8-K

United States

SECURITIES AND EXCHANGE COMMISSIONWashington, DC  20549

__________________

FORM 8-K __________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) ofthe Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 21, 2013

Commission File Number 1-12803

URSTADT BIDDLE PROPERTIES INC.

(Exact Name of Registrant in its Charter)

Maryland	04-2458042
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)
321 Railroad Avenue, Greenwich, CT	06830
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code:  (203) 863-8200

N/A(Former Name or Former address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

□ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

□ Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12)

□ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

□ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;Compensatory Arrangements of Certain Officers.

At the Annual Meeting of Stockholders of Urstadt Biddle Properties Inc. (the "Company") held on March 21, 2013, the stockholders approved an amendment to the Company's Amended and Restated Restricted Stock Award Plan (the "Plan") increasing by 600,000 shares of common stock the maximum number of shares available for issuance under the Plan.  As amended, the Plan permits the Company's Compensation Committee to issue up to 3,750,000 common shares, of which 350,000 shares are Class A Common Stock, 350,000 shares are Common Stock and 3,050,000 shares, at the discretion of the Compensation Committee, may be any combination of Class A Common Stock or Common Stock.

The principal purpose of the Plan is to promote the long-term growth of the Company by attracting, retaining, and motivating Directors and key management personnel possessing outstanding ability and to further align the interests of such personnel with those of the Company's stockholders through stock ownership opportunities. Pursuant to the Plan, Directors and management personnel of the Company, selected by the Compensation Committee, may be issued restricted stock awards.

Item 5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

At the Annual Meeting of Stockholders of the Company held on March 21, 2013, the stockholders approved amendments to the Company's Charter (i) increasing the number of authorized shares of stock that the Company has authority to issue from 100,000,000 shares to 200,000,000 shares, (ii) permitting the Board of Directors to make changes in the number of authorized shares of stock without additional approval from stockholders, and (iii) reducing the percentage required for approval of certain stockholder votes from two-thirds to a majority.

The amendments to the Charter became effective on March 22, 2013 upon the filing of Articles of Amendment with the State Department of Assessments and Taxation of the State of Maryland.  A copy of the Articles of Amendment so filed is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 5.07Submission of Matters to a Vote of Security Holders

At the Annual Meeting of Stockholders of the Company held on March 21, 2013, stockholders were asked to vote on the following matters:

1.	Election of Directors Election of one Director (Class III) to serve for two years:
	Director		For	Withheld		Broker Non-votes
	Catherine U. Biddle		8,439,499	69,158		1,112,612
	and
	Election of three Directors (Class I) to serve for three years:
	Director		For	Withheld		Broker Non-votes
	Wiling L. Biddle		8,117,279	391,378		1,112,612
	E. Virgil Conway		8,140,777	367,880		1,112,612
	Robert J. Mueller		8,145,156	363,502		1,112,612
2.	Ratification of the appointment of PKF O'Connor Davies, A Division of O'Connor Davies, LLP as the Company's independent registered public accounting firm for the fiscal year ending October 31, 2013.
	For	Against			Abstain	Broker Non-votes
	9,593,947	19,452			7,870	0

3.	Amendment to the Company's Charter to increase the number of authorized shares of stock.
	For	Against	Abstain	Broker Non-votes
	7,380,180	1,120,789	7,688	1,112,612
4.	Amendment to the Company's Charter to permit the Board of Directors to make changes in the number of authorized shares of stock without additional approval from stockholders.
	For	Against	Abstain	Broker Non-votes
	7,230,347	1,270,628	7,682	1,112,612
5.	Amendment to the Company's Charter to reduce the percentage required for approval of certain stockholder votes from two-thirds to a majority.
	For	Against	Abstain	Broker Non-votes
	7,864,515	632,363	11,780	1,112,612
6.	Amendment to the Company's Restricted Stock Award Plan.
	For	Against	Abstain	Broker Non-votes
	7,953,211	539,938	15,508	1,112,612

Catherine U. Biddle was elected to serve among the Company's Class III Directors until the 2015 Annual Meeting of stockholders.  Mrs. Biddle currently serves as Vice President, Corporate Secretary and a Director of Urstadt Property Company, Inc., a real estate investment company unrelated to Urstadt Biddle Properties Inc.  A copy of the press release announcing Mrs. Biddle's election to the Board is attached hereto as Exhibit 99.2 and incorporated herein by reference.

Item 9.01Financial Statements and Exhibits.

(a) Not applicable

(b) Not applicable

(c) Not applicable.

(d) The following exhibits are filed as part of this report:

(i) Articles of Amendment dated March 21, 2013 to the Company's Articles of Incorporationare filed as Exhibit 99.1.

(ii) Press release dated March 21, 2013 is filed as Exhibit 99.2.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:   March 22, 2013	URSTADT BIDDLE PROPERTIES INC.
	(Registrant)
	/s/ John T. Hayes
	John T. Hayes
	Senior Vice President & Chief Financial Officer

EXHIBIT INDEX

Exhibit No.

99.1 Articles of Amendment dated March 21, 2013 to the Company's Articles of Incorporation, as filed with the State Department of Assessments and Taxation of the State of Maryland

99.2 Press Release dated March 21, 2013

EX-99.1

EXHIBIT 99.1

ARTICLES OF AMENDMENT

of

URSTADT BIDDLE PROPERTIES INC.

Urstadt Biddle Properties Inc., a Maryland corporation (the "Corporation"), hereby certifies as follows:

FIRST:  The Corporation desires to amend its charter as currently in effect.

SECOND:Article VII of the Corporation's charter is hereby amended by deleting therefrom Section 7.1 in its entirety and inserting the following in place thereof:

"7.1 Authorized Stock.  (a) The total number of shares of stock that the Corporation has authority to issue (the "Stock") is Two Hundred Million (200,000,000) shares, consisting of (i) Thirty Million (30,000,000) shares of common stock, par value $.01 per share (the "Common Stock"); (ii) One Hundred Million (100,000,000) shares of Class A common stock, par value $.01 per share (having such preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption as are set forth in the Articles Supplementary of the Corporation accepted for record by the State Department of Assessments and Taxation of the State of Maryland on June 17, 1998); (iii) Fifty Million (50,000,000) shares of preferred stock, par value $.01 per share (the "Preferred Stock"); and (iv) Twenty Million (20,000,000) shares of excess stock, par value $.01 per share (the "Excess Stock").  The aggregate par value of all shares of all classes of stock is $2,000,000.

(b)The Board of Directors, with the approval of a majority of the entire Board of Directors and without any action by the stockholders of the Corporation, may amend the charter of the Corporation from time to time to increase or decrease the aggregate number of shares of stock or the number of shares of stock of any class or series that the Corporation has authority to issue."

THIRD:  Article XIV of the Corporation's charter is hereby amended by deleting the second sentence of the first paragraph of Article XIV.

FOURTH:  Article XIV of the Corporation's charter is hereby amended by inserting a new paragraph at the end of Article XIV as follows:

"Except as specifically provided in Section 6.4 (relating to removal of directors), notwithstanding any provision of law permitting or requiring any action to be taken or approved by the affirmative vote of the holders of shares of stock entitled to cast a greater number of votes, any such action shall be effective if taken or approved by the affirmative vote of holders of shares of the Corporation's stock representing a majority of all votes entitled to be cast on the matter."

FIFTH:  Article XVII of the Corporation's charter is hereby amended by deleting therefrom the third and fourth sentences of the first paragraph thereof.

SIXTH:  6.1.  Immediately before the amendment set forth in Article SECOND hereof, the Corporation has authority to issue One Hundred Million (100,000,000) shares of stock, all having a par value of $.01 per share, consisting of (i) Thirty Million (30,000,000) shares of common stock, (ii) Forty Million (40,000,000) shares of Class A common stock, (iii) Twenty Million (20,000,000) shares of preferred stock and (iv) Ten Million (10,000,000) shares of excess stock, and the aggregate par value of all shares of all classes is $1,000,000.

6.2.As amended, the Corporation has authority to issue Two Hundred Million (200,000,000) shares of stock, all having a par value of $.01 per share, consisting of (i) Thirty Million (30,000,000) shares of common stock, (ii) One Hundred Million (100,000,000) shares of Class A common stock, (iii) Fifty Million (50,000,000) shares of preferred stock and (iv) Twenty Million (20,000,000) shares of excess stock, and the aggregate par value of all shares of all classes is $2,000,000.

6.3.None of the preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of any class of the Corporation's stock were changed by the amendments set forth in these Articles of Amendment.

SEVENTH:  The amendments to the charter of the Corporation set forth in these Articles of Amendment have been advised by the board of directors of the Corporation and approved by the requisite vote of the stockholders of the Corporation at a meeting duly called and held, all in the manner prescribed by and in accordance with the provisions of the charter and bylaws of the Corporation and the Maryland General Corporation Law.

IN WITNESS WHEREOF, Urstadt Biddle Properties Inc. has caused these Articles of Amendment to be executed in its name and on its behalf by its President who acknowledges that these Articles of Amendment are the corporate act of the Corporation and that, as to all matters and facts required to be verified under oath and to the best of his knowledge, information and belief under the penalties of perjury, the matters and facts set forth herein are true in all material respects, as of this 21st day of March, 2013.

ATTEST:	URSTADT BIDDLE PROPERTIES INC.
/s/ Thomas D. Myers	By: /s/ Willing L. Biddle
Thomas D. Myers	Willing L. Biddle
Secretary	President

EX-99.2

EXHIBIT 99.2

For Immediate Release

Contact:Willing L. Biddle, President & COO

John T. Hayes, SVP & CFO

Urstadt Biddle Properties Inc.

(203) 863-8200

Urstadt Biddle Properties Inc.

Announces The Election of

Catherine U. Biddle to the Board of Directors

GREENWICH, CONNECTICUT March 21, 2013…Urstadt Biddle Properties Inc.  (NYSE: UBA and UBP) announced that earlier today the stockholders of the Company elected Catherine U. Biddle to fill a vacancy on the Company's Board of Directors.  Mrs. Biddle currently serves as Vice President, Corporate Secretary and a Director of Urstadt Property Company, Inc., a real estate investment company unrelated to Urstadt Biddle Properties Inc.  She currently serves as a Board Member of Kensico Cemetery and Trustee of Historic Hudson Valley.  Previously, Mrs. Biddle served as an officer in the Commercial Real Estate Finance Division of The Bank of New York.    She is the wife of Willing L. Biddle, the Company's President, and the daughter of Charles J. Urstadt, Chairman and Chief Executive Officer of the Company. 

The stockholders also re-elected Messrs. Willing L. Biddle, E. Virgil Conway and Robert J. Mueller as Directors of the Company.

Charles J. Urstadt, Chairman of the Board of Directors and the Company's Chief Executive Officer commented "We are delighted to welcome Catherine to the Board.  We expect that her background in commercial real estate finance, experience with the real estate investment company she serves, and familiarity with properties in the Company's core geographic area and the markets in which they are located will make her a valuable addition to the Board."

Urstadt Biddle Properties Inc. is a self-administered equity real estate investment trust which owns or has equity interests in 63 properties containing approximately 5.0 million square feet of space.  Listed on the New York Stock Exchange since 1970, it provides investors with a means of participating in ownership of income-producing properties.  It has paid 173 consecutive quarters of uninterrupted dividends to its shareholders since its inception and raised its dividend to its shareholders for the last 19 consecutive years.