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 8,
2008




FIRST
      REAL ESTATE INVESTMENT TRUST OF NEW JERSEY(Exact
      name of registrant as specified in
charter)




New
      Jersey
            000-25043
            22-1697095(State
      or other jurisdiction ofincorporation)
            (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
1.01.  Entry into a Material
Definitive Agreement.
  First
Real Estate Investment Trust of New Jersey (“FREIT”) owns a 60% membership
interest in and is the managing member of Grande Rotunda, LLC (“Grande
Rotunda”).  Rotunda 100, LLC, a New Jersey limited liability company,
owns a 40% interest in Grande Rotunda.  Employees of Hekemian &
Co., Inc. (“Hekemian & Co.”), the managing agent of FREIT, including members
of the immediate family of Robert S. Hekemian, Chairman and Chief Executive
Officer of FREIT, own Rotunda 100, LLC, and the members of Mr. Hekemian’s family
have majority management control of this entity.  Grande Rotunda is
the owner of a mixed-use (office/retail) property in Baltimore,
Maryland.
  As an
incentive to the employees of Hekemian & Co. to identify and provide real
estate investment opportunities to FREIT, FREIT agreed to advance the Hekemian
& Co. employees, who are members of Rotunda 100, LLC, 50% of the amount
which such employees were required to contribute toward the acquisition and
operation of the Grande Rotunda, up to $2,000,000.  The Hekemian &
Co. employees have pledged their interests in Rotunda 100, LLC to FREIT as
collateral security for these loans.  FREIT collects a market level
interest rate on the outstanding principal balance of such loans, and the loans
are full recourse loans to the borrowers.
  On May 8,
2008, the Board of Trustees of FREIT approved amendments to the existing loan
agreements with the Hekemian & Co. employees to increase the aggregate
amount that FREIT may advance to such employees from $2,000,000 to
$4,000,000.  No other terms of the loan agreements were
amended.




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 Investment Trust of New JerseyBy:
            
            /s/ Robert S.
      HekemianName:
            
            Robert
      S. HekemianTitle:
            
            Chairman
      and Chief Executive Officer







Date:  May
14, 2008