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DIRECT
                  DIAL
                  NUMBER
              DIRECT
                  EMAIL
              CLIENT/MATTER
                  NO.**EXHIBIT
                  5.1**


May
      4,
      2007


First
      Real Estate Investment Trust of New Jersey


505
      Main
      Street


Hackensack,
      New Jersey 07602





**Re:**
            **Registration
                Statement on Form S-8 relating to the First Real Estate**
              **Investment
                Trust of New Jersey Equity Incentive Plan, as
                Amended**


Ladies
      and Gentlemen:




We
      have
      acted as counsel to First Real Estate Investment Trust of New Jersey (the
“Company”), in connection with the preparation and filing on this date by the
      Company with the Securities and Exchange Commission (the “Commission”) of a
      Registration Statement on Form S-8 (the “Registration Statement”) under the
      Securities Act of 1933, as amended (the “Securities Act”).  The
      Registration Statement is being filed with the Commission for the registration
      of an additional 300,000 shares of beneficial interest, no par value, of the
      Company (“Shares”), which have been reserved for issuance under the First Real
      Estate Investment Trust of New Jersey Equity Incentive Plan, as amended (the
      “Plan”).  This opinion letter has been included as an exhibit to the
      Registration Statement.




In
      rendering the opinion set forth below, we have examined and relied upon the
      originals, specimens, or photostatic or certified copies of (a) the Registration
      Statement, (b) the Plan, and (c) such certificates, corporate and public
      records, agreements and instruments  and other information and
      documents as we have deemed relevant and necessary as the basis for the opinion
      set forth below.  In such examination, we have assumed the genuineness
      of all signatures, the authenticity of each document, agreement and instrument
      submitted to us as an original, the conformity to the original of each document,
      agreement and instrument submitted to us as a certified copy or photostatic
      copy, the conformity of the text of each document filed with the Commission
      through the Commission’s Electronic Data Gathering, Analysis and Retrieval
      System to the printed document reviewed by us, and the accuracy of the matters
      set forth in the


OUR
              TRENTON
              OFFICE:  441 EAST STATE STREET, TRENTON, NEW JERSEY 08608, PHONE:
              (609) 695-3900






**GIORDANO,
                      HALLERAN & CIESLA**
                    A
                      PROFESSIONAL CORPORATION
                    ATTORNEYS
                      AT LAWFirst
                      Real Estate Investment Trust of New Jersey
                    May
                      4, 2007
                    Page
                      2


documents,
      agreements and instruments we reviewed.  As to any facts material to
      such opinion that were not known to us, we have relied upon statements and
      representations of officers and other representatives of the
      Company.




In
      addition, we have assumed, in rendering the opinion set forth below, that any
      stock certificate evidencing any Shares registered under the Registration
      Statement, when issued under the Plan, will have been duly executed on behalf
      of
      the Company and will have been countersigned by the Company’s transfer agent and
      registered by the Company’s registrar prior to its issuance.




We
      express no opinion concerning the laws of any jurisdiction other than those
      of
      the United States of America and the laws of the State of New
      Jersey.




Based
      upon and subject to the foregoing, we are of the opinion that the Shares
      registered under the Registration Statement have been duly authorized, and,
      when
      issued and delivered by the Company pursuant to the Plan, and paid for in
      accordance with the Plan, will be validly issued, fully paid and
      non-assessable.




We
      consent to the filing of this opinion as an exhibit to the Registration
      Statement.  In giving this consent, we do not thereby admit that we
      are within the category of persons whose consent is required under Section
      7 of
      the Securities Act, or the General Rules and Regulations of the
      Commission.






Very
                truly yours,/s/
                Giordano, Halleran & Ciesla, aProfessional
                CorporationGIORDANO,
                HALLERAN & CIESLAA
                Professional Corporation