Real estate operations                           9,160               9,108
  Magazine circulation operations                 46,076              45,366
Real estate inventory                             72,045              70,548
Property, plant and equipment, at cost,
   net of accumulated depreciation and
   amortization of $14,512 at July 31, 2000
   and $14,032 at April 30, 2000.                 17,602              17,852
Other assets                                      10,974              11,437

Excess of cost of subsidiary over net
   assets acquired                                 5,191               5,191
                                             ---------------     ---------------
                                             $   172,445         $   172,436
                                             ===============     ===============

LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable                             $    13,606         $    17,783
Deposits and accrued expenses                     10,800               8,137

Notes payable:
  Amounts due within one year                     13,445              15,599
  Amounts subsequently due                        38,827              31,312
                                             ---------------     ---------------
                                                  52,272              46,911
Taxes payable:

  Amounts due (receivable) within one year          (410)             (1,002)
  Amounts subsequently due                         5,999               5,999
                                             ---------------     ---------------
                                                   5,589               4,997
Deferred income taxes                              2,666               2,627
                                             ---------------     ---------------
                                                  84,933              80,455
                                             ---------------     ---------------

Shareholders' equity:
  Common stock, $.10 par value;
    shares authorized - 20,000,000;
    shares issued -7,399,677
    at July 31, 2000 and 7,398,677
    issued at April  30, 2000                        740                 740
     Capital contributed in excess of
         par value                                44,936              44,930
     Retained earnings                            47,044              47,258
     Treasury stock, at cost; 745,981
       shares at July 31, 2000 and 158,327
      shares at April 30, 2000                    (5,208)               (947)
                                             ---------------     ---------------
                                                  87,512              91,981
                                             ---------------     ---------------
                                             $   172,445         $   172,436
                                             ===============     ===============
                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, 2000 and 1999
                      (Thousands, except per share amounts)

                                                  2000                 1999
                                             ---------------     ---------------
REVENUES

Real estate operations:
   Land sales                                $     2,771         $     8,226
   Home and condominium sales                      2,213              18,711
                                             ---------------     ---------------
                                                   4,984              26,937

Magazine circulation operations                   12,329              13,000
Interest and other operations                        897               2,098
                                             ---------------     ---------------
                                                  18,210              42,035
                                             ---------------     ---------------
COSTS AND EXPENSES

Real estate cost of sales:
   Land sales                                      1,356               5,863
   Home and condominium sales                      2,207              16,493
Operating expenses:
   Magazine circulation operations                10,206              10,466
   Real estate commissions and selling               327               1,590
   Other operations                                  549               1,011
General and administrative:
   Real estate operations and corporate              930               1,942
   Magazine circulation operations                 2,173               1,569
   Interest, net                                     818                 913
                                             ---------------     ---------------
                                                  18,566              39,847
                                             ---------------     ---------------
         Income (loss) before income taxes          (356)              2,188

PROVISION (BENEFIT ) FOR  INCOME TAXES              (142)                875
                                             ---------------     ---------------
NET INCOME (LOSS)                                   (214)              1,313

RETAINED EARNINGS, beginning of period            47,258              46,089
                                             ---------------     ---------------
RETAINED EARNINGS, end of period             $    47,044         $    47,402
                                             ===============     ===============
EARNINGS (LOSS) PER SHARE-BASIC AND DILUTED  $     (0.03)        $      0.18
                                             ===============     ===============
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING                                 6,922               7,362
                                             ===============     ===============
                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 31,2000 and 1999
                                   (Thousands)

                                                   2000                1999
                                             ---------------     ---------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (loss)                            $      (214)        $     1,313
                                             ---------------     ---------------
Adjustments to reconcile net income to
 net cash provided (used) by operating
 activities -
   Depreciation and amortization                     754               1,158
   Non-cash credits and charges:
      Loss on disposition of fixed assets              -                  17
      Pension benefit accrual                       (185)                (35)
      Expense recorded on issuance of
       treasure stock                                  -                  92
   Changes in assets and liabilities -
      Receivables                                   (762)                684
      Real estate inventory                       (1,497)             14,979
      Other assets                                   375                (594)
      Accounts payable, deposits and
       accrued expenses                           (1,514)             (7,870)
      Taxes payable                                  592              (1,158)
      Deferred income taxes                           39                 323
                                             ---------------     ---------------
         Total adjustments                        (2,198)              7,596
                                             ---------------     ---------------
         Net cash provided (used) by
           operating activities                   (2,412)              8,909
                                             ---------------     ---------------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                             (231)               (220)
                                             ---------------     ---------------
         Net cash used by investing
           activities                               (231)               (220)
                                             ---------------     ---------------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from debt financing                   20,960               3,520
   Principal debt payments                       (15,599)            (23,213)
 Proceeds from exercise of stock option                6                   -
 Purchase of Treasury stock                       (4,261)               (257)
                                             ---------------     ---------------
         Net cash provided (used) by
           financing activities                    1,106             (19,950)
                                             ---------------     ---------------
   Decrease in cash and cash equivalents          (1,537)            (11,261)

CASH AND CASH EQUIVALENTS,beginning of period     12,934              23,553
                                             ---------------     ---------------

CASH AND CASH EQUIVALENTS, end of period     $    11,397         $    12,292
                                             ===============     ===============

SUPPLEMENTAL CASH FLOW INFORMATION:
 Interest paid - net of amounts capitalized  $     1,013         $     1,025
                                             ===============     ===============
 Income taxes paid (refunded)                $      (771)        $     1,698
                                             ===============     ===============
                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, 2000 and 1999

(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, 2000
balance  sheet  amounts  have  been  derived  from the April  30,  2000  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 financial  statements
and notes thereto included in the  Registrant's  April 30, 2000 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, 2000 and 1999.

<TABLE>
<S>                                 <C>           <C>        <C>           <C>          <C>          <C>

                                    Land          Home                                  Corporate
                                    Sales         Building   Distribution  Fulfillment  and Other    Consolidated

THREE MONTHS:
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

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

July 1999 (Thousands):
   Revenues                        $   8,339      $ 19,839   $  4,655      $  8,345      $   857      $ 42,035
   Expenses (excluding interest)       6,461        19,096      3,763         8,272        1,342        38,934
   Interest expense, net                 105           182        419           152           55           913
                                   ---------      --------   --------      ---------     --------      --------
   Pretax income (loss)
     contribution                  $   1,773      $    561   $    473      $    (79)     $  (540)     $  2,188
                                   =========      =========  =========     =========     =========     =========
   Identifiable assets             $  75,861        19,556     54,633        19,441       21,037       190,528

--------------------------------------------------------------------------------------------------------------
Certain  amounts in July 1999 have been  reclassified  to conform to the current year presentation.
</TABLE>

                                       4
<PAGE>



                                    FORM 10-Q
                       AMREP CORPORATION AND SUBSIDIARIES
                     Management's Discussion and Analysis of
                  Financial Condition and Results of Operations
                                  July 31, 2000

RESULTS OF OPERATIONS

Total  revenues for the first quarter of fiscal 2001  decreased to $18.2 million
from $42.0 million in the comparable period of the prior year,  principally as a
result of the restructuring of the Company's real estate  operations,  including
the continuing wind-down of homebuilding activities.

Revenues from land sales for the first quarter of fiscal 2001  decreased to $2.8
million from $8.2 million in the comparable period of the prior year,  primarily
due to a lower volume of sales of  residential  lots to builders.  Revenues from
residential  lot sales  decreased  to $2.4  million in the first  quarter of the
current year from $6.8 million in the same period last year,  primarily  because
the prior year period  included sales to other  homebuilders in Colorado with an
aggregate  sales  value  of over  $3.0  million  made  as part of the  Company's
restructuring plan to sell its remaining real estate assets in Colorado, whereas
there were no comparable sales in the current year period. In addition, revenues
from the sale of commercial  and  industrial  land  decreased to $400,000 in the
first  quarter of the  current  year from $1.5  million in the same  period last
year.  The average gross profit  percentage on land sales  increased from 29% in
the first  quarter of fiscal  2000 to 51% in the first  quarter  of fiscal  2001
mainly  because  the prior  year had  included a higher  percentage  of sales of
residential  lots,  including  those in  Colorado  discussed  above,  which have
generally  been at  lower  gross  profit  percentages  than the  commercial  and
industrial land sales have historically achieved. 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 an indication of
amounts that may be expected to occur in future periods.

Revenues  from housing  sales  decreased to $2.2 million in the first quarter of
fiscal  2001 from $18.7  million in the same  period  last year,  as the Company
delivered  only 8 homes in the current  year  compared to 127 in the prior year.
This decrease  reflected the effects of the  restructuring of the Company's real
estate  operations,   as  discussed  above,  and  is  expected  to  continue  as
homebuilding activities are completed.

Revenues from magazine circulation  operations decreased to $12.3 million in the
first quarter of the current year  compared to $13.0  million in the  comparable
period of the prior year, which reflected a decrease in the distribution segment
of this business.  Revenues from the Newsstand  Distribution  Services decreased
approximately  $800,000 (18%) in this year's first quarter compared to the prior
year, resulting from customer losses and decreased sales percentages,  which was

                                       5
<PAGE>

partially  offset  by  a  revenue  increase  of  $150,000  (2%)  in  Fulfillment
operations.  Partially  offsetting  this  revenue  decrease  was a  decrease  of
$260,000  (2%)  in  magazines  circulation  operating  expenses,  due in part to
payroll-related reductions and reduced bad debt expense.

Revenues from "Interest and other  operations"  decreased by $1.2 million in the
first  quarter of fiscal 2001 compared to the prior year due to the wind-down of
ancillary  operations  related  to  homebuilding.  In  addition,  the prior year
included the  recognition of management  fee and equity income of  approximately
$700,000  from the sale of a project in  California  in which the  Company was a
joint venture participant.  Other operations expenses decreased by approximately
$500,000 which was  commensurate  with the decrease in ancillary  revenues noted
above.

Real  estate  commissions  and  selling  expenses  decreased  as a result of the
wind-down of  homebuilding  operations.  Real estate and  corporate  general and
administrative  expenses  also  decreased  due to the  effects of the  Company's
restructuring,  including the wind-down of homebuilding activities.  General and
administrative   costs  of  magazine   circulation   operations   increased   by
approximately  $600,000,  due in part to the  accrual of  severance  and related
benefits associated with the previously announced October 31, 2000 retirement of
Kable's chief executive  officer.  Interest expense decreased  moderately due to
lower borrowing requirements within the real estate segments,  offset in part by
increased  interest  in  the  magazine  circulation  operations  resulting  from
slightly higher receivable balances.

As  previously  reported,  the Company has been involved for several years in an
ongoing  process of audits of its Federal tax  returns by the  Internal  Revenue
Service  ("IRS") for fiscal years 1984 through 1996.  The Company has previously
resolved  all issues and paid taxes and related  interest due for the years 1984
through  1992,  and  reached an interim  agreement  and paid all  amounts due on
certain  issues for the years 1993  through  1996.  In September  2000,  the IRS
presented to the Company a proposal to settle all remaining  federal tax matters
for these years.  Until a final  settlement has been approved by the Company and
the IRS, however,  these  examinations  remain open. If the proposed  settlement
becomes  final,  the amount  actually owed for taxes and interest  would be less
than  the  amount  accrued  for  this  liability,  and a tax  benefit  would  be
recognized at that time.  While the exact amount of the potential tax benefit is
uncertain and requires,  among other things, the approval of the final agreement
by the IRS and the determination of related interest, as well as a determination
of resulting state tax adjustments, it could approximate $3.5 million.

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.

                                       6
<PAGE>

Over the past  eighteen  months,  the Company has  restructured  its real estate
operations by winding-down  homebuilding activities and selling a portion of its
landholdings  in  Colorado,  California  and Oregon.  During this  period,  both
inventories  and  debt  have  been  substantially  reduced.  At July  31,  2000,
inventories  amounted to $72.0  million  compared to $70.5  million at April 30,
2000 and $92.1 million at April 30, 1999,  while notes payable amounted to $52.3
million at July 31, 2000,  $46.9  million at April 30, 2000 and $74.7 million at
April 30, 1999.

In connection  with a previously  announced  self-tender  "Dutch  Auction",  the
Company reacquired 587,654 shares of its stock to be held as treasury stock at a
cost of approximately $4.3 million, including expenses, during the quarter ended
July 31, 2000.  The Company also announced the resumption of a program which had
commenced  in April 1999 to  purchase up to 300,000  shares of its common  stock
from  time to time in the open  market,  under  which  143,300  shares  had been
reacquired until the program was suspended in November 1999.

The Company  believes that cash provided from operations  together with existing
cash balances, its lines-of-credit and land development loans will be sufficient
to maintain liquidity at a satisfactory level.

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.

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, 2000.  See Item 7(A) of the Company's  Annual
Report on Form 10-K for the fiscal  year  ended  April 30,  2000 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:
                  10(a)   Employment Termination and Consulting Agreement
                          and General Release dated July 28, 2000 between the
                          Registrant and Kable News Company, Inc. and Daniel
                          Friedman

                  27.     Financial Data Schedule

 (b)              Reports on Form 8-K

                  No reports on Form 8-K were filed by the
                  Registrant during the quarter ended July 31, 2000.



                                       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, 2000                 By:      /s/ Mohan Vachani
                                                        Mohan Vachani
                                                        Senior Vice President,
                                                        Chief Financial Officer



    Dated:  September 14, 2000                 By:      /s/ Peter M. Pizza
                                                        Peter M. Pizza
                                                        Vice President,
                                                        Controller


                                       9
<PAGE>


                                    FORM 10-Q
                       AMREP CORPORATION AND SUBSIDIARIES

                                  EXHIBIT INDEX





                  10(a)    Employment Termination and Consulting Agreement
                           and General Release dated July 28, 2000 between the
                           Registrant and Kable News Company, Inc. and Daniel
                           Friedman

                  27.      Financial Data Schedule





                                       10
<PAGE>