8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549

                                    FORM 8-K
                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported): August 12, 2005


                           WILSHIRE ENTERPRISES, INC.
             (Exact name of Registrant as specified in its charter)


           Delaware                    1-4673                  84-0513668
(State or other jurisdiction of   (Commission File            (IRS Employer
incorporation or organization)         Number)             Identification No.)

  1 Gateway Center, Newark, New Jersey                           07102
(Address of principal executive offices)                       (Zip Code)

                                 (201) 420-2796
              (Registrant's telephone number, including area code)

         --------------------------------------------------------------
         (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 (see General Instruction A.2. below):

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

      [ ] Soliciting material pursuant to Rule 14a-12 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 7.01.  Regulation FD Disclosure.

            Wilshire Enterprises, Inc. (the "Company") is furnishing herewith a
press release announcing its plans to divest its New Jersey assets and other
real estate transactions.

ITEM 9.01.  Financial Statements and Exhibits

            (c)   Exhibits

            The following exhibit is included with this report:

Exhibit Number      Description
- --------------      -----------
99.1                Press release dated August 12, 2005
                    announcing the Company's plans to
                    divest its New Jersey assets and other
                    real estate transactions.


                                      -2-


                                    SIGNATURE

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


Dated:  August 12, 2005                 WILSHIRE ENTERPRISES, INC.
                                        (Registrant)

                                        By:  /s/ Daniel C. Pryor
                                             -------------------
                                                 Daniel C. Pryor
                                                 President


                                      -3-


                                  EXHIBIT INDEX

Exhibit Number      Description
- --------------      -----------
99.1                Press release dated August 12, 2005
                    announcing the Company's plans to
                    divest its New Jersey assets and other
                    real estate transactions.

                                      -4-

EX-99.1

                                                                    Exhibit 99.1

FOR IMMEDIATE RELEASE
AMEX: WOC

Wilshire Enterprises, Inc. Announces Plans to Divest its New Jersey Assets

Newark, N.J., August 12, 2005 -- Wilshire Enterprises, Inc. ("Wilshire" or the
"Company") (Amex: WOC) announced today that it plans to divest all of its real
estate assets located in New Jersey. The bulk of the Company's New Jersey
properties are intended to be sold as a portfolio during the fourth quarter of
2005. The Company expects to reinvest the proceeds resulting from this potential
sale as part of a tax-deferred exchange into a multi-family property located in
Arizona or in another core market. The divestiture and acquisition, if
completed, will consolidate the Company's investment base in a tax-efficient
manner into multi-family assets in a core market and are expected to increase
the Company's cash flow.

Divestiture of New Jersey Assets: The Company recently listed for sale most of
its New Jersey assets for $26.5 million. The New Jersey properties being
divested include: Alpine Village (132 units in Sussex), 17.5 acres located
adjacent to Alpine Village, Galsworthy Arms Condominiums (41 units), Jefferson
Gardens Condominiums (18 units), the Rutherford Bank Branch, 1.8 acres located
on the shore of Lake Hopatcong, and 0.5 acre located in West Orange. The
properties are being sold as a portfolio and were listed with the national real
estate brokerage firm Marcus & Millichap. The Company believes that the
residential properties included in the portfolio, Alpine Village, Galsworthy
Arms and Jefferson Gardens, have benefited as a result of the Company's
significant investment program and repositioning efforts during the past year.
David Thurston, the listing agent for Marcus & Millichap, stated, "The Wilshire
portfolio is a rare opportunity for a buyer to acquire a valuable grouping of
assets with outstanding locations and considerable appreciation potential." No
assurance can be given, however, that the properties will be sold as a single
portfolio or that buyers will meet the Company's asking price.

Sale of Several Condominium Units: The Company recently divested several of its
condominium units at Galsworthy Arms and Jefferson Gardens as part of its
previously announced strategy of establishing an improved market valuation for
its investment in the condominium complexes. The Company sold a one-bedroom at
Galsworthy Arms for $240,000 in May 2005, and recently entered into purchase &
sale agreements to sell one-bedroom and two-bedroom Galsworthy Arms condominiums
for $259,900 and $287,900, respectively. The Company sold a one-bedroom
condominium at Jefferson Gardens for $150,000 in August 2005 and recently
entered into a purchase & sale agreement to sell a two-bedroom Jefferson Gardens
condominium for $186,000. These prices compare favorably to the valuation
estimates of the Galsworthy Arms and Jefferson Garden condominium units provided
by management in the Company's October 2004 investor presentation. The Company
believes that the attractive prices achieved for the Galsworthy Arms
condominiums resulted in part from its $300,000 investment and repositioning
strategy for this complex. Similarly, management believes that the Jefferson
Garden condominiums achieved an attractive valuation due to an effective
internal upgrade program.



Pending Acquisition of Arizona 2004 Multi-Family Asset: The Company recently
signed a contract to acquire The Village at Gateway Pavilions, a 240 unit "Class
A" multi-family property built in 2004 in Avondale, Arizona for $28.1 million.
The purchase, which is subject to due diligence and the assumption of HUD
financing, is expected to close in January 2006. (No assurance can be given,
however, that the property will be acquired.) The Company expects to use the
proceeds from the sale of assets, such as the sale of the Biltmore Club and / or
other assets to primarily fund this transaction. The newly built property,
located near a highly successful shopping center, office condominium park and
major roads in western Phoenix, is currently 93% occupied after a one-year lease
up period. The Company believes that the "Cash Flow" (defined as net operating
income less interest expense and capital expenditures) generated from this new
"Class A" Arizona asset will be greater than the historical Cash Flow from the
Biltmore Club or the portfolio of the New Jersey assets currently being sold.

The Wilshire Hotel: As previously reported, on June 2, 2005, Wilshire completed
a successful transaction with respect to the Wilshire Grand Hotel and Banquet
Facility (the "Wilshire Hotel") located in West Orange, New Jersey. The Company
previously leased the Wilshire Hotel under two 25-year operating leases, one for
the hotel and one for the banquet facility, to an experienced hotel operator
(the "Hotel Operator"). In 2004, the Hotel Operator ceased payment on its
mortgage obligations, which are held by a third party (the "Mortgagor") and
secured by multiple properties including the Wilshire Hotel. In January 2005,
the Hotel Operator ceased making lease payments to Wilshire which, for the year
ended December 31, 2005, would have totaled $255,500. As a result of not
receiving lease payments, the Company initiated and completed a restructuring
effort which included the termination of the leases with the Hotel Operator and
the contribution of the Wilshire Hotel by the Company to a newly formed limited
liability company, WO Grand Hotel, LLC. The Mortgagor contributed its loan
receivable secured by the Wilshire Hotel of $11.9 million from the Hotel
Operator, and the Company and Mortgagor are the sole members of the LLC (the
Hotel Operator is no longer associated with the ownership or operations of the
Wilshire Hotel).



As a result of this transaction, the Company has been responsible for the
Wilshire Hotel's operations since June 2, 2005 and hired a hotel management
company for the property. The LLC's operating agreement provides that the first
$7.5 million in profits and gains will be allocated to Wilshire and that in
certain circumstances Wilshire's interests can be acquired for $5.25 million.

Sherry Wilzig Izak, Chairman and Chief Executive Officer, commented, "The
actions announced today are indicative of the Company's previously stated
objective to optimize the valuation of its diverse asset base. Over the past
year, the Company has been investing in and repositioning select assets in
anticipation of a potential divestiture at an improved valuation. The
significantly improved valuation of the Galsworthy Arms condominiums is an
example of this successful strategy."

Ms. Izak continued: "The divestiture of the New Jersey portfolio reflects our
strategy of rationalizing the Company's investment portfolio into a few core
markets. If opportunities arise, we plan to continue divesting non-core assets.
In particular, properties included for financial reporting purposes as
discontinued operations, including a ten-story landmark building in Perth Amboy
and 72 units in Riverdale, Georgia, may be sold by the Company at an appropriate
time and valuation. The Perth Amboy building is currently benefiting from a
recently commenced $750,000 capital improvements program and renewed leasing
activity, both resulting from our successful negotiation with the City of Perth
Amboy. We continue to evaluate the acquisition of real estate assets in our core
markets, particularly if the Company is able to defer paying taxes resulting
from a gain from the sale of a property by acquiring a new property in
conjunction with a 1031 exchange."

Ms. Izak concluded: "On behalf of the Board of Directors, I want to thank our
shareholders for their continuing support as we execute our previously disclosed
value creation strategy. Under the leadership of Dan Pryor, President and Chief
Operating Officer, we have replaced all personnel at the corporate office in
order to strengthen the Company's ability to execute this strategy. In 2004, we
initiated a focused capital improvements and property repositioning program to
improve the valuation of our core asset portfolio and assets slated for sale.
The Company's divestiture program has, since January 1, 2004, resulted in the
Company's receiving gross proceeds of $51.3 million, or $72.1 million if we
include the pending and under-contract sale of the Biltmore Club. As we continue
to improve and then sell non-core assets, and potentially reinvest proceeds in
assets located in our core markets, we hope to transform the Company's real
estate portfolio from a diverse array of assets in many markets to a
geographically concentrated portfolio of premium assets.



"Although the equity market value of the Company has increased significantly
since we announced our intention to evaluate alternatives to increase
shareholder value, Wilshire remains committed to evaluate corporate transactions
to improve the net asset value of the Company for shareholders. We believe that
the actions initiated and completed by the Company since January 2004 and key
actions anticipated for the ensuing months, have done and will do much to
transform the Company into an attractive acquisition target or merger partner."

ABOUT WILSHIRE ENTERPRISES:
Wilshire is an American Stock Exchange listed corporation engaged primarily in
the ownership and management of real estate investments in the United States
including the sunbelt states of Arizona, Florida, and Texas.

FORWARD-LOOKING STATEMENT:
The non-historical statements (including the statements regarding the Company's
plans to divest portions of its real estate portfolio, its plans to acquire
property in Arizona and its overall strategies) in this press release are
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Such forward-looking statements are subject to
several risks and uncertainties that could cause actual results to differ
materially from such projections. Such risks and uncertainties include
uncertainties inherent in any attempt to purchase or sell one or more real
estate properties at an acceptable price, environmental risks relating to the
Company's real estate properties, competition, the substantial capital
expenditures required to maintain the Company's real estate operations, market
and economic changes in areas where the Company holds real estate properties,
interest rate fluctuations, the possibility that business or market factors
cause the Company to vary from its current plans, the impact of changing
economic conditions, the risk that the Company may realize in any sale
substantially less than its asking price and other risks and uncertainties
disclosed in the Company's 2004 Form 10-K filed with the Securities and Exchange
Commission.

For stockholder inquiries: please contact Dan Pryor at 201-420-2796.