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)   October 21, 2005

First Real Estate Investment Trust of New Jersey (Exact name of registrant as specified in its charter)

New Jersey
(State or other jurisdiction
of incorporation) 2-27018
(Commission File
Number) 22-1697095
(IRS Employer
Identification No.)

505 Main Street, Hackensack, NJ (Address of principal executive offices) 07601 (Zip Code)

(201) 488-6400 (Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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 240.14.a-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 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

CONSTRUCTION TO PERMANENT LOAN AGREEMENT

First Real Estate Investment Trust of New Jersey (“FREIT”) started construction of 129 apartment rental units in Rockaway, NJ to be known as Boulders. Total project costs (including land costs) are estimated at approximately $20 million with construction costs estimated at approximately $18 million. FREIT has expended to date approximately $2 million in construction costs. On October 21, 2005 FREIT entered into a construction loan with State Farm Bank, F.S.B. (“State Farm”), whereby State Farm will finance, principally, all the construction costs at Boulders. Interest on State Farm advances will be payable monthly at 140 basis points above the one-month LIBOR rate in effect from time-to-time. State Farm made an initial advance of $75,000 on October 21, 2005. The Initial Maturity Date for the construction loan is November 1, 2006, and under certain circumstances, this date may be extended to February 1, 2007. On the Initial Maturity Date the construction loan will be converted (Conversion Date) to a permanent loan and State Farm will fund additional amounts to bring the permanent loan balance up to $20.7 million. The permanent loan will bear a fixed interest rate of 5.37%, and require fixed monthly interest and principal payments totaling $115,850.00. The final payment of unpaid principal will be due fifteen (15) years from the conversion date. Until the construction loan is converted in to a permanent loan, the loan is fully guaranteed by FREIT. Upon conversion to a permanent loan, and the achievement of certain occupancy and debt service coverage ratios, the loan becomes a non-recourse loan, and will be secured, principally, by the underlying property.

Disclosure Concerning Forward-Looking Statements
Certain Statements in this Form 8-K may contain information that is, or anticipate certain events that are, forward-looking within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The Registrant cautions readers that forward-looking statements, including, without limitation, those relating to the Registrant’s liquidity and capital resources, are subject to certain risks and uncertainties. Actual results may differ materially from those described in the forward-looking statements and will be affected by a variety of risks and factors, including without limitation, the Registrant’s future financial performance; the availability of capital; general market conditions; national and local economic conditions; particularly long-term interest rates; the terms of federal, state and local governmental regulations that affect the Registrant; and the competitive environment in which the Registrant operates, including the availability of retail space and residential apartment units in the areas where the Registrant’s properties are located. In addition, the Registrant’s continued qualification as a real estate investment trust involves the application of highly technical and complex rules of the Internal Revenue Code. The forward-looking statements are made as of the date of this Form 8-K and the Registrant assumes no obligation to update the forward-looking statements or to update the reasons actual results could differ from those projected in such forward-looking statements.

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.

FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY
                                           (Registrant)



By:  /s/ Robert S. Hekemian
        Robert S. Hekemian
        Chairman of the Board

October 26, 2005 (Dated)