content: ================================================================================
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
  
                            ----------------------------
  
                                      FORM 8-K
  
                            -----------------------------
  
  
                                   CURRENT REPORT
  
       PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
  
                                   AUGUST 5, 2005
                  ------------------------------------------------
                  Date of report (Date of earliest event reported)
  
  
  
  
                                ATLANTIC REALTY TRUST
  
               (Exact name of registrant as specified in its charter)
  
            MARYLAND                     0-27562                   13-3849655
  ----------------------------   ------------------------   ----------------------
  (State or other jurisdiction   (Commission File Number)      (I.R.S. Employer
       of incorporation)                                    Identification Number)
  
  747 THIRD AVENUE, NEW YORK, NY                                         10017
  --------------------------------------------------------------------------------
  (Address of principal executive offices)                             (Zip Code)
  
  
  REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE                  212-702-8561
  --------------------------------------------------------------------------------
  
  
  
  
  --------------------------------------------------------------------------------
            Former name or former address, if changed since last report)
  
  
  
  ================================================================================
  
  
  <PAGE>
  
  
  ITEM 1.01. MATERIAL AGREEMENTS.
  
           On August 5, 2005, Atlantic Realty Trust (the "Trust") reported that it
  entered into a fourth amendment (the "Fourth Amendment") to the Indemnification
  Agreement (the "Indemnification Agreement") the Trust entered into with Kimco
  Realty Corporation ("Kimco") on March 28, 2005, pursuant to which the Trust
  agreed to allow Kimco to conduct due diligence on the Hylan Plaza Shopping
  Center, the primary asset of the Trust. The Indemnification Agreement was
  entered into in connection with Kimco's bid to acquire the Hylan Plaza Shopping
  Center from the Trust and provided that commencing on March 28, 2005 and for a
  period of forty five (45) days thereafter (such period being referred to as the
  "Exclusivity Period"), neither the Trust nor any of its representatives or
  agents would engage in negotiations or discussions with any party other than
  Kimco for the sale of the capital stock or assets of the Trust, including the
  sale of the Hylan Plaza Shopping Center. Previous amendments extended the
  Exclusivity Period to August 5, 2005 and the Fourth Amendment extends the
  Exclusivity Period to August 26, 2005. While the Trust and Kimco have entered
  into the Indemnification Agreement, the Trust has not as of the date hereof
  accepted Kimco's offer to purchase the Hylan Center; therefore, there is no
  assurance that Kimco and the Trust will enter into a definitive agreement in
  respect thereto. Attached hereto and incorporated herein by reference as Exhibit
  10.1 is the Fourth Amendment.
  
  
  <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 hereunto duly authorized.
  
                                          ATLANTIC REALTY TRUST
  
  
  
  Date: August 9, 2005                    By: /S/ EDWIN R. FRANKEL
                                             -------------------------------
                                          Name:  Edwin R. Frankel
                                          Title: Executive Vice President,
                                                 Chief Financial Officer,
                                                 Secretary and Principal Financial
                                                 and Accounting Officer
  
  
  <PAGE>
  
  
  EXHIBIT NUMBER    DESCRIPTION
  --------------    --------------------------------------------------------------
      10.1          Amendment 4 to the Indemnification Agreement dated as of
                    August 5, 2005 by and between Atlantic Realty Trust and Kimco
                    Realty Corporation.
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text: ================================================================================
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
  
                            ----------------------------
  
                                      FORM 8-K
  
                            -----------------------------
  
                                   CURRENT REPORT
  
       PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
  
                                   AUGUST 5, 2005
                  ------------------------------------------------
                  Date of report (Date of earliest event reported)
  
                                ATLANTIC REALTY TRUST
  
               (Exact name of registrant as specified in its charter)
  
            MARYLAND                     0-27562                   13-3849655
  ----------------------------   ------------------------   ----------------------
  (State or other jurisdiction   (Commission File Number)      (I.R.S. Employer
       of incorporation)                                    Identification Number)
  
  747 THIRD AVENUE, NEW YORK, NY                                         10017
  --------------------------------------------------------------------------------
  (Address of principal executive offices)                             (Zip Code)
  
  REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE                  212-702-8561
  --------------------------------------------------------------------------------
  
  --------------------------------------------------------------------------------
            Former name or former address, if changed since last report)
  
  ================================================================================
  ITEM 1.01. MATERIAL AGREEMENTS.
  
           On August 5, 2005, Atlantic Realty Trust (the "Trust") reported that it
  entered into a fourth amendment (the "Fourth Amendment") to the Indemnification
  Agreement (the "Indemnification Agreement") the Trust entered into with Kimco
  Realty Corporation ("Kimco") on March 28, 2005, pursuant to which the Trust
  agreed to allow Kimco to conduct due diligence on the Hylan Plaza Shopping
  Center, the primary asset of the Trust. The Indemnification Agreement was
  entered into in connection with Kimco's bid to acquire the Hylan Plaza Shopping
  Center from the Trust and provided that commencing on March 28, 2005 and for a
  period of forty five (45) days thereafter (such period being referred to as the
  "Exclusivity Period"), neither the Trust nor any of its representatives or
  agents would engage in negotiations or discussions with any party other than
  Kimco for the sale of the capital stock or assets of the Trust, including the
  sale of the Hylan Plaza Shopping Center. Previous amendments extended the
  Exclusivity Period to August 5, 2005 and the Fourth Amendment extends the
  Exclusivity Period to August 26, 2005. While the Trust and Kimco have entered
  into the Indemnification Agreement, the Trust has not as of the date hereof
  accepted Kimco's offer to purchase the Hylan Center; therefore, there is no
  assurance that Kimco and the Trust will enter into a definitive agreement in
  respect thereto. Attached hereto and incorporated herein by reference as Exhibit
  10.1 is the Fourth Amendment.
  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 hereunto duly authorized.
  
                                          ATLANTIC REALTY TRUST
  
  Date: August 9, 2005                    By: /S/ EDWIN R. FRANKEL
                                             -------------------------------
                                          Name:  Edwin R. Frankel
                                          Title: Executive Vice President,
                                                 Chief Financial Officer,
                                                 Secretary and Principal Financial
                                                 and Accounting Officer
  EXHIBIT NUMBER    DESCRIPTION
  --------------    --------------------------------------------------------------
      10.1          Amendment 4 to the Indemnification Agreement dated as of
                    August 5, 2005 by and between Atlantic Realty Trust and Kimco
                    Realty Corporation.