FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY
ARS, 1999-03-04
REAL ESTATE INVESTMENT TRUSTS
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                                      1998

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                                     ANNUAL

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                                     REPORT

                                                           
                                                
                                                 FREIT      [GRAPHIC-PICTURE OF
                                     FIRST REAL ESTATE       CLOCK TOWER]  
                                     INVESTMENT TRUST  
                                        OF NEW JERSEY     
                                     
<PAGE>
TRUST PROFILE
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First Real Estate  Investment  Trust of New  Jersey,  organized  in 1961,  is an
equity real estate  investment  trust.  The focus of its  activities has been to
acquire real property for long-term investment.

The Trust has elected and conducts its operations in a manner intended to comply
with the requirements for qualifying as a real estate  investment trust pursuant
to the Federal Internal Revenue Code. As a result,  the Trust receives favorable
tax  treatment as provided  under the tax code.  The Trust has recorded a profit
and has paid dividends to its shareholders during each year since its founding.

Hekemian & Co., Inc., a real estate management and
brokerage company, has managed the Trust's real estate since its inception.  The
Trust offices are located at "Corporate 505," 505 Main Street,  Hackensack,  New
Jersey.

Cover Photo
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This  two-story  Clock  Tower is the  focal  point of our  254,274  square  foot
Westridge Square Shopping Center in Frederick, Maryland.


<PAGE>

Contents
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Message to Our Shareholders                                    1

Properties                                                     3

Balance Sheets                                                 4

Statements of Income and Undistributed Earnings                5

Statements of Cash Flows                                       6

Notes to Financial Statements                                  7

Report of Independent Public Accountants                      12

Selected Financial Data                                       13

Management's Discussion and Analysis of Financial
  Condition and Results of Operations                         13

Shares of Beneficial Interest                                 16

Corporate Information                          Inside Back Cover



<PAGE>
Message to Our Shareholders

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

HIGHLIGHTS THIS PAST YEAR:

o  Net Income increased 24.4% to $2.36 per share.

o  Dividends increased 11.6% to $2.12 per share.

o  Funds From Operations (FFO) increased 20.5% to $3.40 per share.

o  The Trust took  advantage of the  favorable  interest  rate  environment  and
   placed  long-term,  fixed  rate  mortgages  on a number of  properties.  This
   reduced reliance on the Trust's short-term, variable rate credit facility.

o  The purchase of the  Pathmark  Super Center in  Patchogue,  NY (December  22,
   1997) and the continuing  lease-up at the Franklin  Crossing Shopping Center,
   Franklin Lakes, NJ, contributed substantially to fiscal 1998 earnings.




                 [GRAPHIC-GRAPH PLOTTED TO POINTS LISTED BELOW]



                                             Net Earnings
                                        (thousands of dollars)
                                 ---------------------------------- 
                                 Residential *              Retail   
                                 -------------              ------

               1998                 $4,108                  $4,785
               1997                 $3,708                  $3,214
               1996                 $3,481                  $3,165
               1995                 $3,379                  $3,418

                                          *includes Affiliate            


OPERATING RESULTS:
Net income for the year ended  October 31, 1998,  increased  24.4% to $3,685,000
from $2,963,000 for the prior year. Revenues increased 23.4% to $14,432,000 from
$11,698,000;  with  85% of  the  revenue  increase  attributable  to the  retail
properties at Pathmark  Super Center in Patchogue,  NY and the operations at the
Franklin  Crossing  Shopping  Center.  The fixed  rental  component  of revenues
increased 25.3% to $12,393,000.  Overall,  expenses  increased  $2,012,000 (23%)
primarily from increased financing costs of $1,133,000,  increased  depreciation
of $331,000,  and $470,000  attributable  to  operation  costs at Patchogue  and
Franklin Crossing.

RESIDENTIAL  PROPERTIES:  The apartment  communities  continued to make a steady
contribution to net income and FFO. Net Earnings  (before  financing costs) from
residential  properties - including the Trust's 40% owned  affiliate - increased
10.8% to $4,108,000  from  $3,708,000  last year.  This  increase  resulted from
higher occupancy levels and higher monthly apartment rental rates.
<PAGE>
RETAIL   PROPERTIES:   Revenues  from  retail  properties   increased  41.6%  to
$8,330,000.  As a result, net earnings (before financing costs) increased 49% to
$4,782,000 from $3,209,000.  Of the percentage increase, 27% was attributable to
Patchogue, 20% to the Franklin Crossing Shopping Center and the balance of 3% to
same properties.

FINANCING ACTIVITIES:
During fiscal 1997, the Trust recognized the declining cost trend of fixed rate,
long-term mortgage financing.  Accordingly,  a plan was developed to replace the
Trust's  reliance on its  short-term,  variable rate financing  with  long-term,
fixed rate  financing. 

During  fiscal 1998,  the Trust  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  $16,600,000  were used to
repay the outstanding  balance under its line of credit,  fund the  construction
costs  at  Franklin  Crossing,  and  pay  the  cash  portion  of  the  Patchogue
acquisition.  During the first  quarter of fiscal  1999,  the Trust  closed on a
number of mortgages that yielded net cash proceeds of $12,706,000.  Additionally
during the first  quarter,  the  Trust's  40% owned  affiliate,  Westwood  Hills
L.L.C., secured a new mortgage which yielded approximately $4,900,000 in surplus
funds. Of these proceeds, $2 million were distributed to the Trust in accordance
with its equity ownership position. As a result of these financings, the Trust's
cash and cash equivalents  totaled $14,942,000 at December 31, 1998. In addition
to these funds, the Trust has $8,000,000 available under its Line of Credit.


                                       1
<PAGE>
FUNDS FROM OPERATIONS / DIVIDENDS:
Funds From Operations (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 Trust as net income,  excluding  (i)  deferred
rents and gains and losses  from  property  sales and (ii) real  estate  related
depreciation and amortization. During fiscal 1998 FFO increased $900,000 (20.5%)
to $5,299,000  ($3.40 per share) from $4,399,000 ($2.82 per share) during fiscal
1997. 

As a result  of  increased  earnings  and FFO  during  fiscal  1998,  the  Trust
increased its normal first three quarterly dividends to $.40 per share from $.35
per share.  In  addition,  the fourth  quarter  dividend  was raised to $.92 per
share,  which raised 1998 dividends to $2.12 per share from $1.90 per share last
year. 1998 dividends represent 90% of Net Income and 62% of FFO compared to 100%
and 67.4%  respectively  last year. The higher dividend  pay-out,  but lower pay
ratios,  enables the Trust to retain a higher  percentage of funds generated for
future asset and income growth.

34 ACT REPORTING COMPANY:
During  fiscal  1998,  as a result of meeting  certain  tests  under the Federal
Securities Laws, the Trust  registered its shares under the Securities  Exchange
Act of 1934. While the 1934 Exchange Act registration will not materially change
the way the Trust reports to shareholders,  there will be certain changes to the
reporting procedures. The month in which the Annual Meeting takes place has been
changed and the financial  data section has been  expanded. 

The section titled "Management's  Discussion and Analysis of Financial Condition
and  Results of  Operations,"  has been  included.  There is a new form of proxy
statement  that  was  not  previously   included  and  requires  your  immediate
attention.

FUTURE OUTLOOK:
During 1998 the  foundation was put in place for continued  long-term  growth in
both net  earnings  and FFO.  We expect  continued  steady  growth from our core
properties  and from the lease-up at Franklin  Crossing.  The Trust's  financing
activities  strengthened  our balance  sheet by providing  long-term  capital at
fixed rates. This capital will assist us as we continue to pursue new investment
opportunities  in the  Mid-Atlantic  states  area. 

The  Board of  Trustees  looks  forward  to  seeing  you at the  Annual  Meeting
scheduled for Wednesday, April 7, 1999, at 7:30 p.m. at the Trust's headquarters
located at 505 Main Street, Hackensack, NJ.


                                   Sincerely,


             /s/Robert S. Hekemian                       /s/Donald W. Barney
             ---------------------                       -------------------
                Robert S. Hekemian                          Donald W. Barney
                Chairman                                    President


The statements in this report that relate to future  earnings or performance are
forward-looking.  Actual  results  might  differ  materially  and  be  adversely
affected by such  factors as longer  than  anticipated  lease-up  periods or the
inability of tenants to pay increased rents.  Additional information about these
factors is contained in the Trust's  filings with the SEC  including the Trust's
most  recently  filed  report  on Form  10-K  under  the  section  "Management's
Discussion and Analysis of Financial  Condition and Results of Operations," also
included elsewhere in this report.


                                       2
<PAGE>
Properties
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Portfolio of Real Estate Investments




Apartment Buildings

     BERDAN COURT APARTMENTS                    Wayne, New Jersey
     GRANDVIEW APARTMENTS                       Hasbrouck Heights, New Jersey
     HAMMEL GARDENS                             Maywood, New Jersey
     HEIGHTS MANOR APARTMENTS                   Spring Lake Heights, New Jersey
     LAKEWOOD APARTMENTS                        Lakewood, New Jersey
     PALISADES MANOR                            Palisades Park, New Jersey
     SHERIDAN APARTMENTS                        Camden, New Jersey
     STEUBEN ARMS                               River Edge, New Jersey
     WESTWOOD HILLS*                            Westwood, New Jersey




Shopping Centers/Commercial Buildings

     FRANKLIN CROSSING SHOPPING CENTER          Franklin Lakes, New Jersey
     WESTRIDGE SQUARE SHOPPING CENTER           Frederick, Maryland
     WESTWOOD PLAZA SHOPPING CENTER             Westwood, New Jersey
     SINGLE TENANT STORE                        Glen Rock, New Jersey
     PATHMARK CENTER                            Patchogue, New York




Vacant Land

     33  ACRES,  INDUSTRIAL  ZONE               South  Brunswick,  New  Jersey 
     19.26  ACRES, MULTI-FAMILY ZONE            Rockaway, New Jersey 
     4.27 ACRES,  OFFICE/RESIDENTIAL ZONE       Franklin Lakes, New Jersey



     *The Trust holds a 40% interest in Westwood Hills LLC, a New Jersey Limited
Liability Company, which owns the 210-unit apartment community.

                                       3
<PAGE>
FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY
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<TABLE>
<CAPTION>
Balance Sheets (in thousands)



- -------------------------------------------------------------------------------------------------------------------
October 31,                                                                                    1998         1997
- -------------------------------------------------------------------------------------------------------------------
<S>                                                                                           <C>          <C>    
Assets

Real estate, at cost, net of accumulated depreciation                                         $64,432      $53,737
Equipment, at cost, net of accumulated depreciation of $703,000 and $657,000                      190          184
Investment in affiliate                                                                         1,918        1,905
Cash and cash equivalents                                                                         793          228
Tenants' security accounts                                                                        752          719
Note receivable - affiliate                                                                       100           --
Sundry receivables                                                                                728          280
Prepaid expenses and other assets                                                               1,172        1,470
Deferred charges, net                                                                           1,190          710
- -------------------------------------------------------------------------------------------------------------------

      Totals                                                                                  $71,275      $59,233
===================================================================================================================

Liabilities and Shareholders' Equity

Liabilities:
   Mortgages payable                                                                          $47,853      $24,429
   Note payable - bank                                                                             --       11,429
   Accounts payable and accrued expenses                                                          401          409
   Construction liabilities                                                                        --          496
   Dividends payable                                                                            1,435        1,326
   Tenants' security deposits                                                                     969          905
   Deferred revenue                                                                               255          255
- -------------------------------------------------------------------------------------------------------------------
      Total liabilities                                                                        50,913       39,249
- -------------------------------------------------------------------------------------------------------------------

Commitments and contingencies

Shareholders' equity:
   Shares of beneficial interest without par value;
     1,790,000 and 1,560,000 shares authorized;
     1,559,788 shares issued and outstanding                                                   19,314       19,314
   Undistributed earnings                                                                       1,048          670
- -------------------------------------------------------------------------------------------------------------------
      Total shareholders' equity                                                               20,362       19,984
- -------------------------------------------------------------------------------------------------------------------

      Totals                                                                                  $71,275      $59,233
===================================================================================================================
</TABLE>
See Notes to Financial Statements.

                                       4
<PAGE>
FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY
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<TABLE>
<CAPTION>
Statements of Income and Undistributed Earnings
(in thousands except per share amounts)


- -------------------------------------------------------------------------------------------------------------------
Years ended October 31,                                                         1998          1997          1996
- -------------------------------------------------------------------------------------------------------------------
<S>                                                                          <C>          <C>          <C>        
Revenue
  Rental income                                                              $   12,450   $     9,982  $     9,589
  Reimbursements                                                                  1,576         1,433        1,568
  Equity in income of affiliate                                                     213           139           92
  Sundry income                                                                     193           144          168
- -------------------------------------------------------------------------------------------------------------------
        Totals                                                                   14,432        11,698       11,417
- -------------------------------------------------------------------------------------------------------------------

Expenses
  Operating expenses                                                              2,989         2,588        2,483
  Management fees                                                                   576           495          476
  Real estate taxes                                                               1,758         1,692        1,739
  Interest                                                                        3,762         2,629        2,750
  Depreciation                                                                    1,650         1,319        1,295
- -------------------------------------------------------------------------------------------------------------------
        Totals                                                                   10,735         8,723        8,743
- -------------------------------------------------------------------------------------------------------------------
Income before state income taxes                                                  3,697         2,975        2,674
Provision for state income taxes                                                     12            12           12
- -------------------------------------------------------------------------------------------------------------------
Net income                                                                   $    3,685   $     2,963  $     2,662
===================================================================================================================

Basic earnings per share                                                     $     2.36   $      1.90  $      1.71
===================================================================================================================
Basic weighted average shares outstanding                                     1,559,788     1,559,788    1,559,788
===================================================================================================================

Undistributed Earnings
Balance, beginning of year                                                   $      670   $       670  $       675
Net income                                                                        3,685         2,963        2,662
Less dividends                                                                   (3,307)       (2,963)      (2,667)
- -------------------------------------------------------------------------------------------------------------------
Balance, end of year                                                         $    1,048   $       670  $       670
===================================================================================================================

Dividends per share                                                          $     2.12   $      1.90  $       1.71
===================================================================================================================
</TABLE>
See Notes to Financial Statements.

                                       5
<PAGE>
FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY
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<TABLE>
<CAPTION>
Statements of Cash Flows (in thousands)

- -------------------------------------------------------------------------------------------------------------------
Years ended October 31,                                                              1998       1997        1996
- -------------------------------------------------------------------------------------------------------------------
<S>                                                                               <C>         <C>         <C>    
Operating Activities
  Net income                                                                      $  3,685    $ 2,963     $ 2,662
  Adjustments to reconcile net income to net cash provided by
    operating activities:
    Depreciation and amortization                                                    1,777      1,356       1,333
    Equity in income of affiliate                                                     (213)      (139)        (92)
    Deferred revenue                                                                    --         (4)          2
    Changes in operating assets and liabilities:
      Tenants' security accounts                                                       (33)        35         (28)
      Sundry receivables, prepaid expenses and other assets                           (150)      (712)       (585)
      Accounts payable and accrued expenses                                             (8)       131         (54)
      Tenants' security deposits                                                        64         52          26
- -------------------------------------------------------------------------------------------------------------------
        Net cash provided by operating activities                                    5,122      3,682       3,264
- -------------------------------------------------------------------------------------------------------------------

Investing Activities
  Capital expenditures                                                              (5,347)    (7,723)       (880)
  Distributions from affiliate                                                         200        160         140
  Loan to affiliate                                                                   (100)        --          --
- -------------------------------------------------------------------------------------------------------------------
        Net cash used in investing activities                                       (5,247)    (7,563)       (740)
- -------------------------------------------------------------------------------------------------------------------

Financing Activities
  Dividends paid                                                                    (3,198)    (2,667)     (2,792)
  Proceeds (repayments) of note payable - bank                                     (11,429)     5,767         493
  Net proceeds from mortgage refinancing                                             5,443      1,314          --
  Proceeds from mortgage borrowings                                                 11,100         --          --
  Repayment of mortgages                                                              (619)      (494)       (501)
  Deferred mortgage costs                                                             (607)        --          --
- -------------------------------------------------------------------------------------------------------------------
        Net cash provided by (used in) financing activities                            690      3,920      (2,800)
- -------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in cash and cash equivalents                                   565         39        (276)
Cash and cash equivalents, beginning of year                                           228        189         465
- -------------------------------------------------------------------------------------------------------------------

Cash and cash equivalents, end of year                                            $    793    $   228     $   189
===================================================================================================================

Supplemental Disclosure of Cash Flow Data
  Interest paid, net of capitalized interest of $68,000 in 1998
     and $158,000 in 1997                                                         $  3,763    $ 2,589     $ 2,883
===================================================================================================================

  Income taxes paid                                                               $     12    $    12     $     8
===================================================================================================================

</TABLE>
<PAGE>
Supplemental schedule of noncash investing and financing activities:

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

     Dividends  declared but not paid  amounted to  $1,435,000,  $1,326,000  and
     $1,029,000 in 1998, 1997 and 1996, respectively.

     Capital expenditures incurred but not paid amounted to $496,000 in 1997.

See Notes to Financial Statements.


                                       6
<PAGE>
Notes to Financial Statements


Note 1 - Organization and Significant Accounting Policies:

Organization:
     First  Real  Estate  Investment  Trust  of New  Jersey  (the  "Trust")  was
     organized  November 1, 1961 as a New Jersey  Business  Trust.  The Trust is
     engaged in owning  residential and commercial  income producing  properties
     located  primarily  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.  For fiscal  1998,  1997 and 1996,  the Trust made such an
     election.

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
     investments  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.

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 $67,000, $40,000 and
     $85,000 in 1998, 1997 and 1996, respectively.  Deferred leasing commissions
     are amortized on the straight-line  method over the terms of the applicable
     leases.

Revenue recognition:
     Income from leases is recognized  on a  straight-line  basis  regardless of
     when  payment is due.  Lease  agreements  between the Trust and  commercial
     tenants generally  provide for additional  rentals based on such factors as
<PAGE>
     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.

Advertising:
     The Trust  expenses the cost of  advertising  and  promotions  as incurred.
     Advertising costs charged to operations amounted to approximately  $73,000,
     $33,000 and $49,000 in 1998, 1997 and 1996, 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 war-


                                       7
<PAGE>
     rants,  were issued  during the period.  For each of the three years in the
     period ended October 31, 1998, the Trust had no potentially dilutive common
     shares.

Other recent accounting pronouncements:
     The  Financial   Accounting   Standards  Board  has  issued  certain  other
     pronouncements  as of  October  31,  1998 that  will  become  effective  in
     subsequent periods; however,  management does not believe that any of those
     pronouncements  will  effect  any  financial  accounting   measurements  or
     disclosures the Trust will be required to make.

Reclassifications:
     Certain  amounts  in the 1997  and  1996  financial  statements  have  been
     reclassified to conform with the current presentation.
- --------------------------------------------------------------------------------
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.  

     Summarized  financial  information  of the Affiliate as of October 31, 1998
     and 1997 and for each of the three  years in the period  ended  October 31,
     1998 is as follows:
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                                                               1998         1997
- -------------------------------------------------------------------------------------------------------------------
                                                                                                  (In Thousands
                                                                                                   of Dollars)
<S>                                                                                           <C>          <C>    
Balance sheet data:
  Assets:
      Real estate and equipment, net                                                          $14,416      $14,696
      Other                                                                                       976          551
- -------------------------------------------------------------------------------------------------------------------

            Total assets                                                                      $15,392      $15,247
=================================================================================================================== 

  Liabilities and equity:
      Liabilities:
        Mortgage payable                                                                      $10,025      $10,192
        Other                                                                                     576          295
- -------------------------------------------------------------------------------------------------------------------
            Totals                                                                             10,601       10,487
- -------------------------------------------------------------------------------------------------------------------
  Members' equity:
      Trust                                                                                     1,918        1,905
      Others                                                                                    2,873        2,855
- -------------------------------------------------------------------------------------------------------------------
            Totals                                                                              4,791        4,760
- -------------------------------------------------------------------------------------------------------------------

            Total liabilities and equity                                                      $15,392      $15,247
=================================================================================================================== 
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                                                    1998        1997        1996
- -------------------------------------------------------------------------------------------------------------------

                                                                                     (In Thousands of Dollars)
<S>                                                                                 <C>        <C>         <C>   
  Income statement data:
      Rental revenue                                                                $2,617     $2,497      $2,360
      Rental expenses                                                                2,086      2,149       2,130
- -------------------------------------------------------------------------------------------------------------------
      Net income                                                                    $  531     $  348      $  230
=================================================================================================================== 
</TABLE>

At October 31, 1998, the Trust had a $100,000 note receivable from the Affiliate
that is due on demand and bears interest at 7%. Interest income was not material
for the year ended October 31, 1998.


                                       8
<PAGE>
Note 3 - Real estate:
     Real estate consists of the following:
<TABLE>
<CAPTION>
                                                      Range
                                                  of Estimated
                                                  Useful Lives                     1998                     1997
- -------------------------------------------------------------------------------------------------------------------
                                                                                      (In Thousands of Dollars)
<S>                                               <C>                            <C>                       <C>    
Land                                                                             $22,773                   $20,244
Unimproved land                                                                    2,305                     2,310
Apartment buildings                               7 - 40 years                    11,013                    10,711
Commercial buildings and
   shopping centers                               15 - 50 years                   39,931                    30,328
Construction in progress                                                           2,053                     2,126
- -------------------------------------------------------------------------------------------------------------------
                                                                                  78,075                    65,719
Less accumulated depreciation                                                     13,643                    11,982
- -------------------------------------------------------------------------------------------------------------------

            Totals                                                               $64,432                   $53,737
====================================================================================================================
</TABLE>

- --------------------------------------------------------------------------------
Note 4 - Mortgages payable:
     Mortgages payable consist of the following:
<TABLE>
<CAPTION>
                                                                                   1998                     1997
- -------------------------------------------------------------------------------------------------------------------

                                                                                      (In Thousands of Dollars)

<S>                                                                              <C>                       <C>    
Northern Life Insurance Cos. - Frederick, MD (A)                                 $18,876                   $19,123
Travelers Insurance - Westwood, NJ (B)                                                --                     5,181
National Realty Funding L.C. - Westwood, NJ (B)                                   10,526                        --
Summit Bank - Spring Lake, NJ (C)                                                     29                       125
Summit Bank - Patchogue, NY (D)                                                    7,410                        --
Federal Home Loan Mortgage Corporation - Wayne, NJ (E)                            11,012                        --
- -------------------------------------------------------------------------------------------------------------------

            Totals                                                               $47,853                   $24,429
====================================================================================================================
</TABLE>
(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 shopping center in Frederick,  Maryland having
a net book value of approximately $24,510,000.
<PAGE>
(B) On January 9, 1998, the Trust repaid the existing  mortgage on the Westwood,
New Jersey shopping center utilizing  proceeds from a new mortgage in the amount
of $10,600,000  with National Realty Funding L.C. The new 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
the  shopping  center  in  Westwood,  New  Jersey  having  a net  book  value of
approximately $11,510,000.

(C)  Payable in monthly  installments  of $8,555  including  interest  at 7.625%
through March 1999.  The mortgage is secured by an apartment  building in Spring
Lake, New Jersey having a net book value of approximately  $532,000.  One of the
directors  of the bank is a trustee of the Trust (see Note 10).  

(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  commercial  building in  Patchogue,  New York having a net book
value of approximately $10,700,000.

(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 $1,573,000.

     Principal amounts (in thousands of dollars) due under the above obligations
in each of five years subsequent to October 31, 1998 are as follows:

                     Year Ending
                     October 31,                 Amount
- --------------------------------------------------------------------------------
                          1999                    $630
                          2000                     650
                          2001                     702
                          2002                     759
                          2003                     820

     Based on borrowing rates currently  available to the Trust,  the fair value
of the mortgage debt is approximately $50,000,000 at October 31, 1998.

                                       9
<PAGE>
Note 5 - Note payable - bank:
     At October 31, 1997,  note payable - bank  consisted of borrowings  under a
     revolving line of credit  agreement with Summit Bank which expired on April
     30, 1998, at which time the agreement was  renegotiated and extended to May
     31, 1999. Maximum allowable borrowings under the agreement were $12,310,000
     and  $20,000,000  at October 31, 1998 and 1997,  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 all
     of the Trust's properties except commercial  property located in Frederick,
     Maryland, Westwood, New Jersey and Patchogue, New York, apartment buildings
     in Wayne,  New Jersey,  River Edge, New Jersey and Maywood,  New Jersey and
     any vacant land owned by the Trust.  There were no  outstanding  borrowings
     under the agreement at October 31, 1998. 

     In connection with new financing  discussed in Note 10, maximum  borrowings
     under the line of credit  agreement  were reduced to  $8,000,000  effective
     November 19, 1998.


- --------------------------------------------------------------------------------
Note 6 - Commitments and contingencies:

Leases:

     Retail tenants:
     The Trust  leases  retail  space  having a net book value of  approximately
     $56,791,000  at October  31,  1998 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 October 31, 1998
     are as follows:

                             Year Ending
                             October 31,                   Amount
- --------------------------------------------------------------------------------
                                  1999                   $ 6,331
                                  2000                     6,063
                                  2001                     5,904
                                  2002                     5,560
                                  2003                     5,176
                               Thereafter                 50,039
- --------------------------------------------------------------------------------
                                  Total                  $79,073
================================================================================

     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 years in the period ended
     October 31, 1998 were not material.

     Residential tenants:
     Lease terms for residential tenants are usually one year or less.
<PAGE>
Standby letters of credit:
     At October 31,  1998,  the Trust is  obligated  under  irrevocable  standby
     letters of credit of  approximately  $60,000  in  connection  with  certain
     required land improvements at the Franklin Lakes shopping center.

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

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

     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 $576,000,  $495,000 and $476,000 in
     1998, 1997 and 1996, respectively.  In addition, Hekemian charged the Trust
     fees and  


                                       10
<PAGE>
     commissions in connection with the  acquisition of the commercial  building
     in  Patchogue,   New  York  and  various  mortgage  refinancing  and  lease
     acquisition  fees.  Such fees and  commissions  amounted  to  approximately
     $718,000 in 1998.


- --------------------------------------------------------------------------------
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.


- --------------------------------------------------------------------------------
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.


- --------------------------------------------------------------------------------
Note 10- Subsequent events:
     On November 2, 1998, the Trust closed on a $5,375,000  mortgage with Larson
     Financial  Resources,  Inc. The mortgage is 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
     $1,369,000.  

     On November 2, 1998,  the Trust also closed on a $3,900,000  mortgage  with
     Larson  Financial  Resources,  Inc.  The  mortgage  is  payable  in monthly
<PAGE>
     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.

     On November 19,  1998,  the Trust  repaid the  outstanding  mortgage on the
     Spring Lake, New Jersey  apartment  building  (approximately  $29,000 - see
     Note 4) utilizing  proceeds from a new mortgage in the amount of $3,700,000
     with  Larson  Financial  Resources,  Inc.  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.

     Principal amounts (in thousands of dollars) due under the above obligations
     in each of the five years subsequent to October 31, 1998 are as follows:

                                 Year Ending
                                 October 31,                 Amount
- --------------------------------------------------------------------------------
                                    1999                      $115
                                    2000                       147
                                    2001                       157
                                    2002                       168
                                    2003                       179


                                       11
<PAGE>
Report of Independent Public Accountants



   J. H. Cohn LLP                                             LAWRENCEVILLE, NJ
     75 EISENHOWER PARKWAY                                    NEW YORK, NY
     ROSELAND, NJ 07068-1697                                  ROSELAND, NJ
     (973) 228-3500                                           SAN DIEGO, CA



   To the Trustees and Shareholders
   First Real Estate Investment Trust of New Jersey

        We have  audited the  accompanying  balance  sheets of FIRST REAL ESTATE
   INVESTMENT  TRUST OF NEW  JERSEY as of  October  31,  1998 and 1997,  and the
   related  statements of income and  undistributed  earnings and cash flows for
   each of the three years in the period ended October 31, 1998. These financial
   statements   are  the   responsibility   of  the  Trust's   management.   Our
   responsibility  is to express an opinion on these financial  statements based
   on our audits.

        We conducted our audits in accordance with generally  accepted  auditing
   standards.  Those  standards  require  that we plan and  perform the audit to
   obtain reasonable  assurance about whether the financial  statements are free
   of  material  misstatement.  An audit  includes  examining,  on a test basis,
   evidence supporting the amounts and disclosures in the financial  statements.
   An  audit  also  includes  assessing  the  accounting   principles  used  and
   significant  estimates made by management,  as well as evaluating the overall
   financial  statement  presentation.  We  believe  that our  audits  provide a
   reasonable basis for our opinion.

        In our  opinion,  the  financial  statements  referred to above  present
   fairly, in all material respects, the financial position of First Real Estate
   Investment  Trust of New  Jersey as of  October  31,  1998 and 1997,  and its
   results  of  operations  and cash  flows for each of the  three  years in the
   period  ended  October  31,  1998,  in  conformity  with  generally  accepted
   accounting principles.

        Our audits referred to above included the information in Schedules IX, X
   and XI which  present  fairly,  when read in  conjunction  with the financial
   statements, the information required to be set forth therein.


                                                     /s/J. H. Cohn LLP
   Roseland, New Jersey                              -----------------
   November 20, 1998                                    J. H. Cohn LLP



                                       12
<PAGE>
FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Selected Financial Data (1)
(in thousands except per share amounts)

- -----------------------------------------------------------------------------------------------------------------------
Years ended October 31,                                1998          1997         1996          1995            1994
- -----------------------------------------------------------------------------------------------------------------------
<S>                                                  <C>           <C>           <C>           <C>            <C>    
Equity in Income of Affiliate                        $   213       $   139       $    92       $    81        $    51
Total Revenues                                        14,432        11,698        11,417        11,124         10,335
Total Expenses                                        10,747         8,735         8,755         8,338          7,952
Net Income                                             3,685         2,963         2,662         2,786          2,383
Net Income Per Share                                    2.36          1.90          1.71          1.79           1.53


Total Assets                                          71,275        59,233        51,674        51,838         52,398
Long-Term Mortgage Debt                               47,853        24,429        23,609        24,110         24,564
Shareholders' Equity                                  20,362        19,984        19,984        19,989         21,148
Dividends Paid Per Share                                2.12          1.90          1.71          2.53           1.62
Weighted Average Number
  of Shares Outstanding                                1,559         1,559         1,559         1,559          1,559
======================================================================================================================= 
</TABLE>
(1)  Westwood  Hills  L.L.C.  is  accounted  for  using  the  equity  method  of
accounting.  Fiscal  years  ended  October  31,  1996,  1995 and 1994  have been
restated to reflect this accounting method.

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

Overview

     The Trust is an equity REIT which owns a portfolio of residential apartment
and retail  properties.  The Trust'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 Trust also receives income from its
40%  owned  affiliate,  Westwood  Hills,  which  owns  a  residential  apartment
property.  The Trust's  policy has been to acquire real  property for  long-term
investment.
     During the period  covering fiscal 1996 through the first quarter of fiscal
1999, the events which had the most significant impact on the Trust's operations
were (i) the closing and demolition of the old Franklin Lakes Shopping Center in
December  1996  and the  completion  of  construction  of the  new and  expanded
(approximately  87,000 square feet)  Franklin  Crossing  Shopping  Center in the
fourth  quarter of fiscal 1997;  (ii) the  acquisition  in December  1997 of the
Patchogue,  New York single tenant retail  property  which has a large  Pathmark
supermarket super store (63,900 square feet) as its tenant; and (iii) the series
of mortgage  financings  which the Trust closed during fiscal 1998 and the first
quarter of fiscal 1999.
<PAGE>
     The following  discussion  should be read in  conjunction  with the Trust's
financial statements and related notes included elsewhere in this Annual Report.
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 Trust  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  Annual  Report,  that could cause  actual  results to differ
materially from those projected.

Results of Operations
Fiscal Years ended October 31, 1998 and October 31, 1997

Revenues
     For the  fiscal  year ended  October  31,  1998,  total  revenue  increased
$2,734,000(23.4%) from $11,698,000 in fiscal 1997 to $14,432,000.  $2,313,000 of
the increase in revenues is due, primarily,  to the December 1997 acquisition of

                                       13
<PAGE>
the property in  Patchogue,  New York and the  reopening of the new and expanded
Franklin  Crossing  Shopping Center in the fourth quarter of fiscal 1997.  Grand
Union,  which  leases  approximately  47% of the  available  leasable  space and
operates a supermarket at Franklin  Crossing,  commenced  paying rent in October
1997.  At October 31, 1998,  Franklin  Crossing was 60% occupied and 65% leased.
The balance of the revenue increase is attributable to increased revenues at the
Trust's other properties and its 40% equity in the earnings of Westwood Hills.

Expenses
     For the year ended October 31, 1998,  total expenses  increased  $2,012,000
(23.0%) from $8,735,000 in fiscal 1997 to $10,747,000 in fiscal 1998. $1,133,000
of this increase is attributable to an increase in financing costs  (including a
one-time  debt  retirement  charge  of  $130,000)  resulting  from  the  Trust's
increased debt level. Real estate operating  expenses increased $528,000 (11.7%)
from  $4,498,000 in fiscal 1997 to  $5,026,000 in fiscal 1998,  primarily due to
$470,000  attributable  to the  operations at Patchogue  and Franklin  Crossing.
Depreciation  increased  $331,000  (25.1%)  from  $1,319,000  in fiscal  1997 to
$1,650,000 in fiscal 1998 primarily due to additional  depreciation taken on the
Patchogue and Franklin  Crossing  properties.  In fiscal 1999, the Trust expects
its rental  revenues to  continue  to grow at a faster  rate than its  expenses.
Under the terms of their  leases,  retail  tenants  reimburse  the Trust for the
majority of the operating  expenses and real estate taxes incurred at the retail
properties. Varying occupancy rates affect the amount of reimbursements received
by the Trust. For the past three fiscal years,  average  occupancy at the retail
properties has been 98.5%.

Net Income and Funds from Operations
     For the  fiscal  year  ended  October  31,  1998,  the  Trust's  net income
increased  $722,000  (24.4%)  from  $2,963,000  in  fiscal  1997 to  $3,685,000.
Earnings  per share  increased  from $1.90 per share in fiscal 1997 to $2.36 per
share in fiscal 1998.  Earnings at  operating  properties  increased  $1,801,000
(31.5%) to  $7,538,000  from  $5,733,000  for the prior  year.  Earnings at same
properties  increased 5.9% as a result of high,  stable  occupancy  levels,  and
revenue increases (3.7%) outpacing  expense increases (1.4%).  Earnings from the
Trust's new retail  property in  Patchogue,  New York and the reopened  Franklin
Crossing  Shopping Center accounted for the majority of the earnings  increases.
Funds from Operations (FFO) increased  $900,000  (20.5%) from $4,399,000  ($2.82
per share) in fiscal 1997 to $5,299,000 ($3.40 per share) in fiscal 1998.
     The Trust believes that in fiscal 1999 the continued  economic  strength in
the employment  markets in which its  properties  are located,  should allow the
Trust to realize its current occupancy rates for its apartment properties with a
sound support base for its retail  properties.  The Trust expects that continued
increasing occupancy at Franklin Crossing should generate increased earnings and
FFO in 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 Trust 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.  Additionally,  the
application  and  calculation of FFO by certain other REITs may vary  materially
from that of the Trust, and therefore the Trust's FFO and the FFO of other REITs
may not be directly comparable.  As an example, the definition of FFO adopted by
the National  Association of Real Estate Investment  Trusts (NAREIT)  encourages
including  the  "straight-lining"  of  rents.  The  Trust  does not  incorporate
straight-line  rents in determining  FFO, which results in lesser amounts of FFO
reported  by the Trust  than if it used the  method of  calculation  adopted  by
NAREIT.
<PAGE>
Fiscal Years ended October 31, 1997 and October 31, 1996

Revenues
     The Trust's total revenue  increased  $281,000  (2.5%) from  $11,417,000 in
fiscal  1996 to  $11,698,000  in fiscal  1997.  The Trust's  shopping  center in
Franklin  Lakes,  New Jersey was closed and  demolished  in December  1996. As a
practical matter,  the shopping center was really closed for the last quarter of
fiscal 1996, as the Trust did not renew leases as they expired.  Construction on
the new and expanded  Franklin  Crossing was not completed until August 1997 and
did not  reopen  until the end of fiscal  1997.  Rental  income  would have been
greater in fiscal 1996 and fiscal 1997 if the Franklin Lakes Shopping Center had
not been closed.  However,  the Trust expects that the new and expanded Franklin
Crossing  Shopping  Center will provide a more  significant  contribution to the
Trust's revenues and income than was provided by the previous shopping center.

Expenses
     For the fiscal year ended  October 31,  1997,  the Trust's  total  expenses
decreased by $20,000 from $8,743,000 in fiscal 1996 to $8,723,000.  The decrease
in  expenses in fiscal  1997 was mainly a result of certain  increased  costs in
fiscal 1996 incurred  during the harsh winter of 1996 such as snow removal costs
and utility costs that were not incurred during fiscal 1997.  Property taxes are
a major  component  of operating  expenses.  The Trust  continues to 

                                       14
<PAGE>
vigorously  appeal real estate  assessments  where  appropriate  in an effort to
assure that its properties are fairly assessed for real estate tax purposes.

     During the demolition  and the  construction  of the new Franklin  Crossing
Shopping  Center,  various costs were incurred by the Trust.  In accordance with
GAAP, the costs relating to construction  were capitalized  during the period of
construction.  The effect of capitalizing  construction  costs is that while the
Trust is  experiencing  cash  outflows  with respect to such costs,  there is an
immaterial   effect  on  the  Trust's   fiscal  1997  Statement  of  Income  and
Undistributed Earnings with respect to such capitalized costs.

Net Income and Funds from Operations
     For the  fiscal  year  ended  October  31,  1997,  the  Trust's  net income
increased  $301,000  (11.3%)  from  $2,662,000  in  fiscal  1996 to  $2,963,000.
Earnings  per share for fiscal  1997 were $1.90 as  compared to $1.71 for fiscal
1996. FFO increased  $231,000 (5.5%) in fiscal 1997 from  $4,158,000  ($2.67 per
share) in fiscal 1996 to  $4,399,000  ($2.82 per share).  Earnings at  operating
properties increased 4.3%.

Liquidity and Capital Resources
     At October 31, 1998, the Trust's cash and cash equivalents totaled $793,000
as compared to $228,000 at October 31, 1997. At December 31, 1998, cash and cash
equivalents  totaled  $14,942,000.  Net cash inflows from the Trust's operations
amounted to $5.1  million in fiscal  1998 as compared to $3.7  million in fiscal
1997 and $3.3 million in fiscal 1996. In fiscal 1997,  the Trust  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 Trust 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 Trust closed on
a series of mortgage  financings  which yielded net cash proceeds of $12,706,000
to the Trust. In addition, the Trust'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 Trust in accordance with its equity ownership.

     As a result of the various mortgage financings,  and reflecting the reduced
collateral  available,  the Trust'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 Trust may use this line of credit to
finance the acquisition or development of additional  properties and for general
business  purposes.  At October 31, 1998 and December  31,  1998,  there were no
outstanding  borrowings  under the line of credit as compared  to $11.4  million
which was outstanding at October 31, 1997.

     At October 31, 1998, the Trust's  aggregate  outstanding  mortgage debt was
approximately  $47.9  million as  compared  to  approximately  $24.4  million at
October 31, 1997 and  approximately $34 million at October 31, 1996. At December
31, 1998, the Trust's  aggregate  outstanding  mortgage debt was $60.69 million.
Cash flow from operations has been  sufficient to meet all operational  needs of
the Trust. The Trust anticipates that the cash flow from operations will be more
than sufficient to meet the Trust'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.
<PAGE>
     The  Trust  continues  to make  capital  improvements  to,  primarily,  its
apartment  properties  when  it  deems  such  improvements  to be  necessary  or
appropriate.  The short-term  impact of such capital  outlays will be to depress
the Trust's  current cash flow.  The Trust is now  experiencing  the benefits of
these  expenditures  by preserving the physical  integrity of its properties and
securing  increased  rentals.  Other than the apartment  rehabilitation  program
described above, the Trust has made no commitments and has no understandings for
any material capital  expenditures during fiscal 1999 other than in the ordinary
course of business.

REIT Distributions to Shareholders
     Since its inception in 1961,  the Trust has elected to be treated as a REIT
for Federal  Income Tax purposes.  In order to qualify as a REIT, the Trust 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 Trust 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 Trust 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. Dividends per
share were $2.12,  $1.90 and $1.71 in the fiscal  years ended  October 31, 1998,
1997 and 1996,  respectively.  Total dividends paid to shareholders during these
three fiscal years were  $3,306,750,  $2,963,597 and  $2,667,237,  respectively,
representing  104.3%,  105.4% and 99.3% of the Trust's  REIT  taxable  income of
$3,171,000, $2,813,762, and $2,686,000, respectively, for each such fis-


                                       15
<PAGE>
cal year.  Although the Trust receives most of its rental  payments on a monthly
basis, it has and intends to continue to make regular quarterly dividend payment
distributions.  The funds accumulated for dividend distributions may be invested
by the Trust in short-term marketable instruments.

Inflation
     The Trust  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 Trust 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.

Year 2000 Issue
     The Trust and Hekemian & Co.,  Inc.,  which  manages the Trust's  developed
properties  and  provides  other  services  to  the  Trust,  have  undertaken  a
comprehensive  assessment of the Trust's business  exposure  relative to the Y2K
issue.  While the Trust does not own or use any computer  systems,  the business
managed by Hekemian & Co.,  Inc., is dependent on computer  hardware,  software,
systems and  processes.  Hekemian & Co., Inc., has advised the Trust that all of
its major Non-IT systems are Y2K compliant and that it expects that all major IT
systems will be  compliant  before the end of 1999.  The Trust  expects that any
costs  incurred by it to assess the Y2K issue and to remediate  any Y2K problems
will not have a significant  adverse effect on the Trust's  operating results or
financial  condition.  Hekemian & Co.,  Inc.,  has also  contacted  the  Trust's
tenants and all other critical  external entities to determine their exposure to
the Y2K issue and how and if such exposure may impact the Trust's  business.  To
date,  no party  responding  to this inquiry has  indicated  that it expects its
business operations to be significantly affected by the Y2K issue. At this time,
the Trust does not  expect  that the Y2K issue  will have a  materially  adverse
effect on its properties, business, operating results, or financial condition.

Quantitative and Qualitative Disclosures About Market Risk
     As a  result  of  the  Trust  having  replaced  short-term,  variable  rate
financing with long-term  fixed rate financing  during fiscal 1998 and the first
quarter of fiscal  1999,  the Trust  believes  that its  exposure to market risk
relating to interest rate risk is not  material.  The Trust's only variable rate
financing is the Summit Bank line of credit under which there was no outstanding
balance as of December 31, 1998. The Trust believes that its business operations
are not  exposed to market  risk  relating to foreign  currency  exchange  risk,
commodity price risk or equity price risk.
<PAGE>
Shares of Beneficial Interest
- --------------------------------------------------------------------------------

     The Shares are traded in the over-the-counter market through the use of the
OTCBulletin  Board(R) Service (the  "OTCBulletin  Board") provided by NASD, Inc.
The Trust's  symbol is FREVS.  The Trust does not believe that an active  public
trading market exists for the Shares,  since historically only a small volume of
the shares are traded on a sporadic  basis.  The following  table sets forth the
high and low bid  quotations  on the  OTCBulletin  Board,  as provided by Janney
Montgomery Scott, Inc., members of the New York StockExchange and other national
securities  exchanges.  As of January 15, 1999, there were 429 holders of record
of the Shares.
<TABLE>
<CAPTION>

                                                                                                         Dividends
                                                            High                    Low                  Per Share
- -------------------------------------------------------------------------------------------------------------------
<S>                                                        <C>                     <C>                     <C>   
Fiscal Year Ended October 31, 1998
First Quarter                                               $ 25 1/2                $ 25                    $ 0.40
Second Quarter                                              $ 26                    $ 25 1/2                $ 0.40
Third Quarter                                               $ 28                    $ 26                    $ 0.40
Fourth Quarter                                              $ 30                    $ 27                    $ 0.92
Fiscal Year Ended October 31, 1997
First Quarter                                               $ 21 7/8                $ 21 1/2                $ 0.35
Second Quarter                                              $ 22 3/4                $ 22 1/4                $ 0.35
Third Quarter                                               $ 24 1/2                $ 24                    $ 0.35
Fourth Quarter                                              $ 25 1/8                $ 25 1/8                $ 0.85
</TABLE>

     The bid  quotations  set forth  above for the Shares  reflect  inter-dealer
prices, without retail mark-up, mark-downs or commission and may not necessarily
represent actual transactions.



                                       16
<PAGE>
Corporate Information
- --------------------------------------------------------------------------------


Trustees

ROBERT S. HEKEMIAN
Chairman and Chief Executive Officer,
Hekemian & Co., Inc.

DONALD W. BARNEY
Consultant and Investor

JOHN B. VOSKIAN, M.D.
Physician

HERBERT C. KLEIN, Esq.
Partner,
Nowell, Amoroso, Klein, Bierman, P.A.

NICHOLAS A. LAGANELLA
President,
P.T. & L. Construction Co.

CHARLES J. DODGE
Chief Executive Officer and President,
David Cronheim Mortgage Corp.

RONALD J. ARTINIAN
Private Investor

ALAN L. AUFZIEN
Chairman, Norall Organisation


Officers

Robert S. Hekemian
Chairman of the Board

Donald W. Barney
President

John B. Voskian, M.D.
Secretary

William R. DeLorenzo, Jr.
Executive Secretary and Treasurer

<PAGE>


General Information

Corporate Headquarters
505 Main Street, P.O. Box 667
Hackensack, New Jersey 07602
(201) 488-6400

Market Maker
Janney Montgomery Scott, Inc.
Hackensack, New Jersey

Managing Agent
Hekemian & Co., Inc.
Hackensack, New Jersey

Auditors
J. H. Cohn LLP
Roseland, New Jersey

Transfer Agent
Registrar and Transfer Company
Cranford, New Jersey

Annual Meeting
The Annual Meeting of Shareholders is
scheduled for Wednesday, April 7, 1999,
at 7:30 p.m. to be held at the offices of
First Real Estate Investment Trust of
New Jersey, 505 Main Street,
Hackensack, New Jersey

Form 10-K
A copy of Form  10-K  filed  with the  Securities  and  Exchange  Commission  is
available to shareholders upon written request.

<PAGE>


FIRST REAL ESTATE    [GRAPHIC-PICTURE OF 
INVESTMENT TRUST      CLOCK TOWER]       
OF NEW JERSEY   


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