================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                               ------------------

                                    FORM 8-K

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

                               ------------------

DATE OF REPORT: AUGUST 3, 1998

                         URSTADT BIDDLE PROPERTIES INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

            MARYLAND                     1-12803               04-2458042*
  (STATE OR OTHER JURISDICTION      (COMMISSION FILE        (I.R.S. EMPLOYER
OF INCORPORATION OR ORGANIZATION)        NUMBER)         IDENTIFICATION NUMBER)

                               321 RAILROAD AVENUE
                          GREENWICH, CONNECTICUT 06830
                                  203-863-8200

    (Address, including zip code, and telephone number, including area code,
                  of registrant's principal executive offices)

                               ------------------


*    I.R.S. Employer Identification Number of HRE Properties, the predecessor to
     the  registrant  prior  to the  Reorganization  described  in  Registration
     Statement No. 333-19113-01.

================================================================================

<PAGE>



ITEM 5.  OTHER EVENTS.

     Pursuant to authority  vested in the Board of  Directors of Urstadt  Biddle
Properties Inc., a Maryland corporation (the "Corporation"),  under the Maryland
General  Corporation Law (the "MGCL") and the Corporation's  Amended Articles of
Incorporation (the "Articles of Incorporation"),  on June 16, 1998, the Board of
Directors of the  Corporation  established  a new class of Class A Common Stock,
par value $.01 per share (the "Class A Common  Stock"),  and  declared a special
stock  dividend (the "Stock  Dividend")  on the  Corporation's  existing  Common
Stock, par value $.01 per share (the "Common Stock"), consisting of one share of
Class A Common Stock for each share of Common Stock  outstanding as of the close
of business on July 31, 1998 (the "Record Date").  The Stock Dividend is payable
on August 14, 1998 (the "Distribution  Date") to holders of record of the Common
Stock at the close of business on the Record Date.  The Class A Common Stock has
been approved and  authorized for listing on the New York Stock  Exchange,  Inc.
(the "NYSE") and it is currently anticipated that regular trading of the Class A
Common Stock on the NYSE will commence on August 17, 1998.

     The rights of the Class A Common  Stock and the Common  Stock are set forth
in an  Information  Statement  attached  hereto as Exhibit 4.1 and  incorporated
herein by reference (the "Information  Statement").  Reference is hereby made to
the  Information  Statement,  including the Articles  Supplementary  attached as
Annex A thereto,  for a complete description of the Class A Common Stock and the
Stock  Dividend.  This  summary  should  be read  in  conjunction  with,  and is
qualified in its entirety by reference to, such Exhibit 4.1.

     In connection with the Stock Dividend and the  establishment of the Class A
Common Stock,  the  Corporation  has amended and restated its Rights  Agreement,
dated as of March  12,  1997,  in the form of an  Amended  and  Restated  Rights
Agreement,  dated  as of  July  31,  1998  (the  "Amended  and  Restated  Rights
Agreement").  The Amended and Restated Rights Agreement provides that holders of
shares of Common Stock and Class A Common Stock (other than an Acquiring  Person
and certain  affiliates and transferees of an Acquiring  Person,  as defined and
set forth in the Amended and Restated Rights Agreement) shall be entitled to one
Right (as defined in the Amended and Restated  Rights  Agreement) for each share
of  Common  Stock  and for each  share of  Class A  Common  Stock  owned by such
holders.

     In addition,  the Amended and Restated Rights  Agreement  provides that any
person or group of affiliated persons who acquires  beneficial  ownership of 10%
or more of the combined  voting power of the Common Stock and the Class A Common
Stock  will be deemed an  Acquiring  Person  for  purposes  of the  Amended  and
Restated  Rights  Agreement.  In the  event  that  any such  person  or group of
affiliated or related  persons shall become an Acquiring  Person for purposes of
the Amended and Restated Rights Agreement, the Rights will become exercisable by
the holders  thereof  (other than the Acquiring  Person) and will  represent the
right to acquire shares of Common Stock having a market value equal to twice the
exercise price of the Rights.  The Amended and Restated Rights Agreement exempts
acquisitions  of Common  Stock and Class A Common  Stock by Charles J.  Urstadt,
Chairman and Chief Executive  Officer of the Corporation,  members of his family
and trusts or other vehicles controlled by such persons.

     A copy of the Amended and Restated  Rights  Agreement is attached hereto as
Exhibit 10.1 and is incorporated herein by reference.  The foregoing description
of the Rights does not purport to be complete and  therefore is qualified in its
entirety by reference to such Exhibit 10.1.

EXHIBITS.

     4.1  Form of Information Statement of the Corporation.

     4.2  Form of Articles Supplementary of the Corporation (attached as Annex A
          to Exhibit 4.1).

     10.1 Amended and  Restated  Rights  Agreement,  dated as of July 31,  1998,
          between the Corporation and The Bank of New York, as Rights Agent.

     99.1 Press Release of the Corporation, dated June 16, 1998.

     99.2 Press Release of the Corporation, dated July 31, 1998.


<PAGE>



                                    SIGNATURE

     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned,  thereunto duly authorized, in the City of Greenwich,  State
of Connecticut on July 31, 1998.

                                 URSTADT BIDDLE PROPERTIES INC.

                                 By:  /s/ James R. Moore
                                    ----------------------
                                      James R. Moore,
                                      Executive Vice President, Chief
                                      Financial Officer, Treasurer and Secretary


<PAGE>



                                INDEX TO EXHIBITS

EXHIBITS.

     4.1  Form of Information Statement of the Corporation.

     4.2  Form of Articles Supplementary of the Corporation (attached as Annex A
          to Exhibit 4.1).

     10.1 Amended and  Restated  Rights  Agreement,  dated as of July 31,  1998,
          between the Corporation and The Bank of New York, as Rights Agent.

     99.1 Press Release of the Corporation, dated June 16, 1998.

     99.2 Press Release of the Corporation, dated July 31, 1998.
[{"type": "8-K", "sequence": "1", "description": "FORM 8-K", "secsgml_size_bytes": 7161}]
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================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                               ------------------

                                    FORM 8-K

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

                               ------------------

DATE OF REPORT: AUGUST 3, 1998

                         URSTADT BIDDLE PROPERTIES INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

            MARYLAND                     1-12803               04-2458042*
  (STATE OR OTHER JURISDICTION      (COMMISSION FILE        (I.R.S. EMPLOYER
OF INCORPORATION OR ORGANIZATION)        NUMBER)         IDENTIFICATION NUMBER)

                               321 RAILROAD AVENUE
                          GREENWICH, CONNECTICUT 06830
                                  203-863-8200

    (Address, including zip code, and telephone number, including area code,
                  of registrant's principal executive offices)

                               ------------------

*    I.R.S. Employer Identification Number of HRE Properties, the predecessor to
     the  registrant  prior  to the  Reorganization  described  in  Registration
     Statement No. 333-19113-01.

================================================================================
ITEM 5.  OTHER EVENTS.

     Pursuant to authority  vested in the Board of  Directors of Urstadt  Biddle
Properties Inc., a Maryland corporation (the "Corporation"),  under the Maryland
General  Corporation Law (the "MGCL") and the Corporation's  Amended Articles of
Incorporation (the "Articles of Incorporation"),  on June 16, 1998, the Board of
Directors of the  Corporation  established  a new class of Class A Common Stock,
par value $.01 per share (the "Class A Common  Stock"),  and  declared a special
stock  dividend (the "Stock  Dividend")  on the  Corporation's  existing  Common
Stock, par value $.01 per share (the "Common Stock"), consisting of one share of
Class A Common Stock for each share of Common Stock  outstanding as of the close
of business on July 31, 1998 (the "Record Date").  The Stock Dividend is payable
on August 14, 1998 (the "Distribution  Date") to holders of record of the Common
Stock at the close of business on the Record Date.  The Class A Common Stock has
been approved and  authorized for listing on the New York Stock  Exchange,  Inc.
(the "NYSE") and it is currently anticipated that regular trading of the Class A
Common Stock on the NYSE will commence on August 17, 1998.

     The rights of the Class A Common  Stock and the Common  Stock are set forth
in an  Information  Statement  attached  hereto as Exhibit 4.1 and  incorporated
herein by reference (the "Information  Statement").  Reference is hereby made to
the  Information  Statement,  including the Articles  Supplementary  attached as
Annex A thereto,  for a complete description of the Class A Common Stock and the
Stock  Dividend.  This  summary  should  be read  in  conjunction  with,  and is
qualified in its entirety by reference to, such Exhibit 4.1.

     In connection with the Stock Dividend and the  establishment of the Class A
Common Stock,  the  Corporation  has amended and restated its Rights  Agreement,
dated as of March  12,  1997,  in the form of an  Amended  and  Restated  Rights
Agreement,  dated  as of  July  31,  1998  (the  "Amended  and  Restated  Rights
Agreement").  The Amended and Restated Rights Agreement provides that holders of
shares of Common Stock and Class A Common Stock (other than an Acquiring  Person
and certain  affiliates and transferees of an Acquiring  Person,  as defined and
set forth in the Amended and Restated Rights Agreement) shall be entitled to one
Right (as defined in the Amended and Restated  Rights  Agreement) for each share
of  Common  Stock  and for each  share of  Class A  Common  Stock  owned by such
holders.

     In addition,  the Amended and Restated Rights  Agreement  provides that any
person or group of affiliated persons who acquires  beneficial  ownership of 10%
or more of the combined  voting power of the Common Stock and the Class A Common
Stock  will be deemed an  Acquiring  Person  for  purposes  of the  Amended  and
Restated  Rights  Agreement.  In the  event  that  any such  person  or group of
affiliated or related  persons shall become an Acquiring  Person for purposes of
the Amended and Restated Rights Agreement, the Rights will become exercisable by
the holders  thereof  (other than the Acquiring  Person) and will  represent the
right to acquire shares of Common Stock having a market value equal to twice the
exercise price of the Rights.  The Amended and Restated Rights Agreement exempts
acquisitions  of Common  Stock and Class A Common  Stock by Charles J.  Urstadt,
Chairman and Chief Executive  Officer of the Corporation,  members of his family
and trusts or other vehicles controlled by such persons.

     A copy of the Amended and Restated  Rights  Agreement is attached hereto as
Exhibit 10.1 and is incorporated herein by reference.  The foregoing description
of the Rights does not purport to be complete and  therefore is qualified in its
entirety by reference to such Exhibit 10.1.

EXHIBITS.

     4.1  Form of Information Statement of the Corporation.

     4.2  Form of Articles Supplementary of the Corporation (attached as Annex A
          to Exhibit 4.1).

     10.1 Amended and  Restated  Rights  Agreement,  dated as of July 31,  1998,
          between the Corporation and The Bank of New York, as Rights Agent.

     99.1 Press Release of the Corporation, dated June 16, 1998.

     99.2 Press Release of the Corporation, dated July 31, 1998.
SIGNATURE

     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned,  thereunto duly authorized, in the City of Greenwich,  State
of Connecticut on July 31, 1998.

                                 URSTADT BIDDLE PROPERTIES INC.

                                 By:  /s/ James R. Moore
                                    ----------------------
                                      James R. Moore,
                                      Executive Vice President, Chief
                                      Financial Officer, Treasurer and Secretary
INDEX TO EXHIBITS

EXHIBITS.

     4.1  Form of Information Statement of the Corporation.

     4.2  Form of Articles Supplementary of the Corporation (attached as Annex A
          to Exhibit 4.1).

     10.1 Amended and  Restated  Rights  Agreement,  dated as of July 31,  1998,
          between the Corporation and The Bank of New York, as Rights Agent.

     99.1 Press Release of the Corporation, dated June 16, 1998.

     99.2 Press Release of the Corporation, dated July 31, 1998.