UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


WASHINGTON,
      D.C.  20549





**FORM
      8-K**





CURRENT
      REPORT





Pursuant
      to Section 13 or 15 (d) of the




Securities
      Exchange Act of 1934




Date
      of
      Report (Date of earliest event reported):




May
      15,
      2007




**FIRST
      REAL ESTATE INVESTMENT TRUST OF NEW JERSEY**





(Exact
      name of registrant as specified in charter)




New
                Jersey
            2-27018
            22-1697095(State
                or other jurisdiction of incorporation)
            (Commission
              File
                Number)
            (IRS
                Employer
              Identification
                No.)505
                Main Street, Hackensack, New
                Jersey
            
            07601(Address
                of principal executive offices)
            
            (Zip
                Code)


Registrant’s
      telephone number, including area code:  (201) 488-6400




(Former
        name or former address, if changed since last report)





Check
      the
      appropriate box below if the Form 8-K filing is intended to simultaneously
      satisfy the filing obligation of the registrant under any of the following
      provisions (see General Instruction A.2. below):





o
            Written
                communications pursuant to Rule 425 under the Securities Act (17
                CFR
                230.425)


o
            Soliciting
                material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
                240.14a-12)


o
            Pre-commencement
                communications pursuant to Rule 14d-2 (b) under the Exchange Act
                (17 CFR
                240.14d-2(b))


o
            Pre-commencement
                communications pursuant to Rule 13e-4 (c) under the Exchange Act
                (17 CFR
                240.13e-4 (c))













**Item
                5.02**
            **Departure
                of Directors or Certain Officers; Election of Directors; Appointment
                of
                Certain Officers; Compensatory Arrangements of Certain
                Officers.**





On
      May
      15, 2007, the Board of Trustees (the “Board”) of First Real Estate Investment
      Trust of New Jersey (the “Trust”) elected David F. McBride and Robert S.
      Hekemian, Jr. to serve as members of the Board, each for a term ending at the
      Trust’s next annual meeting of shareholders.  As of the date of this
      report, there has been no determination made as to the committees of the Board
      to which the new Trustees may be named.  Additionally, each Trustee
      shall be entitled to such fees and other compensation paid to all Trustees
      generally by the Trust and which has been previously disclosed in the Trust’s
      prior filings with the Securities and Exchange Commission (“SEC”).





Mr.
      McBride brings with him over 30 years of diversified real estate experience
      to
      the Board.  He is currently Chairman of the Board of the Saddle River
      Valley Bank, a federally chartered community bank, a Partner in the law firm
      of
      Harwood Lloyd, LLC, specializing in real estate matters, and is the Chief
      Executive Officer of McBride Enterprises, Inc., a family owned real estate
      company.  Mr. McBride was also instrumental in forming the Keystone
      Property Trust (NYSE) and served as its Chairman of the Board until its sale
      to
      ProLogis for $1.6 billion in 2004.





Mr.
      Hekemian has been involved in real estate activities for over 25 years and
      currently serves as President of Hekemian & Co., Inc. (“Hekemian and Co.”),
      a diversified real estate development and management company located in
      Hackensack, New Jersey.  Mr. Hekemian is principally responsible for
      identifying real estate acquisitions and evaluating the performance of the
      real
      estate properties managed by Hekemian & Co. with a view toward maintaining
      or altering management and/or leasing strategies.  Mr. Hekemian also
      serves on the Boards of Directors of the Oritani Savings Bank, the New York
      Philharmonic and the Bergen Community College Foundation.  He is a
      Member of the Board of Governors, Hackensack University Medical Center, and
      a
      Trustee of the Hackensack University Medical Center Foundation.





Reference
      is made to the information which has been included in Exhibit 99.1,
      attached hereto, with respect to certain relationships and related party
      transactions.  Such information has been excerpted from the Trust’s
      Proxy Statement, which was filed with the SEC on February 28,
      2007.  It should be noted that references therein made to the members
      of the immediate family of Robert S. Hekemian, father of Robert S. Hekemian,
      Jr., should be read to include Robert S. Hekemian, Jr.  Robert S.
      Hekemian is the Chairman of the Board and Chief Executive Officer of the Trust,
      and Hekemian & Co. serves as Managing Agent of the Trust.





**Item
      5.03                      Amendments
      to Articles of Incorporation or Bylaws, Change in Fiscal
      Year.**





Article
      VII, Section 7.2 of the Trust’s Declaration of Trust provides that the
      Declaration of Trust may be amended by a two-thirds vote of all of the
      Trustees.  Effective May 15, 2007, the Board unanimously amended
      Article IV, Section 4.6 of the Declaration of Trust to clarify the provisions
      thereof authorizing the Trustees to fill vacancies on the Board to specifically
      provide that the Trustees may fill a vacancy resulting from the creation of
      a
      new trusteeship and the period during which any such newly elected Trustee
      may
      hold office.  The text of the amendment to the Declaration of Trust
      has been included in Exhibit 3.1, attached hereto.




2







**Section
      9 – Financial Statements and Exhibits**





Item
                9.01.
            Financial
                Statements and Exhibits.





(d)
            Exhibits:




ExhibitNumber
            Description





3.1
            Amendment
                to Declaration of Trust.





99.1
            Certain
                Relationships and Related Party Transactions, excerpted from the
                Proxy
                Statement, filed with the SEC on February 28,
                2007.





3


**SIGNATURES**





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




FIRST
                  REAL ESTATE INVESTMENTTRUST
                  OF NEW JERSEY(Registrant)By:
              /s/
                  Robert S. HekemianRobert
                  S. HekemianChairman
                  of the BoardDate:  May
                  21, 2007


4


**EXHIBIT
      INDEX**








ExhibitNumber
            Description





3.1
            Amendment
                to Declaration of Trust.





99.1
            Certain
                Relationships and Related Party Transactions, excerpted from the
                Proxy
                Statement, filed with the SEC on February 28,
                2007.



















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