BRT REALTY TRUST
8-K, 1999-06-07
REAL ESTATE INVESTMENT TRUSTS
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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 (Date of earliest event reported) May 28, 1999


                                BRT REALTY TRUST
                                ----------------
               (Exact name of registrant as specified in charter)




        Massachusetts               I-7172               13-2755856
        ------------------------------------------------------------
        (State or other      (Commission file No.)     (IRS Employer
         jurisdiction of                                 I.D. No.)
         incorporation)


           60 Cutter Mill Road, Suite 303, Great Neck, New York 11021
               (Address of principal executive offices) (Zip code)


         Registrant's telephone number, including area code 516-466-3100


Item 5.  Other Events.


On May 28,  1999  registrant  filed  applications  with  the  Office  of  Thrift
Supervision ("OTS") to establish a de novo federal savings and loan association.
Registrant  plans to organize BRT Holding Corp. as a wholly owned  subsidiary of
registrant. The savings and loan association will be wholly owned by BRT Holding
Corp.  An  application  is also being filed with the Federal  Deposit  Insurance
Corporation  ("FDIC")  for federal  deposit  insurance  for the savings and loan
association's  accounts.  The  applications  to organize and for federal deposit
insurance must be approved by the OTS and FDIC,  respectively,  for organization
of the thrift to be completed.

The  application  to the OTS  indicates  that  registrant  intends to  initially
capitalize  the thrift with  $20,000,000  of capital.  The  registrant  has been
advised by OTS officials that the approval process can take as much as one year.
There  are  no  assurances  that  the  applications   will  be  approved.   Upon
commencement  of operation of the thrift,  which can not occur until sometime in
the year 2000, registrant will give up its election to be taxed as a real estate
investment  trust for  federal  income tax  purposes  and will  become a taxable
entity (until the approval is given,  registrant  will continue to function as a
REIT).  After  organization of the thrift  registrant will continue to engage in
business as a short term  mortgage  lender,  a business in which the thrift will
not engage.  In view of BRT's  significant  net worth  ($74,311,000 at March 31,
1999) and the recently consummated $45,000,000 credit line, BRT expects to be in
a position to provide additional capital to the thrift as business requires.

Certain   statements   contained   in  this   Form  8-K  may  be  deemed  to  be
forward-looking  statements  within the meaning of the federal  securities laws.
The words "believe," "expect," "forecast,"  "anticipate,"  "estimate," "project"
and similar expressions identify forward-looking  statements that are inherently
subject  to risks  and  uncertainties,  some of which  cannot  be  predicted  or
quantified.  Actual  results  and the  timing of  certain  events  could  differ
materially  from  those  projected  in or  contemplated  by the  forward-looking
statements  due to a number of factors,  including  the effect of  economic  and
market  conditions;  the level and  volatility  of interest  rates;  the actions
undertaken by both current and potential new competitors; the impact of current,
pending or future legislation and regulations; the timing and uncertainty of the
regulatory  approval  process;  the  timing  and  uncertainty  related  to other
consents and approvals which may be required; and other risk factors outlined in
the reports that BRT files with the Securities and Exchange Commission.


Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits

           None


<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.


                             BRT REALTY TRUST


                             By: (s)Simeon Brinberg
                             ----------------------
                             Simeon Brinberg, Vice President



Date:  June 7, 1999



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