8-K

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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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):  May 10,2007

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UMH Properties, Inc.

(Exact name of registrant as specified in its charter)

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      Maryland

001-12690

     22-1890929

 (State or other jurisdiction

(Commission

  (IRS Employer

of incorporation)

File Number)

  Identification No.)

Juniper Business Plaza, 3499 Route 9 North, Suite 3-C, Freehold, NJ     07728

(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code: (732) 577-9997

Not Applicable

(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))

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1

Item 7.01

Regulation FD Disclosure.

On May 10, 2007, the Company issued a press release announcing the results of operations of financial condition of the Company for the three months ended March 31, 2007.

Item 9.01

Financial Statements and Exhibits.

(c)  Exhibits.

99

Press Release dated May 10, 2007.

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 hereunto duly authorized.

UMH Properties, INC.

Date:  May 10, 2007

By:      /s/ Anna T. Chew

Name:

Anna T. Chew

Title:

Vice President and Chief Financial Officer

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EX-99

FOR IMMEDIATE RELEASE

            May 10, 2007

            Contacts:  Rosemarie Faccone

      Susan Jordan

      732-577-9997

UMH PROPERTIES, INC. REPORTS FIRST QUARTER EARNINGS

FREEHOLD, NEW JERSEY, May 10, 2007.........………UMH Properties, Inc. (AMEX:UMH) reported net income of $837,000 or $0.08 a share for the quarter ended March 31, 2007, as compared to $2,141,000 or $0.22 a share for the quarter ended March 31, 2006.

A summary of significant financial information for the three months ended March 31, 2007 and 2006 is as follows:

For the Three Months Ended

		3/31/07		3/31/06
Total Revenues	$	8,800,000	$	9,512,000
Total Expenses	$	7,995,000	$	7,389,000
Net Income	$	837,000	$	2,141,000
Net Income per Share	$	.08	$	.22
FFO  (1)	$	1,693,000	$	2,949,000
FFO per Share  (1)	$	.16	$	.30
Weighted Average Shares Outstanding		10,368,000		9,898,000

 (1)  Non-GAAP Information:  Funds from Operations (FFO) is defined as net income excluding gains (or losses) from sales of depreciable assets, plus depreciation.  FFO per share is defined as FFO divided by the weighted average shares outstanding.  FFO and FFO per share should be considered as supplemental measures of operating performance used by real estate investment trust (REITs).  FFO and FFO per share exclude historical cost depreciation as an expense and may facilitate the comparison of REITs which have different cost bases.  The items excluded from FFO and FFO per share are significant components in understanding and assessing the Company’s financial performance.  FFO and FFO per share (1) do not represent cash flow from operations as defined by generally accepted accounting principles; (2) should not be considered as alternatives to net income or net income per share a s measures of operating performance or to cash flows from operating, investing and financing activities; and (3) are not alternatives to cash flow as a measure of liquidity.  FFO and FFO per share, as calculated by the Company, may not be comparable to similarly entitled measures reported by other REITs.

The Company’s FFO for the quarter ended March 31, 2007 and 2006 is calculated as follows:

	2007	2006
Net Income	$837,000	$2,141,000
Gain on Sales of    Depreciable Assets	(32,000)	(17,000)
Depreciation Expense	888,000	825,000
FFO	$1,693,000	$2,949,000

The following are the cash flows provided (used) by operating, investing and financing activities for the three months ended March 31, 2007 and 2006:

	2007	2006
Operating Activities	($516,000)	$1,927,000
Investing Activities	(1,154,000)	(1,869,000)
Financing Activities	1,656,000	(711,000)

Samuel A. Landy, President, stated, “Income and expense from our securities portfolio, our derivative position, our interest rate swaps and our home sales are volatile.  In 2007, we recorded a gain on securities transactions of $33,000, as compared to $314,000 for 2006, a decrease of $281,000.  The fair value of the Company’s interest rate swaps increased interest expense by $26,000 in 2007, while decreasing it by $219,000 in 2006, a swing of $245,000.  Sales of manufactured homes decreased from $2,747,000 in 2006 to $2,278,000.  Sales in 2006 included sales into our expansions at Fairview Manor and Highland Estates.  These expansions are sold out.”

Mr. Landy further stated, “We view the recent downturn in conventional housing demand and sub-prime lending as leading indicators that the demand for affordable housing will return.  We are disappointed that we have not seen a quicker return to affordability but we have seen a demand in the rental market and are in the process of meeting that demand.  Several of our communities are currently under expansion, which should be completed in 2007.  UMH has substantial cash and borrowing power available should further opportunities arise.”

UMH, a publicly-owned REIT, owns and operates twenty-eight manufactured home communities located in New Jersey, New York, Pennsylvania, Ohio and Tennessee.  In addition, the Company owns a portfolio of REIT securities.

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