MONMOUTH CAPITAL CORP
SC 13D/A, 2001-01-17
REAL ESTATE
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             SECURITIES AND EXCHANGE COMMISSION

                   Washington, D.C.  20549

                        SCHEDULE 13D

          Under the Securities Exchange Act of 1934

                     Amendment No. 20

                 MONMOUTH CAPITAL CORPORATION
                      (Name of Issuer)


                        COMMON STOCK
               (Title of Class of Securities)

                         609524103
                       (CUSIP Number)


                    Eugene W. Landy, Esq.
                    Juniper Business Plaza
                     3499 Route 9 North
                   Freehold, New Jersey   07728
                         732-577-9997
             (Name, address and telephone number
           of Person Authorized to Receive Notices
                     and Communications)


                       January 15, 2001
            (Date of Event Which Requires Filing
                       this Statement)


            ANNUAL REPORT --  NO MATERIAL CHANGE

           If  the  filing  person has  previously  filed  a
statement on Schedule 13G to report the acquisition which is
the  subject of this statement, and is filing this statement
because of Rule 13d-1(b)(3) or (4), check the following:
                                                        [   ]

           Check  the  following box if a fee is being  paid
with this statement:                                    [   ]

<PAGE>

1.   Name of Reporting Person, S.S. or I.R.S. Identification
     No. of Reporting Person:

     Eugene W. Landy               S.S. ####-##-####

2.   Check appropriate box if member of a group:

     a)   [ X  ]

     b)   [    ]

3.   SEC Use Only


4.   Source of Funds:

     Eugene W. Landy used personal funds.

5.    Check  if Disclosure of Legal Proceedings is  Required
      pursuant to Items 2(d) or 2(e):


6.   Citizen or Place of Organization:  Citizen of U.S.A.

Number of Shares          7. Sole Voting Power         105,445.7552 shares
Beneficially  Owned       8. Shared Voting Power       101,889.1548 shares
by Reporting  Person      9. Sole Dispositive Power    105,445.7552 shares
                         10. Shared Dispositive Power  101,889.1548 shares

11.    Aggregate  Amount  Beneficially  Owned  by  Reporting
       Person:

       207,334.9100 shares

12.   Check  if  the Aggregate Amount in Row  (11)  excludes
      Certain Shares:

     [   X   ]

13.  Percent of Class Represented by Amount in Row (11):

     13.55%

14.  Type of Reporting Person:  Individual

<PAGE>

ITEM 1.   SECURITY AND ISSUER

           Common Stock issued by Monmouth Capital Corporation, Juniper
           Business Plaza, 3499 Route 9 North, Freehold, New Jersey 07728.


ITEM 2.   IDENTITY AND BACKGROUND

      (a)  The  person filing this statement is  Eugene  W. Landy.

      (b)  Mr. Landy's business address is Juniper Business Plaza,
           3499 Route 9 North, Freehold, New Jersey 07728.

      (c)  Mr. Landy's present principal occupation  is  an attorney;
           President of Monmouth Capital Corporation; President of
           Monmouth Real Estate Investment Corporation (formerly Monmouth
           Real Estate Investment Trust); and Chairman of the Board of
           United Mobile Homes, Inc.

      (d)  Mr.  Landy has not been convicted in a  criminal proceeding
           during the past five years.

      (e)  Mr. Landy, has not, during the past five  years, been a party to a
           civil proceeding of a judicial or administrative body of competent
           jurisdiction that resulted in a judgment, decree, or final order
           enjoining future violations of, or prohibiting or mandating
           activities subject to federal orstate security laws or finding
           any violations with respect to such laws.

     (f)   Mr. Landy is a United States citizen.

ITEM 3.   SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

          Answers to this Item 3 for Mr. Landy are set forth above.

ITEM 4.   PURPOSE OF TRANSACTION

          Common Stock of Monmouth Capital Corporation was acquired for
          investment purposes.  The acquisition involves no change of
          control of Monmouth Capital Corporation.  Eugene  W.  Landy  is
          President, Director and a major shareholder. Therefore, Item 4
          is somewhat inapplicable. Mr. Landy has no plans for the following:

          (a)   The acquisition by any person or additional securities of
          the issuer, or the disposition of securities of the issuer;
          except that purchases of Monmouth Capital Corporation common stock
          in amounts up to 10,000 shares may be made from time to time in
          the open market; and except that purchases of Monmouth Capital

<PAGE>

           Corporation common stock may be made from time to time under the
           Company's Dividend Reinvestment and Stock Purchase Plan without
           limitation.

           (b)  the extraordinary corporate transaction, such as a merger,
          reorganization or liquidation, involving the issuer or any
          of its subsidiaries; except the Board of Directors of Monmouth
          Capital Corporation is considering the changes set forth in (f)
          of this Item 4 below;

          (c)   a sale or transfer of a material amount  of assets of the
          issuer or any of its subsidiaries;

          (d)  any change in the present board of directors or management of
          the issuer, including any plans or proposals to change the number
          or term of directors or to fill any existing vacancies on the board;

          (e) any material change in the present capitalization or dividend
          policy of the issuer;

          (f) any other material change in the  issuer's business or
          corporate structur, as set forth in the issuer's Form 10K and
          annual report;

          (g)  changes in the issuer's charter, by-laws  or instruments cor-
          responding thereto or other actions which may impede the acquisition
          or control of the issuer by any person;

          (h)  causing a class of securities of the issuerto be delisted from a
          national securities exchange or to cease to be authorized to be
          quoted in an interdealer quotation system of a registered national
          securities association; or

          (i)  any action similar to any of those enumerated above.

ITEM 5.   INTEREST IN SECURITIES OF THE ISSUER

           (a)   As of the close of business on January 15, 2001, the
           following table lists the aggregate number of shares and the
           percentage of the shares of common stock owned:

<PAGE>

                                   Aggregate Number         Percentage of
           Name                     of Shares Owned         Shares Owned

          Eugene W. Landy           98,123.9986
          Gloria Landy               7,321.7566
          Eugene W. Landy,
             Profit Sharing         69,053.3266
          Eugene W. Landy,
            Pension Plan            32,835.8282

                 Total:            207,334.9100 shares*    13.55%

______________________________
*Excludes shares held by Mr. Landy's adult children in which he
  disclaims any beneficial interest.

            (b)   The  information  required  by  this  sub-paragraph is
            contained in the responses to ITEMS 7-10 of the second part of
            the cover page hereto, which items are hereby incorporated by
            reference.

            (c)  The following transactions were effected  by Mr. Landy with
            respect to the Common Stock of Monmouth Capital Corporation during
            the past 60 days:

                                       Amt.of       Character of     Price Per
            Name       Date            Shares       Transaction         Share

            E.W.Landy  12/15/00        1,629.9818 Acquisition Pursuant $2.75
                                                  to the Company's
                                                  Dividend Reinvestment
                                                  and Stock Purchase Plan

           Gloria Landy 12/15/00         130.7455 Acquisition Pursuant $2.75
                                                  to the Company's
                                                  Dividend Reinvestment
                                                  and Stock Purchase Plan

            E.W. Landy
            Profit Sharing 12/15/00    1,052.7382 Acquisition Pursuant $2.75
                                                  to the Company's
                                                  Dividend Reinvestment
                                                  and Stock Purchase Plan

<PAGE>

                                         Amt. of   Character of      Price Per
             Name            Date        Shares    Transaction         Share

           E.W. Landy      12/15/00      586.3527 Acquisition Pursuant $2.75
           Pension Plan                           to the Company's
                                                  Dividend Reinvestment
                                                  and Stock Purchase Plan


ITEM 6.   CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
          RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER

                 There   are   no  contracts,  arrangements, understandings
          or relationships  (legal  or otherwise) between the person named
          in Item 2 hereof or between such person and any person with respect
          to any securities of Monmouth Capital Corporation.

ITEM 7 .   MATERIAL TO BE FILED AS EXHIBITS

           None.


                          SIGNATURE

           After reasonable inquiry and to the best of my knowledge and
           belief, I certify that the information set forth in this statement
           is true, complete and correct.








Dated:     January 15, 2001

                                            /s/Eugene W. Landy






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