SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

(Mark One)

|X|   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

For Quarterly period ended January 31, 2004

                                       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 No.: 2-27018

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

           New Jersey                                       22-1697095
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                         Identification No.)

505 Main Street, P.O. Box 667, Hackensack, New Jersey          07602
      (Address of principal executive offices)              (Zip Code)

         Registrant's telephone number, including area code 201-488-6400

--------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last
report.

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 been subject to such filing
requirements for the past 90 days.

|X| Yes |_| No

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).

|_| Yes |X| No

As of March 12, 2004, there were 3,211,576 shares of beneficial interests issued
and outstanding.
<PAGE>
                                                                          Page 2


                FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                                      INDEX

<TABLE>
<CAPTION>
Part I: Financial Information                                                          Page
                                                                                       ----
<S>                                                                                   <C>
      Item 1: Unaudited Condensed Consolidated Financial Statements

            a.)   Condensed Consolidated Balance Sheets as at January 31, 2004
                  and October 31, 2003;                                               3

            b.)   Condensed Consolidated Statements of Income, Comprehensive
                  Income and Undistributed Earnings for the Three Months Ended
                  January 31, 2004 and 2003;                                          4 - 5

            c.)   Condensed Consolidated Statements of Cash Flows for the Three
                  Months Ended January 31, 2004 and 2003;                             6

            d.)   Notes to Condensed Consolidated Financial Statements                7

      Item 2: Management's Discussion and Analysis of Financial Condition and
                  Results of Operations                                               12

      Item 3: Quantitative and Qualitative Disclosures about Market Risk              18

      Item 4: Controls and Procedures                                                 18

Part II: Other Information                                                            18

      Item 6: Exhibits and Reports on Form 8-K
</TABLE>

<PAGE>
                                                                          Page 3


Item 1: Financial Statements

FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                            January 31,      October 31,
                                                               2004             2003
                                                             ---------       ---------
                                                            (Unaudited)     (See Note 1)
                                                            -----------     ------------
                                                              (In Thousands of Dollars)
                                                              -------------------------
<S>                                                          <C>             <C>
                      ASSETS
Real estate, at cost, net of accumulated
     depreciation                                            $  84,078       $  84,414
Investment in affiliate                                          1,199           1,255
Cash and cash equivalents                                       11,575          12,871
Tenants' security accounts                                         855             881
Sundry receivables                                               4,370           3,876
Prepaid expenses and other assets                                1,462           1,839
Deferred charges, net                                            1,961           2,014
                                                             ---------       ---------
                               Totals                        $ 105,500       $ 107,150
                                                             =========       =========

       LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Mortgages payable                                            $  76,502       $  76,890
Accounts payable and accrued expenses                              974           1,369
Cash distributions in excess of investment in affiliate          1,614           1,570
Dividends payable                                                1,285           2,367
Tenants' security deposits                                       1,236           1,256
Deferred revenue                                                   221             241
Interest rate swap contract                                        231             201
                                                             ---------       ---------
                         Total liabilities                      82,063          83,894
                                                             ---------       ---------

Minority interest                                                1,109           1,116
                                                             ---------       ---------

Commitments and contingencies

Shareholders' equity:
Shares of beneficial interest without par value:
     4,000,000 shares authorized;
       3,155,576 shares issued and outstanding:                 19,854          19,854
Undistributed earnings                                           2,705           2,487
Accumulated other comprehensive loss                              (231)           (201)
                                                             ---------       ---------
                    Total shareholders' equity                  22,328          22,140
                                                             ---------       ---------

                               Totals                        $ 105,500       $ 107,150
                                                             =========       =========
</TABLE>

See Notes to Consolidated Financial Statements

<PAGE>
                                                                          Page 4


        FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY AND SUBSIDIARIES

   CONSOLIDATED STATEMENTS OF INCOME, COMPREHENSIVE INCOME AND UNDISTRIBUTED
             EARNINGS THREE MONTHS ENDED JANUARY 31, 2004 AND 2003

                                                           2004         2003
                                                          ------       ------
                                                       (In Thousands of Dollars,
                                                       Except Per Share Amounts)
                                           INCOME
Revenue:
       Rental income                                      $4,687       $3,978
       Reimbursements                                        640          664
       Equity in income of affiliates                         60           81
       Net investment income                                  45           53
       Sundry income                                          18           56
                                                          ------       ------
                                           Totals          5,450        4,832
                                                          ------       ------
Expenses:
       Operating expenses                                  1,041          957
       Management fees                                       206          201
       Real estate taxes                                     703          621
       Financing costs                                     1,324        1,194
       Depreciation                                          609          532
       Minority interest                                      55           49
                                                          ------       ------
                                           Totals          3,938        3,554
                                                          ------       ------
Income from operations before state income taxes           1,512        1,278
Provision for state income taxes                               9            8
                                                          ------       ------
             Net income                                   $1,503       $1,270
                                                          ======       ======

--------------------------------------------------------------------------------
Earnings per share:
       Basic                                              $ 0.48       $ 0.41
                                                          ======       ======
       Diluted                                            $ 0.46       $ 0.39
                                                          ======       ======

Basic weighted average shares outstanding                  3,156        3,120
Diluted weighted average shares outstanding                3,259        3,275
--------------------------------------------------------------------------------

<PAGE>
                                                                          Page 5


                                                       January 31,   January 31,
                                                          2004           2003
                                                         -------       -------
                                                              (Unaudited)
                                                              -----------
                                                       (In Thousands of Dollars)
                                                       -------------------------

                     COMPREHENSIVE INCOME
    Net income                                           $ 1,503       $ 1,270
    Other comprehensive income (loss):
    Unrealized loss on interest rate swap contract           (30)         (236)
                                                         -------       -------
               Comprehensive income                      $ 1,473       $ 1,034
                                                         =======       =======

                    UNDISTRIBUTED EARNINGS
Balance, beginning of period                             $ 2,487       $ 2,589
Net income                                                 1,503         1,270
Less dividends                                            (1,285)       (1,092)
                                                         -------       -------
Balance, end of period                                   $ 2,705       $ 2,767
                                                         =======       =======
Dividends per share                                      $  0.40       $  0.35
                                                         =======       =======

See Notes to Consolidated Financial Statements

<PAGE>
                                                                          Page 6


        FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                  THREE MONTHS ENDED JANUARY 31, 2004 AND 2003

<TABLE>
<CAPTION>
                                                                     2004           2003
                                                                   --------       --------
                                                                  (In Thousands of Dollars)
                                                                  -------------------------
<S>                                                                <C>            <C>
Operating activities:
 Net income                                                        $  1,503       $  1,270
 Adjustments to reconcile net income to net cash provided by
 operating activities:
  Depreciation                                                          609            532
  Amortization                                                           67             76
  Equity in income of affiliates                                        (60)           (81)
  Deferred revenue                                                      (20)           (50)
  Minority interest                                                      55             49
  Changes in operating assets and liabilities:
   Tenants' security accounts                                            26            (33)
   Sundry receivables, prepaid expenses and other assets               (131)           (67)
   Accounts payable and accrued expenses                               (395)            76
   Tenants' security deposits                                           (20)            33
                                                                   --------       --------
               Net cash provided by operating activities              1,634          1,805
                                                                   --------       --------
Investing activities:
 Capital expenditures                                                  (273)          (132)
 Distributions from affiliates                                          160          1,360
                                                                   --------       --------
          Net cash (used in) provided by investing activities          (113)         1,228
                                                                   --------       --------
Financing activities:
 Repayment of mortgages                                                (388)          (217)
 Dividends paid                                                      (2,367)        (2,090)
 Distribution to minority interest                                      (62)           (50)
                                                                   --------       --------
               Net cash used in financing activities                 (2,817)        (2,357)
                                                                   --------       --------
Net increase (decrease) in cash and cash equivalents                 (1,296)           676
Cash and cash equivalents, beginning of period                       12,871         11,930
                                                                   --------       --------
Cash and cash equivalents, end of period                           $ 11,575       $ 12,606
                                                                   ========       ========

Supplemental disclosure of cash flow data:
 Interest paid                                                     $  1,287       $  1,118
                                                                   ========       ========
 Income taxes paid                                                 $      9       $      8
                                                                   ========       ========
 Dividends declared but not paid                                   $  1,285       $  1,092
                                                                   ========       ========
</TABLE>

See Notes to Consolidated Financial Statements.

<PAGE>
                                                                          Page 7


        FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - Basis of presentation:

      The accompanying condensed consolidated financial statements have been
      prepared without audit, in accordance with accounting principles generally
      accepted in the United States of America for interim financial statements
      and pursuant to the rules of the Securities and Exchange Commission.
      Accordingly, certain information and footnotes required by accounting
      principles generally accepted in the United States of America for complete
      financial statements have been omitted. It is the opinion of management
      that all adjustments considered necessary for a fair presentation have
      been included, and that all such adjustments are of a normal recurring
      nature.

      The consolidated results of operations for the three months ended January
      31, 2004 are not necessarily indicative of the results to be expected for
      the full year. The unaudited condensed consolidated financial statements
      should be read in conjunction with the consolidated financial statements
      and related notes included in FREIT's Annual Report on Form 10-K for the
      year ended October 31, 2003.

      Certain accounts in the 2003 financial statements have been reclassified
      to conform to the current presentation.

Note 2 - Investment in Affiliates:

      Certain investments, where FREIT's ownership interest is 50% or less, but
      can exercise significant influence, are accounted for by the equity
      method. Under the equity method, the investment, originally recorded at
      cost, is adjusted to recognize FREIT's share of the net earnings or losses
      of the affiliates as they occur. These investments include:

                                                                    Ownership
                                                                     Interest
                                                                     --------

      Westwood Hills, LLC                                              40%
      (owns a 210 unit apartment community in Westwood, NJ)

      Wayne PSC, LLC                                                   40%
      (owns a 323,000 sq. ft. Shopping Center in Wayne, NJ)

      Summarized combined balance sheets as at January 31, 2004 and October 31,
      2003, and income statement information for the three months ended January
      31, 2004 and 2003 of the above affiliates that are accounted for using the
      equity method are as follows:

<PAGE>
                                                                          Page 8


<TABLE>
<CAPTION>
                                                                 January          October
                                                                    31,              31,
                                                                   2004             2003
                                                                 --------         --------
<S>                                                              <C>              <C>
            Balance Sheet Data
            Assets:
             Real Estate                                         $ 46,266         $ 46,301
             Other Assets                                           3,175            3,568
                                                                 --------         --------
              Total assets                                       $ 49,441         $ 49,869
                                                                 ========         ========

            Liabilities and members' equity (deficiency):
            Liabilities:
             Mortgages payable                                   $ 49,810           49,881
             Other liabilities                                        672              779
                                                                 --------         --------
              Totals                                               50,482           50,660
                                                                 --------         --------
            Members' Equity (Deficiency):
             Westwood Hills                                        (4,038)          (3,929)
             Wayne PSC                                              2,997            3,138
                                                                 --------         --------
              Totals                                               (1,041)            (791)
                                                                 --------         --------
            Total Liabilities and Equity                         $ 49,441         $ 49,869
                                                                 ========         ========

            FREIT balance sheet classification:
            Assets
             Investment in affiliate                             $  1,199         $  1,255
                                                                 ========         ========
            Liabilities
             Cash distributions in excess
               of investment in affiliate                        $ (1,614)        $ (1,570)
                                                                 ========         ========

<CAPTION>
                                                                    Three Months Ended
                                                                        January 31,
                                                                 -------------------------
                                                                   2004             2003
                                                                 --------         --------
<S>                                                              <C>              <C>
            Income Statement Data
             Revenues                                            $  2,097            1,873
             Expenses                                               1,947            1,670
                                                                 --------         --------
              Net income                                         $    150         $    203
                                                                 ========         ========

            FREIT - Equity in income                             $     60         $     81
                                                                 ========         ========
</TABLE>

Note 3 - Earnings per share:

      FREIT has presented "basic" and "diluted" earnings per share in the
      accompanying statements of income in accordance with the provisions of
      Statement of Financial Accounting Standards No. 128, Earnings per Share
      ("SFAS 128"). Basic earnings per share is calculated by dividing net
      income by the weighted average number of shares outstanding during each
      period. The calculation of diluted earnings per share is similar to that
      of basic earnings per share, except that the denominator is increased to
      include the number of additional shares that would have been outstanding
      if all potentially dilutive shares, such as those issuable upon the
      exercise of stock options and warrants, were issued during the period.

<PAGE>
                                                                          Page 9


      In computing diluted earnings per share for each of the three month
      periods ended January 31, 2004 and 2003, the assumed exercise of all of
      FREIT's outstanding stock options, adjusted for application of the
      treasury stock method, would have increased the weighted average number of
      shares outstanding as shown in the table below:

                                                   2004             2003
                                                ---------        ---------

      Basic weighted average shares
            outstanding                         3,155,576        3,119,576
      Shares arising from assumed
            exercise of stock options             103,916          155,429
                                                ---------        ---------

      Dilutive weighted average shares
            outstanding                         3,259,492        3,275,005
                                                =========        =========

      Basic and diluted earnings per share, based on the weighted average number
      of shares outstanding during each period, are comprised of ordinary
      income.

Note 4- Equity incentive plan:

      On September 10, 1998, the Board of Trustees approved FREIT's Equity
      Incentive Plan (the "Plan") which was ratified by FREIT's shareholders on
      April 7, 1999, whereby up to 460,000 of FREIT's shares of beneficial
      interest may be granted to key personnel in the form of stock options,
      restricted share awards and other share-based awards.

      sUpon ratification of the Plan on April 7,1999, FREIT issued 377,000 stock
      options which it had previously granted to key personnel on September 10,
      1998. The fair value of the options on the date of grant was $15 per
      share. During May 2003, options to purchase 36,000 shares at $15 per share
      were exercised. As at January 31, 2004, options for 341,000 shares of
      beneficial interest are outstanding and are exercisable through September
      2008. (See Note 6 - Subsequent Events)

      In the opinion of management, if compensation cost for the stock options
      granted in 1999 had been determined based on the fair value of the options
      at the grant date under the provisions of SFAS 123 using the Black-Scholes
      option pricing model, FREIT's pro forma net income and pro forma basic net
      income per share arising from such computation would not have differed
      materially from the corresponding historical amounts.

Note 5- Segment information:

      SFAS No. 131, "Disclosures about Segments of an Enterprise and Related
      Information", established standards for reporting financial information
      about operating segments in interim and annual financial reports and
      provides for a "management approach" in identifying the reportable
      segments.

      FREIT has determined that it has two reportable segments: retail
      properties and residential properties. These reportable segments offer
      different products, have different types of customers, and are managed
      separately because each requires different operating strategies and
      management expertise. The retail segment contains six separate properties
      and the

<PAGE>
                                                                         Page 10


      residential segment contains eight properties. The accounting policies of
      the segments are the same as those described in Note 1 in FREIT's Annual
      Report on Form 10-K.

      The chief operating decision-making group of FREIT's retail segment,
      residential segment and corporate/other is comprised of the Board of
      Trustees.

      FREIT assesses and measures segment operating results based on net
      operating income ("NOI"). NOI is based on operating revenue and expenses
      directly associated with the operations of the real estate properties, but
      excludes deferred rents (straight lining), depreciation and financing
      costs. NOI is not a measure of operating results or cash flows from
      operating activities as measured by accounting principles generally
      accepted in the United States of America, and is not necessarily
      indicative of cash available to fund cash needs and should not be
      considered an alternative to cash flows as a measure of liquidity.

      Real estate rental revenue, operating expenses, NOI and recurring capital
      improvements for the reportable segments are summarized below and
      reconciled to consolidated net income for the three months ended January
      31, 2004 and 2003. Asset information is not reported since FREIT does not
      use this measure to assess performance.

<TABLE>
<CAPTION>
                                                                  Three Months ended
                                                                      January 31,
                                                                   2004        2003
                                                                 -------      -------
                                                               (in thousands of dollars)
<S>                                                              <C>          <C>
            Real estate revenue:
              Retail (a)                                         $ 3,631      $ 3,038
              Residential                                          1,647        1,612
                                                                 -------      -------
                Total                                              5,278        4,650
                                                                 -------      -------
            Real estate operating expenses:
              Retail                                               1,064          978
              Residential                                            713          717
                                                                 -------      -------
                Total                                              1,777        1,695
                                                                 -------      -------
            Net operating income:
              Retail                                               2,567        2,060
              Residential                                            934          895
                                                                 -------      -------
                Total                                            $ 3,501      $ 2,955
                                                                 =======      =======

            Recurring capital improvements:
              Residential                                        $   103      $   104
                                                                 =======      =======

            Reconciliation to consolidated
             net income:
            Segment NOI - per above                              $ 3,501      $ 2,955
            Deferred rents - straight lining                          67           48
            Net investment income                                     45           53
            Equity in income of affiliates                            60           81
            General and administrative expenses                     (182)         (92)
            Depreciation                                            (609)        (532)
            Financing costs                                       (1,324)      (1,194)
            Minority interest                                        (55)         (49)
                                                                 -------      -------
                Net income                                       $ 1,503      $ 1,270
                                                                 =======      =======
</TABLE>

<PAGE>
                                                                         Page 11


(a)   A Tenant ("Tenant") in FREIT's Westridge Square shopping center and FREIT
      have entered into a lease termination agreement whereby Tenant will pay
      FREIT a lump sum payment of approximately $1.8 million ($750,000 as a rent
      termination payment for past and future rent payments and $1,035,000 for
      repairing and refurbishing space vacated by Tenant in February 2003 to
      terminate the lease. The mortgage lender has agreed to the termination
      agreement and has entered into an escrow agreement with FREIT whereby the
      entire lump sum payment made by the Tenant shall be deposited in an
      interest bearing escrow account held for the benefit of the mortgage
      lender (Tenant made payment in February 2004). Up to $750,000 will be
      disbursed to FREIT (a) in monthly installments of $31,595 over
      approximately twenty four (24) months, or (b) the balance of the
      un-disbursed $750,000 once the mortgage lender is provided with a
      Certificate of Occupancy ("C of O") covering all of the space vacated by
      the Tenant. The balance of the lease termination payment of approximately
      $1 million representing a Tenant Improvement ("TI") Reserve, will be
      disbursed to FREIT at the earlier of (a) in $250,000 increments as
      comparable amounts of TI's are incurred, or (b) when a C of O is obtained
      and the space vacated by the Tenant leased and re-occupied, or (c) when
      the mortgage loan has been re-paid. Approximately $300,000, representing
      the difference between the $750,000 rent termination payment and rents
      already accrued, is included in revenues for the first quarter of fiscal
      2004.

Note 6 - Subsequent Events:

      a) FREIT, through a subsidiary, has entered into a contract to
      purchase an apartment community in Northern New Jersey.

      FREIT is currently conducting inspections as part of its due diligence
      review. If the findings of the due diligence review are satisfactory to
      FREIT, the acquisition is expected to close on or about March 31, 2004.
      The acquisition price will be approximately $45 million that will be
      financed in part by a mortgage and in part by cash.

      b) On February 24, 2004, in accordance with FREIT's Equity Incentive Plan,
      options to purchase 56,000 of FREIT's shares of beneficial interests were
      exercised at the option price of $15 per share.

      c) On March 4, 2004, FREIT's Board of Trustees declared a share split in
      the form of a share dividend. Each shareholder will be issued one
      additional share for each share held. The additional shares will be issued
      on March 31, 2004 to shareholders of record on March 17, 2004.


The pro forma impact on FREIT's basic and diluted earnings per share for the
three months ended January 31, 2004 and 2003, had the share dividend been
effective January 31, 2004 is as follows:

                                                 Three Months Ended
                                                    January 31
                                                 2004          2003
                                                 ----          ----
Earnings per share:
      Basic                                     $.24           $.20
                                                 ---            ---
      Diluted                                   $.23           $.19
                                                 ---            ---
Weighted average shares outstanding:
      Basic                                 6,312,000     6,240,000
      Diluted                               6,518,000     6,550,000



                                       * *

<PAGE>
                                                                         Page 12


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

      --------------------------------------------------------------------------
       Cautionary Statement Identifying Important Factors That Could Cause
        FREIT's Actual Results to Differ From Those Projected in Forward
                               Looking Statements.

      Readers of this discussion are advised that the discussion should be read
      in conjunction with the unaudited condensed consolidated financial
      statements of FREIT (including related notes thereto) appearing elsewhere
      in this Form 10-Q, and the consolidated financial statements included in
      FREIT's most recently filed Form 10-K. Certain statements in this
      discussion may constitute "forward-looking statements" within the meaning
      of the Private Securities Litigation Reform Act of 1995. Forward-looking
      statements reflect FREIT's current expectations regarding future results
      of operations, economic performance, financial condition and achievements
      of FREIT, and do not relate strictly to historical or current facts. FREIT
      has tried, wherever possible, to identify these forward-looking statements
      by using words such as "believe," "expect," "anticipate," "intend, "
      "plan," " estimate," or words of similar meaning.

      Although FREIT believes that the expectations reflected in such
      forward-looking statements are based on reasonable assumptions, such
      statements are subject to risks and uncertainties, which may cause the
      actual results to differ materially from those projected. Such factors
      include, but are not limited to, the following: general economic and
      business conditions, which will, among other things, affect demand for
      rental space, the availability of prospective tenants, lease rents and the
      availability of financing; adverse changes in FREIT's real estate markets,
      including, among other things, competition with other real estate owners,
      risks of real estate development and acquisitions; governmental actions
      and initiatives; and environmental/safety requirements.
      --------------------------------------------------------------------------

Overview

FREIT is an equity real estate investment trust ("REIT") that owns a portfolio
of residential apartment and retail properties. Our revenues consist primarily
of fixed rental income and additional rent in the form of expense reimbursements
derived from our income producing retail properties. We also receive income from
our 40% owned affiliates, Westwood Hills, LLC ("Westwood Hills") that owns a
residential apartment property and Wayne PSC, L.L.C. ("WaynePCS") that owns the
Preakness shopping center. Our policy has been to acquire real property for
long-term investment.

SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES

The Securities and Exchange Commission ("SEC") issued disclosure guidance for
"Critical Accounting Policies." The SEC defines Critical Accounting Policies as
those that require the application of Management's most difficult, subjective,
or complex judgments, often because of the need to make estimates about the
effect of matters that are inherently uncertain and may change in subsequent
periods.

Our discussion and analysis of our financial condition and results of operations
are based upon our consolidated financial statements, the preparation of which
takes into account estimates based on judgments and assumptions that affect
certain amounts and disclosures. Accordingly, actual results could differ from
these estimates. The accounting policies and estimates used and outlined in Note
1 to our Consolidated Financial Statements included in our annual report on Form
10-K, have been applied consistently as at January 31, 2004, and for the three

<PAGE>
                                                                         Page 13


months ended January 31, 2004 and 2003. We believe that the following accounting
policies or estimates require the application of Management's most difficult,
subjective, or complex judgments:

Revenue Recognition: Base rents, additional rents based on tenants' sales volume
and reimbursement of the tenants' share of certain operating expenses are
generally recognized when due from tenants. The straight-line basis is used to
recognize base rents under leases if they provide for varying rents over the
lease terms. Straight-line rents represent unbilled rents receivable to the
extent straight-line rents exceed current rents billed in accordance with lease
agreements. Before FREIT can recognize revenue, it is required to assess, among
other things, its collectibility. If we incorrectly determine the collectibility
of revenue, our net income and assets could be overstated.

Valuation of Long-Lived Assets: We periodically assess the carrying value of
long-lived assets whenever we determine that events or changes in circumstances
indicate that their carrying amount may not be recoverable. When FREIT
determines that the carrying value of long-lived assets may be impaired, the
measurement of any impairment is based on a projected discounted cash flows
method determined by FREIT's management. While we believe that our discounted
cash flow methods are reasonable, different assumptions regarding such cash
flows may significantly affect the measurement of impairment.

All references to per share amounts are on a diluted basis unless otherwise
indicated.

Results of Operations:
Quarters Ended January 31, 2004 and 2003

Revenue for the quarter ended January 31, 2004 ("Current Quarter") increased
$618,000 (12.8%) to $5,450,000 from $4,832,000 for the quarter ended January 31,
2003 ("Prior Year's Quarter"). Net income increased $233,000 (18.3%) to
$1,503,000 for the Current Quarter compared to $1,270,000 for the Prior Year's
Quarter. The Current Quarter's revenue and net income increase is principally
from real estate operations, which includes a one-time item of $308,000
representing the gain from a lease termination payment made by a former tenant
of FREIT (see discussion below).

The consolidated results of operations for the three months ended January 31,
2004 are not necessarily indicative of the results to be expected for the full
year.

SEGMENT INFORMATION

The following table sets forth comparative operating data for FREIT's real
estate segments:

<PAGE>
                                                                         Page 14


<TABLE>
<CAPTION>
                                   Retail                                       Residential                            Combined
                   ---------------------------------------     ------------------------------------------       -------------------
                   Three Months Ended                          Three Months Ended                               Three Months Ended
                       January 31,     Increase (Decrease)         January 31,        Increase (Decrease)           January 31,
                   ---------------------------------------     ------------------------------------------       -------------------
                    2004         2003          $       %        2004         2003          $          %           2004        2003
                           (in thousands)                               (in thousands)                             (in thousands)
                   -------------------------------             -------------------------------                  -------------------
<S>                <C>          <C>          <C>     <C>       <C>          <C>          <C>        <C>         <C>         <C>
Rental income      $2,957       $2,308       $649     28.1%    $1,638       $1,596       $ 42         2.6%      $ 4,595     $ 3,904
Percentage rents       25           27         (2)    -7.4%                                                          25          27
Reimbursements        640          691        (51)    -7.4%                                                         640         691
Other                   9           12         (3)   -25.0%         9           16         (7)      -43.8%           18          28
                   ---------------------------------------     ------------------------------------------       -------------------
Total revenue       3,631        3,038        593     19.5%     1,647        1,612         35         2.2%        5,278       4,650

Operating
  expenses          1,064          978         86      8.8%       713          717         (4)       -0.6%        1,777       1,695
                   ---------------------------------------     ------------------------------------------       -------------------

Net operating
  income           $2,567       $2,060       $507     24.6%    $  934       $  895       $ 39         4.4%        3,501       2,955
                   =======================================     ==========================================

Average
Occupancy %          92.4%        93.0%                0.6%      94.5%        96.0%                   1.6%
                   ======       ======               =====     ======       ======                  =====

<CAPTION>
                                                               <S>                                              <C>         <C>
                                                               Reconciliation to consolidated net income:
                                                                 Deferred rents - straight lining                    67          48
                                                                 Net investment income                               45          53
                                                                 Equity in income of affiliates                      60          81
                                                                 General and administrative expenses               (182)        (92)
                                                                 Depreciation                                      (609)       (532)
                                                                 Financing costs                                 (1,324)     (1,194)
                                                                 Minority interest                                  (55)        (49)
                                                                                                                -------------------
                                                                      Net Income                                $ 1,503     $ 1,270
                                                                                                                ===================
</TABLE>

The above table details the comparative net operating income ("NOI") for FREIT's
Retail and Residential Segments, and reconciles the combined NOI to consolidated
Net Income. NOI is based on operating revenue and expenses directly associated
with the operations of the real estate properties, but excludes deferred rents
(straight lining), depreciation and financing costs. FREIT assesses and measures
segment operating results based on NOI. NOI is not a measure of operating
results or cash flow as measured by generally accepted accounting principles,
and is not necessarily indicative of cash available to fund cash needs and
should not be considered an alternative to cash flows as a measure of liquidity.

RETAIL SEGMENT

FREIT's retail properties consist of seven (7) properties totaling approximately
826,000 sq. ft (including the Damascus shopping center, Damascus. MD, acquired
July 31, 2003). Six are multi-tenanted retail centers and one is a single
tenanted store.

As indicated in the above table, revenues from our retail segment are up by
$593,000 (19.5%) and Net Operating Income ("NOI") is up $507,000 (24.6%) to
$2,567,000. Revenue and NOI for the Current Quarter include the following items
not included during the Prior Year's Quarter:

<PAGE>
                                                                         Page 15


      a)    Revenues and NOI from the Damascus Shopping Center (acquired July
            31, 2003) of $263,000 and $199,000, respectively, and

      b)    Revenues and NOI includes a one-time item of $308,000 representing
            the gain on a lease termination payment made by a former tenant at
            FREIT's Westridge Square shopping center (see below)

      FREIT and a former tenant ("Tenant") entered into a lease termination
      agreement whereby Tenant will pay FREIT a lump sum payment of
      approximately $1.8 million ($750,000 as a rent termination payment for
      past and future rent payments and $1,035,000 for repairing and
      refurbishing space vacated by Tenant during February 2003) to terminate
      the lease. (Tenant made the payment in February 2004.) The mortgage lender
      has agreed to the termination agreement and has entered into an escrow
      agreement with FREIT whereby the entire lump sum payment made by the
      Tenant shall be deposited in an interest bearing escrow account held for
      the benefit of the mortgage lender. Up to $750,000 will be disbursed to
      FREIT (a) in monthly installments of $31,595 over approximately twenty
      four (24) months, or (b) the balance of the un-disbursed $750,000 once the
      mortgage lender is provided with a Certificate of Occupancy ("C of O")
      covering all of the space vacated by the Tenant. The balance of the lease
      termination payment of approximately $1 million representing a Tenant
      Improvement ("TI") Reserve, will be disbursed to FREIT at the earlier of
      (a) in $250,000 increments as comparable amounts of TI's are incurred, or
      (b) when a C of O is obtained and the space vacated by the Tenant leased
      and re-occupied, or (c) when the mortgage loan has been re-paid. The
      former tenant's total rent and expense reimbursements aggregated
      approximately $488,000 per year.

Revenues and NOI from same properties (those properties included in the Current
Quarter and the Prior Year's Quarter) are slightly ahead for the Current
Quarter over the Prior Year's Quarter. Operating expenses for the same
properties increased 2.2% during the Current Quarter compared to the Prior
Year's Quarter.

RESIDENTIAL SEGMENT

FREIT operates seven (7) multi-family apartment communities totaling 507
apartment units. The NOI of our residential properties is summarized in the
above table.

Residential revenue for the Current Quarter increased 2.2% to $1,647,000 from
$1,612,000 for the Prior Year's Quarter. NOI for the Current Quarter increased
4.4% to $934,000 form $895,000 for the Prior Year's Quarter.

Higher monthly rents were the principal reason for the increase. Revenue is
principally composed of monthly apartment rental income. Total apartment rental
income is a factor of occupancy and monthly apartment rents. For instance, at
rental rates and occupancy levels at January 31, 2004, a 1% increase or decrease
in average occupancy will cause an annual $67,000 increase or reduction in
revenues, while a 1% increase or decrease in rental rates will cause an annual
$63,400 increase or decrease in annual revenues.

Average occupancy for the Current Quarter was 94.5% compared to 96% for the
Prior Year's Quarter.

EQUITY IN INCOME OF AFFILIATES

FREIT's share of net income of its affiliates fell to $60,000 for the Current
Quarter from $81,000 for the Prior Year's Quarter. While the NOI of both
affiliates increased for the Current Quarter over the Prior Year's Quarter,
higher interest costs due to last fiscal year's financings and higher
depreciation costs reduced net income.

<PAGE>
                                                                         Page 16


FINANCING COSTS

Financing costs are summarized as follows:

            ========================================================
                                                    Quarter Ended
                                                --------------------
                                                    January 31,
                                                 2004          2003
                                                ------        ------
                                                       ($000)
            Fixed rate mortgages:
               1st Mortgages
                  Existing                      $1,061        $1,087
                  New (Damascus)                    58
               2nd Mortgages                        96
            Floating rate mortgage                  90            96
            Other                                   19            11
            --------------------------------------------------------
                     Total                      $1,324        $1,194
            ========================================================

Financing Costs for the Current Quarter increased by $130,000 over the Prior
Year's Quarter. The increase is principally attributable to the Damascus
mortgage and the 2nd mortgages placed on FREIT properties during the later part
of the 2003 fiscal year. The increased costs from the above mortgages was
partially offset by reduced interest costs resulting from lower mortgage
balances from existing mortgage loans resulting from normal loan amortization.

GENERAL AND ADMINISTRATIVE EXPENSES

Our G & A expenses increased to $182,000 for the Current Quarter from $92,000
for the Prior Year's Quarter. Higher office expenses and higher executive
officer retainers accounted for the bulk of the increases.

LIQUIDITY AND CAPITAL RESOURCES

Our financial condition remains strong. Net Cash Provided By Operating
Activities was $1.6 million for the Current Quarter compared to $1.8 for the
Prior Year's Quarter. We expect that cash provided by operating activities will
be adequate to cover mandatory debt service payments, recurring capital
improvements and dividends necessary to retain qualification as a REIT (90% of
taxable income).

As at January 31, 2004, we had cash and cash equivalents totaling $11.6 million
compared to $12.9 million at October 31, 2003.

As previously reported, we are planning the construction of 129 apartment rental
units in Rockaway, NJ. The total capital required for this project is estimated
at $13.8 million. We expect to finance these costs, in part, from construction
and mortgage financing and, in part, from funds available in our institutional
money market investment.

FREIT, through an affiliate, has entered into a contract to purchase an
apartment community in Northern New Jersey. FREIT is currently conducting
inspections as part of its due diligence review. If the findings of the due
diligence review are satisfactory to FREIT, the acquisition is expected to close
on or about March 31, 2004. The acquisition price will be approximately $45
million that will be financed in part by a mortgage and in part by cash.

<PAGE>
                                                                         Page 17


At January 31, 2004 FREIT's aggregate outstanding mortgage debt was $76.5
million. Approximately $57.3 million bears a fixed weighted average interest
rate of 7.512%, and an average life of approximately 9 years. Approximately
$10.9 million of mortgage debt bears an interest rate equal to 175 basis points
over LIBOR and resets at our option every 30, 60 or 90 days. This mortgage note
is due at the end of March 2006. The fixed rate mortgages are subject to
amortization schedules that are longer than the term of the mortgages. As such,
balloon payments for all mortgage debt will be required as follows:

                            Fiscal Year         $ Millions
                            -----------         ----------
                            2007                $15.7
                            2008                $16.8
                            2010                $ 9.2
                            2013                $ 8.0
                            2014                $ 9.4

The following table shows the estimated fair value and carrying value of our
long-term debt at January 31, 2004 and October 31, 2003:

                                             January 31,    October 31,
            (In Millions)                        2004           2003
                                                 ----           ----

            Fair Value                          $81.4          $80.8
            Carrying Value                      $76.5          $76.9

Fair values are estimated based on market interest rates at January 31, 2004 and
October 31, 2003 and on discounted cash flow analysis. Changes in assumptions or
estimation methods may significantly affect these fair value estimates.

FREIT expects to re-finance the individual mortgages with new mortgages when
their terms expire. To this extent we have exposure to interest rate risk on our
fixed rate debt obligations. If interest rates, at the time any individual
mortgage note is due, are higher than the current fixed interest rate, higher
debt service may be required, and/or re-financing proceeds may be less than the
amount of mortgage debt being retired. For example, a one percent interest rate
increase would reduce the Fair Value of our debt by $3.2 million, and a one
percent decrease would increase the Fair Value by $3.5 million.

Additionally, we have exposure on our floating rate debt. A one percent change
in rates, up or down, will decrease or increase income and cash flow by
approximately $109,000.

We believe that the values of our properties will be adequate to command
re-financing proceeds equal to, or higher than the mortgage debt to be
re-financed. We continually review our debt levels to determine if additional
debt can prudentially be utilized for property acquisition additions to our real
estate portfolio that will increase income and cash flow to shareholders.

FREIT also has the ability to draw, if needed, against its $14 million, two-year
revolving line of credit. To date, no draws have been made against this credit
line.

INFLATION

Inflation can impact the financial performance of FREIT in various ways. Our
retail tenant leases normally provide that the tenants bear all or a portion of
most operating expenses, which can reduce the impact of inflationary increases
on FREIT. Apartment leases are normally for a one-year term, which may allow us
to seek increased rents as leases renew or when new tenants are obtained.

<PAGE>
                                                                         Page 18


Item 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

See "Liquidity and Capital Resources" above.

Item 4: Controls and Procedures

As at the end of the period covered by this quarterly report on Form 10-Q, we
carried out an evaluation of the effectiveness of the design and operation of
FREIT's disclosure controls and procedures. This evaluation was carried out
under the supervision and with participation of FREIT's management, including
FREIT's Chairman and Chief Executive Officer and Chief Financial Officer, who
concluded that FREIT's disclosure controls and procedures are effective. There
has been no change in FREIT's internal control over financial reporting that
occurred during FREIT's last fiscal quarter that has materially affected, or is
reasonably likely to material effect, FREIT's internal control over financial
reporting.

Disclosure controls and procedures are controls and other procedures that are
designed to ensure that information required to be disclosed in FREIT's reports
filed or submitted under the Exchange Act is recorded, processed, summarized,
and reported, within the time periods specified in the SEC's rules and forms.
Disclosure controls and procedures include, without limitation, controls and
procedures designed to ensure that information required to be disclosed in
FREIT's reports filed under the Exchange Act is accumulated and communicated to
management, including FREIT's Chief Executive Officer and Chief Financial
Officer as appropriate, to allow timely decisions regarding required disclosure.

Part II Other Information

Item 6. Exhibits and Reports on Form 8-K

      During the first quarter ended January 31, 2004, the following reports on
      Form 8-K were filed with the SEC:


      On December 9, 2003, FREIT filed a report on Form 8-K announcing its
      operating results for the year and three months quarter ended October 31,
      2003. A copy of the press release was attached.

                                  Exhibit Index

      Exhibit 31.1 Section 302 Certification of Chief Executive Officer

      Exhibit 31.2 Section 302 Certification of Chief Financial Officer

      Exhibit 32.1 Certification of Chief Executive Officer pursuant to 18
      U.S.C. Section 1350

      Exhibit 32.1 Certification of Chief Financial Officer pursuant to 18
      U.S.C. Section 1350

<PAGE>
                                                                         Page 19


                                   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.

                                       FIRST REAL ESTATE INVESTMENT
                                           TRUST OF NEW JERSEY
                                       ----------------------------
                                               (Registrant)

Date: March __, 2004


                                       /s/ Robert S. Hekemian
                                       --------------------------
                                            (Signature)
                                       Robert S. Hekemian.
                                       Chairman of the Board and Chief Executive
                                       Officer


                                       /s/ Donald W. Barney
                                       --------------------------
                                            (Signature)
                                       Donald W. Barney
                                       President, Treasurer and Chief Financial
                                       Officer (Principal Financial/Accounting
                                       Officer)