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):  March 10, 2009

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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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Item 7.01

Regulation FD Disclosure.

On March 10, 2009, the Company issued a press release reporting its year-end earnings.

Item 9.01

Financial Statements and Exhibits.

(c)  Exhibits.

99

Press Release dated March 10, 2009.

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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:  March 10, 2009

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

March 10, 2009

Contact: Susan Jordan

    732-577-9997

UMH PROPERTIES, INC. REPORTS YEAR-END EARNINGS

FREEHOLD, NJ, March 10, 2009........UMH Properties, Inc. (NYSE Alternext US:UMH) reported net income of $1,527,000 or $0.14 a share for the year ended December 31, 2008, as compared to $2,633,000 or $0.25 a share for the year ended December 31, 2007.

A summary of significant financial information for the years ended December 31, 2008 and 2007, and for the quarters ended December 31, 2008 and 2007, is as follows:

        For the Years Ended December 31,

		2008		2007
Total Revenues	$	36,656,000	$	38,841,000
Total Expenses	$	35,144,000	$	36,307,000
Net Income	$	1,527,000	$	2,633,000
Net Income per Share	$	.14	$	.25
FFO  (1)	$	5,585,000	$	6,192,000
FFO per Share  (1)	$	.51	$	.59
Weighted Average Shares Outstanding		10,877,000		10,535,000

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      For the Quarters Ended December 31,

		2008		2007
Total Revenues	$	7,642,000	$	8,718,000
Total Expenses	$	8,506,000	$	8,971,000
Net Income	$	(880,000)	$	(243,000)
Net Income per Share	$	(.08)	$	(.02)
FFO  (1)	$	158,000	$	710,000
FFO per Share  (1)	$	.01	$	.07
Weighted Average Shares Outstanding		10,975,000		10,689,000

(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 trusts (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 as mea sures 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 is calculated as follows:

	For the Years Ended		For the Quarters Ended
	12/31/08	12/31/07	12/31/08	12/31/07
Net Income (Loss)	$1,527,000	$2,633,000	($880,000)	($243,000)
(Gain) Loss on Sales of    Depreciable Assets	(15,000)	(99,000)	15,000	(10,000)
Depreciation Expense	4,073,000	3,658,000	1,023,000	963,000
FFO	$5,585,000	$6,192,000	$158,000	$710,000

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The following are the cash flows provided by (used in) operating, investing and financing activities for the years ended December 31, 2008 and 2007:

	2008	2007
Operating Activities	$8,268,000	$2,767,000
Investing Activities	(11,942,000)	(21,090,000)
Financing Activities	4,235,000	18,540,000

Samuel A. Landy, President, stated, “The core business of UMH is the ownership and operation of our 28 manufactured home communities.  This provides very stable and predictable income streams. Income from community operations increased from $11,364,000 for the year ended December 31, 2007 to $12,459,000, an increase of approximately $1,095,000 or 10%.  Occupancy remained stable at approximately 80%. Due to continued weakness in the equity markets, we recorded a non-cash impairment charge of $2.5 million or $0.23 per share, for investments in securities that have declined in value and were considered other-than-temporarily impaired. During 2007, we recorded a non-cash impairment charge of $1.0 million or $0.09 per share.  As the credit markets begin to function again, more efficient pricing should return to the securities markets.  FFO per share excluding the non-cash impairment charges was $0.74 p er share for 2008 versus $0.68 per share for 2007, an increase of 8.8%.  This ‘recurring FFO per share’ demonstrates that the income from the Company’s property operations continues to grow.  At December 31, 2008 the Company had $3 million in cash, $22 million in securities encumbered by $9 million in margin and term loans, and $3 million available on its line of credit.”

UMH Properties, Inc., a publicly-owned real estate investment trust, 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.

Certain statements included in this press release which are not historical facts may be deemed forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, the Company can provide no assurance those expectations will be achieved. Factors and risks that could cause actual results or events to differ materially from expectations are contained in the Company’s annual report on Form 10-K and described from time to time in the Company’s other filings with the SEC. The Company undertakes no obligation to publicly update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.

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