SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                                    FORM 10-Q



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



For Quarter Ended January 31, 1999                   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.

                            Yes [ X ]     No [   ]

<PAGE>
                FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                                      INDEX


Part I:  Financial Information

         Item 1:  Financial Statements

                  a.)      Balance Sheets as at January 31, 1999 and October 31,
                           1998;

                  b.)      Statements of Income and  Undistributed  Earnings For
                           the Three Months Ended January 31, 1999 and 1998;

                  c.)      Statements  of Cash  Flows  for  Three  Months  Ended
                           the January 31, 1999 and 1998;

                  d.)      Notes to Financial Statements.

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

         Item 3: Quantitative and Qualitative Disclosures of Market Risk.

Part II:  Other Information

         Item 1. Legal Proceedings

         Item 6. Exhibits and Reports on Form 8-K

<PAGE>
Item 1. Financial Statements
<TABLE>
<CAPTION>
                       FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                                        BALANCE SHEETS
                             JANUARY 31, 1999 AND OCTOBER 31, 1998


                                                                         January      October
                               ASSETS                                   31, 1999     31, 1998
                                                                        --------     --------
                                                                      (Unaudited) (See Note 1)
                                                                     (In Thousands of Dollars)

<S>                                                                       <C>         <C>    
Real estate, at cost, net of accumulated depreciation ...............     $64,246     $64,432
Equipment, at cost, net of accumulated depreciation of
    $713,000 and $657,000 ...........................................         182         190
Investment in affiliate .............................................                   1,918
Cash and cash equivalents ...........................................      15,142         793
Tenants' security accounts ..........................................         762         752
Note receivable - affiliate .........................................                     100
Sundry receivables ..................................................         983         728
Prepaid expenses and other assets ...................................         851       1,172
Deferred charges, net ...............................................       1,347       1,190
                                                                          -------     -------

           Totals ...................................................     $83,513     $71,275
                                                                          =======     =======

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Liabilities:
    Mortgages payable ...............................................     $60,631     $47,853
    Accounts payable and accrued expenses ...........................         392         401
    Cash distributions and equity in losses in excess of investment
        in affiliate ................................................         304
    Dividends payable ...............................................         624       1,435
    Tenants' security deposits ......................................         980         969
    Deferred revenue ................................................         154         255
                                                                          -------     -------
           Total liabilities ........................................      63,085      50,913
                                                                          -------     -------

Commitments and contingencies

Shareholders' equity:
    Shares of beneficial interest without par value; 1,790,000 shares
        authorized; 1,559,788 shares issued and outstanding .........      19,314      19,314
    Undistributed earnings ..........................................       1,114       1,048
                                                                          -------     -------
           Total shareholders' equity ...............................      20,428      20,362
                                                                          -------     -------

           Totals ...................................................     $83,513     $71,275
                                                                          =======     =======
</TABLE>
                       See Notes to Financial Statements.
<PAGE>
<TABLE>
<CAPTION>
                        FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                         STATEMENTS OF INCOME AND UNDISTRIBUTED EARNINGS
                          THREE MONTHS ENDED JANUARY 31, 1999 AND 1998
                                           (Unaudited)
                                   
                                    INCOME                            1999              1998
                                                                   -----------      -----------
                                                                     (In Thousands of Dollars,
                                                                    Except per  Share Amounts)   
<S>                                                                <C>              <C> 
Revenue:
    Rental income ............................................     $     3,214      $     2,918
    Reimbursements ...........................................             395              383
    Equity in income (loss) of affiliate .....................            (142)              36
    Interest income ..........................................             144
    Sundry income ............................................              44               37
                                                                   -----------      -----------
        Totals ...............................................           3,655            3,374
                                                                   -----------      -----------
Expenses:
    Operating expenses .......................................             794              713
    Management fees ..........................................             153              128
    Real estate taxes ........................................             445              442
    Interest .................................................           1,149              917
    Depreciation .............................................             421              375
                                                                   -----------      -----------
        Totals ...............................................           2,962            2,575
                                                                   -----------      -----------

Income before state income taxes .............................             693              799

Provision for state income taxes .............................               3                3
                                                                   -----------      -----------

Net income ...................................................     $       690      $       796
                                                                   ===========      ===========

Basic earnings per share .....................................     $       .44      $       .51
                                                                   ===========      ===========

Basic weighted average shares outstanding ....................       1,559,788        1,559,788
                                                                   ===========      ===========

                           UNDISTRIBUTED EARNINGS

Balance, beginning of period .................................     $     1,048      $       670
Net income  ..................................................             690              796
Less dividends ...............................................            (624)            (624)
                                                                   -----------      -----------

Balance, end of period .......................................     $     1,114      $       842
                                                                   ===========      ===========

Dividends per share ..........................................     $       .40      $       .40
                                                                   ===========      ===========
</TABLE>
                               See Notes to Financial Statements.
<PAGE>
<TABLE>
<CAPTION>
                       FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                                   STATEMENTS OF CASH FLOWS
                         THREE MONTHS ENDED JANUARY 31, 1999 AND 1998
                                          (Unaudited)

                                                                          1999          1998
                                                                       --------      --------
                                                                     (In Thousands of Dollars)
<S>                                                                    <C>           <C>     
Operating activities:
    Net income ...................................................     $    690      $    796
    Adjustments to reconcile net income to net cash
        provided by operating activities:
        Depreciation and amortization ............................          456           400
        Deferred revenue .........................................         (101)         (132)
        Equity in (income) loss of affiliate .....................          142           (36)
        Changes in operating assets and liabilities:
           Tenants' security accounts ............................          (10)          (27)
           Sundry receivables, prepaid expenses and other assets .           66           681
           Deferred charges ......................................           (7)
           Accounts payable and accrued expenses .................           (9)          (46)
           Tenants' security deposits ............................           11            33
                                                                       --------      --------
               Net cash provided by operating activities .........        1,238         1,669
                                                                       --------      --------

Investing activities:
    Capital expenditures .........................................         (227)       (4,726)
    Distributions from affiliate .................................        2,080            80
    Repayment of loan by affiliate ...............................          100
                                                                       --------      --------
               Net cash provided by (used in) investing activities        1,953        (4,646)
                                                                       --------      --------

Financing activities:
    Dividends paid ...............................................       (1,435)       (1,326)
    Repayments of note payable - bank ............................                    (11,429)
    Net proceeds from mortgage refinancing .......................        3,671         5,443
    Proceeds from mortgage borrowings ............................        9,275        11,100
    Repayment of mortgages .......................................         (168)         (116)
    Deferred mortgage costs ......................................         (185)         (490)
                                                                       --------      --------
               Net cash provided by financing activities .........       11,158         3,182
                                                                       --------      --------

Net increase in cash and cash equivalents ........................       14,349           205
Cash and cash equivalents, beginning of period ...................          793           228
                                                                       --------      --------

Cash and cash equivalents, end of period .........................     $ 15,142      $    433
                                                                       ========      ========

Supplemental disclosure of cash flow data:
    Interest paid, net of capitalized interest of $52,000 in 1998      $  1,149      $    906
                                                                       ========      ========
</TABLE>
<PAGE>
Supplemental schedule of noncash investing and financing activities:
    Dividends declared but not paid amounted to $624,000 at January 31, 1999 and
    1998, respectively.

    During the three months  ended  January 31, 1998,  the Trust  completed  its
    acquisition of a 64,000 square foot retail  property in Patchogue,  New York
    for  approximately  $11,000,000,  in part, with the proceeds of a $7,500,000
    mortgage.


                       See Notes to Financial Statements.
<PAGE>
                FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                          NOTES TO FINANCIAL STATEMENTS

Note 1 - Organization and significant accounting policies:
                Organization:
                    First  Real  Estate  Investment  Trust  of New  Jersey  (the
                    "Trust")  was  organized on November 1, 1961 as a New Jersey
                    Business Trust.  The Trust is engaged in owning  residential
                    and  retail  income  producing  properties  located  in  New
                    Jersey, Maryland and New York.

                    The  Trust  has  elected  to  be  taxed  as  a  Real  Estate
                    Investment Trust under the provisions of Sections 856-860 of
                    the Internal  Revenue  Code,  as amended.  Accordingly,  the
                    Trust does not pay  Federal  income  tax on income  whenever
                    income  distributed to shareholders is equal to at least 95%
                    of real estate investment trust taxable income. Further, the
                    Trust   pays  no  Federal   income  tax  on  capital   gains
                    distributed to shareholders.

                    The Trust is subject to Federal income tax on  undistributed
                    taxable  income  and  capital  gains.  The Trust may make an
                    annual  election  under Section 858 of the Internal  Revenue
                    Code to apply  part of the  regular  dividends  paid in each
                    respective   subsequent  year  as  a  distribution  for  the
                    immediately preceding year.

                Basis of presentation:
                    The financial  information included herein as at January 31,
                    1999 and for the three  months  ended  January  31, 1999 and
                    1998 is unaudited and, in the opinion of the Trust, reflects
                    all  adjustments   (which  include  only  normal   recurring
                    accruals) necessary for a fair presentation of the financial
                    position as of that date and the results of  operations  for
                    those  periods.  The  information in the balance sheet as of
                    October 31, 1998 was derived from the Trust's audited annual
                    report for 1998.

                Use of estimates:
                    The  preparation of financial  statements in conformity with
                    generally accepted accounting principles requires management
                    to  make  estimates  and  assumptions  that  affect  certain
                    reported  amounts  and  disclosures.   Accordingly,   actual
                    results could differ from those estimates.

                Investment in affiliate:
                    The  Trust's 40%  investment  in  Westwood  Hills,  LLC (the
                    "Affiliate") is accounted for using the equity method.

                Cash and cash equivalents:
                    The Trust maintains its cash in bank deposit accounts which,
                    at times,  may exceed  Federally  insured limits.  The Trust
                    considers all highly liquid debt instruments  purchased with
                    a maturity of three months or less to be cash equivalents.

                Depreciation:
                    Real   estate  and   equipment   are   depreciated   on  the
                    straight-line   method  by  annual   charges  to  operations
                    calculated  to absorb  costs of assets over their  estimated
                    useful lives.
<PAGE>
                FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                          NOTES TO FINANCIAL STATEMENTS

Note 1 - Organization and significant accounting policies (concluded): 
                Revenue recognition:
                    Income from leases is  recognized on a  straight-line  basis
                    regardless of when payment is due. Lease agreements  between
                    the  Trust  and  retail   tenants   generally   provide  for
                    additional  rentals  based on such factors as  percentage of
                    tenants' sales in excess of specified volumes,  increases in
                    real estate  taxes,  Consumer  Price Indices and common area
                    maintenance charges.  These additional rentals are generally
                    included in income when  reported to the Trust,  when billed
                    to tenants or ratably over the appropriate period.

                Deferred charges:
                    Deferred  charges  consist  of  mortgage  costs and  leasing
                    commissions.  Deferred  mortgage  costs are amortized on the
                    straight-line  method by annual  charges to operations  over
                    the terms of the  mortgages.  Amortization  of such costs is
                    included in interest  expense and  approximated  $21,000 and
                    $11,000  for the three  months  ended  January  31, 1999 and
                    1998,   respectively.   Deferred  leasing   commissions  are
                    amortized on the straight-line  method over the terms of the
                    applicable leases.

                Advertising:
                    The Trust expenses the cost of advertising and promotions as
                    incurred.  Advertising costs charged to operations  amounted
                    to  approximately  $9,000 and $14,000  for the three  months
                    ended January 31, 1999 and 1998, respectively.

                Earnings per share:
                    The Trust has  presented  "basic"  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").  SFAS 128 also
                    requires the presentation of "diluted" earnings per share if
                    the amount  differs  from basic  earnings  per share.  Basic
                    earnings per share is  calculated  by dividing net income by
                    the weighted  average  number of common  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 common shares that would have been outstanding if
                    all  potentially  dilutive  common  shares,  such  as  those
                    issuable  upon the exercise of stock  options and  warrants,
                    were issued  during the period.  For the three  months ended
                    January  31,  1999 and 1998,  the  Trust had no  potentially
                    dilutive common shares.

Note 2 - Investment in affiliate:
                The Trust is a 40% member of the Affiliate,  a limited liability
                company that is managed by Hekemian & Co., Inc. ("Hekemian"),  a
                company which manages all of the Trust's properties and in which
                one of the  trustees of the Trust is the  chairman of the board.
                Certain other  members of the  Affiliate are either  trustees of
                the  Trust  or their  families  or  officers  of  Hekemian.  The
                Affiliate  owns  a  residential  apartment  complex  located  in
                Westwood, New Jersey.
<PAGE>
                FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                          NOTES TO FINANCIAL STATEMENTS

Note 2 - Investment in affiliate (concluded):
                Summarized financial  information of the Affiliate as of January
                31, 1999 and October  31,  1998 and for the three  months  ended
                January 31, 1999 and 1998 is as follows:
<TABLE>
<CAPTION>
                                                          January        October
                                                          31, 1999      31, 1998
                                                          --------      --------
                                                        (In Thousands of Dollars)
<S>                                                       <C>           <C>     
Balance sheet data:
   Assets:
       Real estate and equipment, net ...............     $ 14,366      $ 14,416
       Other ........................................          705           976
                                                          --------      --------

              Total assets ..........................     $ 15,071      $ 15,392
                                                          ========      ========
   Liabilities and equity:
       Liabilities:
          Mortgage payable ..........................     $ 15,487      $ 10,025
          Other .....................................          347           576
                                                          --------      --------
              Totals ................................       15,834        10,601
                                                          --------      --------
       Members' equity:
          Trust .....................................         (304)        1,918
          Others ....................................         (459)        2,873
                                                          --------      --------
              Totals ................................         (763)        4,791
                                                          --------      --------

              Total liabilities and members' equity .     $ 15,071      $ 15,392
                                                          ========      ========
<CAPTION>
                                                                 Three Months
                                                                    Ended
                                                                  January 31,
                                                               1999         1998
                                                              -----        -----
                                                          (In Thousands of Dollars)
<S>                                                           <C>          <C>  
Income statement data:
   Rental revenue .....................................       $ 659        $ 645
   Rental expenses ....................................         571          556
                                                              -----        -----
   Income from rental operations ......................          88           89
   Prepayment penalty on mortgage refinancing .........        (442)
                                                              -----        -----

   Net income (loss) ..................................       $(354)       $  89
                                                              =====        =====
</TABLE>
     At October 31,  1998,  the Trust had a $100,000  note  receivable  from the
     Affiliate  that was repaid  during the three months ended  January 31, 1999
     with interest at 7%. Interest income was not material.
<PAGE>
                FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                          NOTES TO FINANCIAL STATEMENTS

Note 3 - Real estate:
                Real estate consists of the following:
 
<TABLE>
<CAPTION>
                                      Range
                                   of Estimated         January          October
                                    Useful Lives        31, 1999        31, 1998                   
                                    ------------        --------        --------                   
                                                                (In Thousands
                                                                 of Dollars)
<S>                                 <C>                   <C>            <C>    
    Land                                                  $22,773        $22,773
    Unimproved land                                         2,307          2,305
    Apartment buildings              7-40 years            11,058         11,013
    Retail buildings                15-50 years            39,929         39,931
    Construction in progress                                2,238          2,053
                                                        ---------      ---------
                                                           78,305         78,075
    Less accumulated depreciation                          14,059         13,643
                                                         --------       --------

           Totals                                         $64,246        $64,432
                                                          =======        =======
</TABLE>
Note 4 - Mortgages payable:
                Mortgages payable consist of the following:
<TABLE>
<CAPTION>
                                                             January         October
                                                             31, 1999       31, 1998
                                                             --------       --------
                                                                  (In Thousands
                                                                    of Dollars)

<S>                                                           <C>            <C>    
Northern Life Insurance Cos. - Frederick, MD (A)              $18,812        $18,876
National Realty Funding L.C. - Westwood, NJ (B)                10,500         10,526
Summit Bank - Springlake, NJ (C)                                                  29
Larson Financial Resources, Inc. - Spring Lake, NJ (C)          3,694
Summit Bank - Patchogue, NY (D)                                 7,382          7,410
Larson Financial Resources, Inc. - Wayne, NJ (E)               10,984         11,012
Larson Financial Resources, Inc. - River Edge, NJ (F)           5,366
Larson Financial Resources, Inc. - Maywood, NJ (G)              3,893
                                                              ------- 

       Totals                                                 $60,631        $47,853
                                                              =======        =======
</TABLE>
<PAGE>
                FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                          NOTES TO FINANCIAL STATEMENTS

Note 4 - Mortgages payable (concluded):
                    (A)    The  mortgage is payable in monthly  installments  of
                           $152,153  including  interest at 8.31%  through  June
                           2007 at which  time the  outstanding  balance is due.
                           The  mortgage  is  secured  by a retail  building  in
                           Frederick,  Maryland  having  a  net  book  value  of
                           approximately $24,352,000.

                    (B)    The  mortgage is payable in monthly  installments  of
                           $73,248 including  interest at 7.38% through February
                           2013 at which  time the  outstanding  balance is due.
                           The  mortgage  is  secured  by a retail  building  in
                           Westwood,  New  Jersey  having  a net  book  value of
                           approximately $11,452,000.

                    (C)    On  November   19,   1998,   the  Trust   repaid  the
                           outstanding  mortgage on the Spring Lake,  New Jersey
                           apartment  building  utilizing  proceeds  from  a new
                           mortgage  in  the  amount  of  $3,700,000.   The  new
                           mortgage  is  payable  in  monthly   installments  of
                           $29,863 including  interest at 6.70% through December
                           2013 at which  time the  outstanding  balance is due.
                           The mortgage is secured by an  apartment  building in
                           Spring  Lake,  New Jersey  having a net book value of
                           approximately $549,000.

                    (D)    Payable in monthly installments of $54,816 including
                           interest at 7.375% through January 2005 at which time
                           the  outstanding  balance  is due.  The  mortgage  is
                           secured by a retail  building in Patchogue,  New York
                           having a net book value of approximately $10,645,000.

                    (E)    Payable in monthly  installments of $76,023 including
                           interest at 7.29% through July 2010 at which time the
                           outstanding  balance is due.  The mortgage is secured
                           by an apartment  building in Wayne, New Jersey having
                           a net book value of approximately $1,616,000.

                    (F)    Payable in monthly  installments of $43,711 including
                           interest at 6.75% through December 2013 at which time
                           the  outstanding  balance  is due.  The  mortgage  is
                           secured by an apartment  building in River Edge,  New
                           Jersey  having  a net  book  value  of  approximately
                           $1,351,000.

                    (G)    Payable in monthly  installments of $33,676 including
                           interest at 6.75% through December 2013 at which time
                           the  outstanding  balance  is due.  The  mortgage  is
                           secured by an  apartment  building  in  Maywood,  New
                           Jersey  having  a net  book  value  of  approximately
                           $949,000.
<PAGE>
                FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                          NOTES TO FINANCIAL STATEMENTS

Note 4 - Mortgages payable (concluded):
                Principal  amounts (in thousands of dollars) due under the above
                obligations in each of the five years  subsequent to January 31,
                1999 are as follows:

                    Year Ending
                    January 31,                            Amount
                    -----------                            ------
                       2000                               $  753
                       2001                                  813
                       2002                                  876
                       2003                                  945
                       2004                                1,020

                Based on borrowing rates currently  available to the Trust,  the
                fair value of the mortgage debt is approximately  $63,000,000 at
                January 31, 1999.

Note 5 - Line of credit agreement:
                The Trust has a revolving  line of credit  agreement with Summit
                Bank which expires on May 31, 1999. Maximum allowable borrowings
                under the agreement were  $8,000,000 and  $12,310,000 at January
                31, 1999 and October 31, 1998, respectively.  The line of credit
                bears interest at the bank's floating base rate plus .25% or the
                LIBOR rate plus 175 basis  points.  Outstanding  borrowings  are
                secured by apartment buildings in Hasbrouck Heights, New Jersey,
                Lakewood,  New Jersey, and Palisades Park, New Jersey as well as
                a retail building in Franklin Lakes,  New Jersey.  There were no
                outstanding  borrowings  under the agreement at January 31, 1999
                and  October 31,  1998.  One of the  directors  of the bank is a
                trustee of the Trust.

Note 6 - Commitments and contingencies:
                Leases:
                   Retail tenants:
                      The Trust  leases  retail space having a net book value of
                      approximately  $56,609,000  at January 31, 1999 to tenants
                      for  periods  of up to twenty  years.  Most of the  leases
                      contain  clauses for  reimbursement  of real estate taxes,
                      maintenance,   insurance  and  certain   other   operating
                      expenses  of the  properties.  Minimum  rental  income (in
                      thousands  of dollars) to be received  from  noncancelable
                      operating  leases in years  subsequent to January 31, 1999
                      are as follows:

                         Year Ending
                         January 31,                             Amount
                         -----------                             ------
                             2000                              $  6,256
                             2001                                 6,033
                             2002                                 5,804
                             2003                                 5,521
                             2004                                 5,011
                             Thereafter                          48,848
                                                               --------
                                 Total                         $ 77,473
                                                               ========
<PAGE>
                FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                          NOTES TO FINANCIAL STATEMENTS

Note 6 - Commitments and contingencies: (continued)
                      The above amounts  assume that all leases which expire are
                      not renewed and, accordingly,  neither minimal rentals nor
                      rentals from replacement tenants are included.

                      Minimum future rentals do not include  contingent  rentals
                      which may be received under certain leases on the basis of
                      percentage of reported  tenants' sales volume or increases
                      in Consumer Price Indices. Contingent rentals included in
                      income for each of the three months ended January 31, 1999
                      and 1998 were not material.

                Residential tenants:
                      Lease terms for  residential  tenants are usually one year
                      or less.

                Standby letters of credit:
                      At  January  31,  1999,  the  Trust  was  obligated  under
                      irrevocable  standby  letters  of credit of  approximately
                      $60,000  in   connection   with  certain   required   land
                      improvements at the Franklin Lakes retail building.

                Environmental concerns:
                      In  accordance  with  applicable  regulations,  the  Trust
                      reported  to the New Jersey  Department  of  Environmental
                      Protection  that a discharge  of  hazardous  material  was
                      recently   discovered  at  the  newly  renovated  Franklin
                      Crossing Retail Building (the "Building").

                      At present,  the discharge material appears to be isolated
                      and  management  believes  there  will  be no  significant
                      effect on the operations of the Building.

                      In  connection   therewith,   the  Trust  is  required  to
                      investigate and monitor such discharge,  the cost of which
                      will not be material.

Note 7 - Management agreement and related party transactions:

                The  properties  owned by the Trust  are  currently  managed  by
                Hekemian.  The  management  agreement  requires  fees equal to a
                percentage  of rents  collected.  Such fees  were  approximately
                $153,000 and  $128,000  for the three  months ended  January 31,
                1999 and 1998, respectively.  In addition,  Hekemian charged the
                Trust fees and commissions in connection with the acquisition of
                the retail building in Patchogue,  New York and various mortgage
                refinancing   and  lease   acquisition   fees.   Such  fees  and
                commissions  amounted to approximately  $66,000 and $684,000 for
                the three months ended January 31, 1999 and 1998, respectively.


Note 8 - Basic earnings per share:
                Basic earnings per share,  based on the weighted  average number
                of shares  outstanding  during each  period,  are  comprised  of
                ordinary income.
<PAGE>
                FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY

                          NOTES TO FINANCIAL STATEMENTS


Note 9 - Equity incentive plan:
                On  September  10,  1998,  the Board of  Trustees  approved  the
                Trust's Equity Incentive Plan (the "Plan")  whereby,  subject to
                ratification  of the  Plan by the  Trust's  stockholders,  up to
                230,000 of the  Trust'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.  In
                connection therewith, the Board of Trustees approved an increase
                of 230,000 shares in the Trust's number of authorized  shares of
                beneficial  interest.  Key  personnel  eligible for these awards
                include  trustees,  executive  officers  and  other  persons  or
                entities including, without limitation,  employees,  consultants
                and  employees  of  consultants,  who are in a position  to make
                significant contributions to the success of the Trust. Under the
                Plan,  the exercise price of all options will be the fair market
                value of the shares on the date of grant.  The  consideration to
                be paid for restricted share and other share-based  awards shall
                be determined  by the Board of Trustees,  with the amount not to
                exceed the fair market value of the shares on the date of grant.
                The maximum term of any award  granted may not exceed ten years.
                The actual terms of each award will be  determined  by the Board
                of Trustees.

                In accordance with the provisions of Accounting Principles Board
                Opinion No. 25,  Accounting for Stock Issued to Employees  ("APB
                25"), the Trust will recognize compensation costs as a result of
                the issuance of restricted  share and other  share-based  awards
                based on the excess, if any, of the fair value of the underlying
                stock  at the  date of  grant  or  award  (or at an  appropriate
                subsequent  measurement date) over the amount the recipient must
                pay to  acquire  the  stock.  Therefore,  the Trust  will not be
                required to  recognize  compensation  expense as a result of any
                grants of stock options,  restricted share and other share-based
                awards at an  exercise  price that is  equivalent  to or greater
                than fair value. The Trust will also make proforma  disclosures,
                as required by Statement of Financial  Accounting  Standards No.
                123,  Accounting for Stock-Based  Compensation  ("SFAS 123"), of
                net income or loss as if a fair value based method of accounting
                for stock  options  had been  applied  instead  if such  amounts
                differ materially from the historical amounts.




                                      * * *
<PAGE>
Item 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
       AND RESULTS OF OPERATIONS

Overview
The Registrant is an equity REIT which owns a portfolio of residential apartment
and retail  properties.  The Registrant's  revenues  consist  primarily of fixed
rental income and additional rent in the form of expense  reimbursements derived
from its income producing retail properties. The Registrant also receives income
from its 40% owned affiliate, Westwood Hills, which owns a residential apartment
property.  The  Registrant's  policy  has  been to  acquire  real  property  for
long-term investment.

The following  discussion  should be read in conjunction  with the  Registrant's
financial  statements  and related notes  included  elsewhere in this Form 10-Q.
Certain  statements in this  "Management's  Discussion and Analysis of Financial
Condition and Results of Operations" may constitute  forward-looking  statements
within the meaning of Section 27A of the  Securities  Act and Section 21E of the
Exchange Act. Although the Registrant  believes that the expectations  reflected
in such  forward-looking  statements are based on reasonable  assumptions,  such
statements are subject to risks and  uncertainties,  including  those  discussed
elsewhere  in this  Form  10-Q,  that  could  cause  actual  results  to  differ
materially from those projected.

Results of Operations
Quarters ended January 31, 1999 and January 31, 1998
Revenues

For the  quarter  ended  January  31,  1999,  total  revenue  increased  8.3% to
$3,655,000  from  $3,374,000 for the quarter ended January 31, 1998. The revenue
increase results, in part, from increased revenues at the Registrant's operating
properties:  $315,000, and increased interest income:  $144,000,  from investing
the Registrant's cash equivalents.  These increases were offset by the change in
the  Registrant's  share of losses  at the  Registrant's  40%  owned  affiliate:
($178,000).  The revenue  increase at operating  properties is  principally  the
result of the  Patchogue,  LI property being included in operations for the full
1999 quarter as opposed to only a portion of the prior years  quarter  (acquired
in December 1997), and increased revenues at the Franklin Crossing property as a
result of leasing  activities.  The  increase in  interest  income is due to the
investing of mortgage financing  proceeds.  (See Liquidity and Capital Resources
below).  The loss resulting  from the  Registrant's  40% equity  interest in its
affiliate  is due to  one-time  financing  costs  incurred by the  affiliate  in
connection with mortgage financing - see below.

Expenses
For the  quarter  ended  January  31,  1999,  total  expenses  increased  15% to
$2,965,000  from $2,578,000 for the comparable  prior year quarter.  Expenses at
operating  properties  increased  4.1%, with virtually all of the increase (70%)
coming from higher  depreciation  charges at Patchogue  and  Franklin  Crossing.
Financing costs registered the highest increase going from $917,000 (including a
one time $130,000  refinancing  charge) during last year's quarter to $1,149,000
for the current  fiscal  year's  quarter.  This is  attributable  to higher debt
levels (See Liquidity and Capital Resources below).  Administrative costs during
the current quarter increased 122%, principally resulting from one-time costs in
connection with the Registrant becoming a 34 Act reporting company.
<PAGE>
Net Income and Funds from Operations

For the quarter ended January 31,  1999,the  Registrant's  net income  decreased
$106,000 (13.3%) to $690,000,  from $796,000 for last year's first quarter ended
January 31, 1998. Earnings per share decreased to $.44 per share for the current
year's quarter from $.51 per share last year.  Earnings at operating  properties
increased  14.1%  over  last  year.  Higher  rents  and  occupancy  rates at the
residential properties along with the higher earnings contribution from Franklin
Crossing and Patchogue accounted for this increase in earnings.  The decrease in
net income is principally attributable,  as discussed above, to the Registrant's
40% share of the losses at its affiliate  totaling  $142,000  during the quarter
ended January 31, 1999, compared to a profit of $36,000 for the comparable prior
year's  quarter.  The  losses  at the  affiliate  were due to one time  mortgage
refinancing  costs,  of which  $177,000 was  accounted  for as the  Registrant's
share.  Funds from Operations  ("FFO") during the quarter ended January 31, 1999
increased 2.4% to $1,448,000  ($.93 per share) from $1,414,000  ($.91 per share)
for the comparable prior year quarter.

The Registrant  believes that in fiscal 1999 the continued  economic strength in
the  employment  markets in which its  properties  are located  should allow the
Registrant to realize its current  occupancy rates for its apartment  properties
with a sound support base for its retail properties. The Registrant expects that
continued  increasing  occupancy at Franklin Crossing should generate  increased
earnings and FFO over the balance of fiscal 1999.

FFO is a standard measurement of a REIT's performance.  It is an indication of a
REIT's financial results and its ability to pay dividends. FFO is defined by the
Registrant as net income, excluding (i) deferred rents and gains and losses from
property sales and (ii) real estate related  depreciation and amortization.  FFO
does not represent cash generated from operating  activities in accordance  with
generally accepted accounting  principles ("GAAP"),  and therefore should not be
considered a substitute  for net income as a measure of results of operations or
for cash flow from operations as a measure of liquidity.

Liquidity and Capital Resources
At  January  31,  1999,  the  Registrant's  cash  and cash  equivalents  totaled
$15,142,000  as compared to $433,000 at January 31, 1998.  In fiscal  1997,  the
Registrant  recognized  the  declining  cost  trend  of  fixed  rate,  long-term
financing,  and  developed  a plan to replace its  reliance  on its  short-term,
variable rate  financing with  long-term,  fixed rate  financing.  During fiscal
1998, the Registrant  mortgaged a previously debt free property for $11,100,000,
and refinanced an existing $5,157,000 mortgage for $10,600,000. The net proceeds
from these financings of  approximately  $16,065,000 were used to repay the then
outstanding  balance  under the Summit  Bank line of credit,  fund  construction
costs  at  Franklin  Crossing,  and  pay  the  cash  portion  of  the  Patchogue
acquisition.  In the first quarter of fiscal 1999,  the  Registrant  closed on a
series of mortgage  financings  that yielded net cash proceeds of $12,706,000 to
the Registrant.  In addition,  the Registrant's  40% owned  affiliate,  Westwood
Hills,  also completed a mortgage  financing in the first quarter of fiscal 1999
which yielded  approximately  $4,900,000 in net cash proceeds.  Approximately $2
million of these proceeds were  distributed to the Registrant in accordance with
its  equity  ownership.  As a result of the  various  mortgage  financings,  and
reflecting the reduced  collateral  available,  the Registrant's  line of credit
from  Summit Bank was reduced  from $20  million at October 31,  1997,  to $12.3
million at  October  31,  1998,  and to $8 million at  November  30,  1998.  The
Registrant may use this line of credit to finance the acquisition or development
of additional properties and for general business purposes. At January 31, 1999,
there were no outstanding borrowings under the line of credit.
<PAGE>
At January 31, 1999, the Registrant's  aggregate  outstanding  mortgage debt was
approximately  $60.6  million as  compared  to  approximately  $48.4  million at
January 31, 1998.  Cash flow from  operations  has been  sufficient  to meet all
operational  needs of the Registrant.  The Registrant  anticipates that the cash
flow from  operations  will be more  than  sufficient  to meet the  Registrant's
increased  mortgage  obligations.  However,  to the extent the proceeds from the
various  financings  cannot be redeployed to earn more than the stated  interest
costs,  there will be a negative  impact on earnings and cash flow  available to
pay dividends.

REIT Distributions to Shareholders
Since its inception in 1961,  the Registrant has elected to be treated as a REIT
for Federal  income tax purposes.  In order to qualify as a REIT, the Registrant
must satisfy a number of highly technical and complex  operational  requirements
including that it must  distribute to its  shareholders at least 95% of its REIT
taxable income. The Registrant  anticipates making distributions to shareholders
from operating cash flows,  which are expected to increase from future growth in
rental  revenues.  Although  cash  used to make  distributions  reduces  amounts
available for capital investment, the Registrant generally intends to distribute
not  less  than  95% of net  income  in order to  satisfy  the  applicable  REIT
requirement as set forth in the Internal  Revenue Code.  Cash dividends are paid
to  shareholders on a quarterly  basis.  For the first quarter ended January 31,
1999 the Registrant declared a $.40 per share dividend payable on March 15, 1999
to  shareholders  of record on March 1, 1999. A $.40 per share dividend was also
paid for the first quarter ended January 31, 1998.

Inflation

The Registrant  anticipates that the U.S.  Mid-Atlantic  States will continue to
experience moderate growth with limited inflation.  Any sustained inflation may,
however,  negatively  impact  the  Registrant  in at least  two  areas:  (i) the
interest costs of any new mortgage  financing or the use of the Summit Bank line
of credit may be higher  than rates  currently  in effect;  and (ii) higher real
estate  operating  costs,  especially  in those  areas  where such costs are not
chargeable to commercial tenants.
<PAGE>
Item 3. Quantitative and Qualitative Disclosures about Market Risk
As a  result  of  the  Registrant  having  replaced  short-term,  variable  rate
financing with long-term  fixed rate financing  during fiscal 1998 and the first
quarter of fiscal 1999, the Registrant believes that its exposure to market risk
relating to interest rate risk is not material.  The Registrant's  only variable
rate  financing  is the  Summit  Bank line of  credit  under  which  there is no
outstanding  balance.  The Registrant  believes that its business operations are
not exposed to market risk relating to foreign currency exchange risk, commodity
price risk or equity price risk.




Part II: Other Information

         Item 1. Legal Proceedings

                           None.


         Item 6. Exhibits and Reports of Form 8-K

                          No  reports  on Form 8-K have been  filed  during  the
                          quarter ended January 31, 1999.

<PAGE>






                                   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 17, 1999



                                               /s/ William R. DeLorenzo, Jr.
                                               -----------------------------
                                                       (Signature)*
                                               William R. DeLorenzo, Jr.
                                               Executive Secretary and Treasurer




--------------------
*Print name and title of the signing officer under his signature.