10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

( x ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2014

( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to ___________

Commission File Number 001-12690

UMH PROPERTIES, INC.

(Exact name of registrant as specified in its charter)

Maryland 22-1890929

(State or other jurisdiction of (I.R.S. Employer

incorporation or organization) identification number)

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

(Address of Principal Executive 0ffices) (Zip Code)

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

_________________________________________________________________

(Former name, former address and former fiscal year, if changed since last report.)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes X No ____

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes X No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (Check one):

Large accelerated filer _______ Accelerated filer X

Non-accelerated filer _______ Smaller reporting company

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Yes No X

Indicate the number of shares outstanding of each issuer’s class of common stock, as of the latest practicable date:

Class	Outstanding Common Shares as of August 1, 2014
Common Stock, $.10 par value per share	22,690,612

1

UMH PROPERTIES, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE QUARTER ENDED JUNE 30, 2014

CONTENTS

		Page No.
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements (Unaudited)
	Consolidated Balance Sheets	3
	Consolidated Statements of Income (Loss)	5
	Consolidated Statements of Comprehensive Income (Loss)	7
	Consolidated Statements of Cash Flows	8
	Notes To Consolidated Financial Statements	9
Item 2 - Management’s Discussion and Analysis of Financial Condition and Results of Operations		19
Item 3 – Quantitative and Qualitative Disclosures About Market Risk		28
Item 4 – Controls And Procedures		28
PART II – OTHER INFORMATION		29
	Item 1 – Legal Proceedings	29
	Item 1A – Risk Factors	29
	Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds	29
	Item 3 – Defaults Upon Senior Securities	29
	Item 4 – Mine Safety Disclosures	29
	Item 5 – Other Information	29
	Item 6 – Exhibits	29
SIGNATURES		31

2

ITEM 1 – FINANCIAL STATEMENTS

UMH PROPERTIES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

AS OF JUNE 30, 2014 AND DECEMBER 31, 2013

- ASSETS -	June 30, 2014 (Unaudited)	December 31, 2013
INVESTMENT PROPERTY AND EQUIPMENT
Land	$  36,167,214	$ 33,973,214
Site and Land Improvements	279,745,900	256,830,234
Buildings and Improvements	16,122,389	13,273,690
Rental Homes and Accessories	72,673,457	61,747,274
Total Investment Property	404,708,960	365,824,412
Equipment and Vehicles	11,647,792	11,130,719
Total Investment Property and Equipment	416,356,752	376,955,131
Accumulated Depreciation	(91,578,441)	(84,655,017)
Net Investment Property and Equipment	324,778,311	292,300,114
OTHER ASSETS
Cash and Cash Equivalents	11,008,133	7,615,143
Securities Available for Sale	62,822,789	59,254,942
Inventory of Manufactured Homes	16,927,248	13,786,041
Notes and Other Receivables, net	25,446,866	26,019,725
Unamortized Financing Costs	2,113,742	2,128,006
Prepaid Expenses and Other Assets	882,712	1,182,850
Land Development Costs	5,855,985	5,693,153
Total Other Assets	125,057,475	115,679,860
TOTAL ASSETS	$449,835,786	$407,979,974

See Accompanying Notes to Consolidated Financial Statements

3

UMH PROPERTIES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS – CONTINUED

AS OF JUNE 30, 2014 AND DECEMBER 31, 2013

- LIABILITIES AND SHAREHOLDERS’ EQUITY -	June 30, 2014 (Unaudited)	December 31, 2013
LIABILITIES:
MORTGAGES PAYABLE	$ 176,484,423	$ 160,639,944
OTHER LIABILITIES
Accounts Payable	2,522,725	1,628,713
Loans Payable	62,993,846	49,118,996
Accrued Liabilities and Deposits	4,146,454	3,852,799
Tenant Security Deposits	2,508,393	2,153,785
Total Other Liabilities	72,171,418	56,754,293
Total Liabilities	248,655,841	217,394,237
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS’ EQUITY:
Series A – 8.25% Cumulative Redeemable Preferred Stock,    par value $0.10 per share, 3,663,800 shares authorized,    issued and outstanding as of June 30, 2014 and December 31, 2013, respectively	91,595,000	91,595,000
Common Stock – $0.10 par value per share, 42,000,000 shares authorized, 22,459,819 and 20,769,892 shares issued and outstanding as of June 30, 2014 and December 31, 2013,  respectively	2,245,982	2,076,989
Excess Stock - $0.10 par value per share, 3,000,000 shares authorized; no shares issued or outstanding	-0-	-0-
Additional Paid-In Capital	112,147,781	96,504,643
Accumulated Other Comprehensive Income	5,437,060	1,076,898
Accumulated Deficit	(10,245,878)	(667,793)
Total Shareholders’ Equity	201,179,945	190,585,737
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$449,835,786	$407,979,974

See Accompanying Notes to Consolidated Financial Statements

4

UMH PROPERTIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (LOSS) (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED

JUNE 30, 2014 AND 2013

	THREE MONTHS ENDED		SIX MONTHS ENDED
	June 30, 2014	June 30, 2013	June 30, 2014	June 30, 2013
INCOME:
Rental and Related Income	$15,768,908	$13,755,391	$30,615,684	$25,397,577
Sales of Manufactured Homes	2,379,824	2,342,534	3,382,229	4,126,643
Total Income	18,148,732	16,097,925	33,997,913	29,524,220
EXPENSES:
Community Operating Expenses	8,341,946	6,919,124	16,629,555	12,866,489
Cost of Sales of Manufactured Homes	1,944,233	1,978,468	2,710,612	3,501,000
Selling Expenses	752,136	429,960	1,472,815	938,862
General and Administrative Expenses	1,695,056	1,522,152	3,214,979	2,737,388
Franchise Taxes	84,000	66,000	168,000	132,000
Acquisition Costs	-0-	271,709	285,179	862,777
Depreciation Expense	3,672,454	3,009,240	7,110,126	5,399,094
Total Expenses	16,489,825	14,196,653	31,591,266	26,437,610
OTHER INCOME (EXPENSE):
Interest Income	537,771	550,194	1,085,014	1,088,326
Dividend Income	1,004,610	747,852	2,064,075	1,598,645
Gain on Sales of Securities Transactions, net	707,054	370,982	1,215,457	3,681,010
Other Income	191,577	88,702	244,264	117,782
Interest Expense	(2,530,528)	(1,891,325)	(4,738,653)	(3,571,134)
Amortization of  Financing Costs	(138,861)	(96,190)	(255,441)	(167,380)
Total Other Income (Expense)	(228,377)	(229,785)	(385,284)	2,747,249
Income before Income (Loss) on Sales of Investment Property and Equipment	1,430,530	1,671,487	2,021,363	5,833,859
Income (Loss) on Sales of Investment Property and Equipment	46,195	(52,048)	23,551	(64,909)
Net Income	1,476,725	1,619,439	2,044,914	5,768,950
Less: Preferred Dividend	1,889,147	1,889,147	3,778,294	3,778,294
Net Income (Loss) Attributable to Common Shareholders	$(412,422)	$(269,708)	$(1,733,380)	$1,990,656

See Accompanying Notes to Consolidated Financial Statements

5

UMH PROPERTIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (LOSS) – CONTINUED (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED

JUNE 30, 2014 AND 2013

	THREE MONTHS ENDED		SIX MONTHS ENDED
	June 30, 2014	June 30, 2013	June 30, 2014	June 30, 2013
Basic Income Per Share:
Net Income	$0.06	$0.08	$0.09	$0.32
Less: Preferred Dividend	0.08	0.10	0.17	0.21
Net Income (Loss) Attributable to Common Shareholders	$(0.02)	$(0.02)	$(0.08)	$0.11
Diluted Income Per Share:
Net Income	$0.06	$0.08	$0.09	$0.32
Less: Preferred Dividend	0.08	0.10	0.17	0.21
Net Income (Loss) Attributable to Common Shareholders	$(0.02)	$(0.02)	$(0.08)	$0.11
Weighted Average Common Shares Outstanding:
Basic	22,054,132	18,196,396	21,655,236	17,820,823
Diluted	22,104,120	18,196,396	21,700,948	17,908,912

See Accompanying Notes to Consolidated Financial Statements

6

UMH PROPERTIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED

JUNE 30, 2014 AND 2013

	THREE MONTHS ENDED		SIX MONTHS ENDED
	June 30, 2014	June 30, 2013	June 30, 2014	June 30, 2013
Net Income	$1,476,725	$1,619,439	$2,044,914	$5,768,950
Other Comprehensive Income (Loss):
Unrealized Holding Gain (Loss) Arising During the Period	1,807,017	(2,640,358)	5,637,361	2,292,983
Reclassification Adjustment for Net Gains Realized in Income	(707,054)	(370,982)	(1,215,457)	(3,681,010)
Change in Fair Value of Interest Rate Swap Agreements	(66,230)	339,173	(61,742)	391,272
Comprehensive Income (Loss)	2,510,458	(1,052,728)	6,405,076	4,772,195
Less:  Preferred Dividend	(1,889,147)	(1,889,147)	(3,778,294)	(3,778,294)
Comprehensive Income (Loss) Attributable to Common Shareholders	$621,311	$(2,941,875)	$2,626,782	$993,901

See Accompanying Notes to Consolidated Financial Statements

7

UMH PROPERTIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

FOR THE SIX MONTHS ENDED

JUNE 30, 2014 AND 2013

	June 30, 2014	June 30, 2013
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income	$2,044,914	$5,768,950
Non-Cash Adjustments:
Depreciation	7,110,126	5,399,094
Amortization of Financing Costs	255,441	167,380
Stock Compensation Expense	562,896	409,377
Increase in Provision for Uncollectible Notes and Other Receivables	455,913	287,195
Gain on Sales of Securities Transactions, net	(1,215,457)	(3,681,010)
(Gain) Loss on Sales of Investment Property and Equipment	(23,551)	64,909
Changes in Operating Assets and Liabilities:
Inventory of Manufactured Homes	(3,141,207)	(2,309,391)
Notes and Other Receivables	116,946	(2,341,396)
Prepaid Expenses and Other Assets	300,138	(694,761)
Accounts Payable	894,012	39,307
Accrued Liabilities and Deposits	231,913	15,167
Tenant Security Deposits	354,608	643,683
Net Cash Provided by Operating Activities	7,946,692	3,768,504
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Manufactured Home Communities, net of mortgages assumed	(6,837,261)	(74,750,000)
Purchase of Investment Property and Equipment	(15,126,286)	(12,018,348)
Proceeds from Sales of Assets	511,514	575,180
Additions to Land Development	(162,832)	(313,116)
Purchase of Securities Available for Sale	(5,018,926)	(7,681,655)
Proceeds from Sales of Securities Available for Sale	7,088,440	16,977,586
Net Cash Used in Investing Activities	(19,545,351)	(77,210,353)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Mortgages, net of mortgages assumed	-0-	53,760,000
Net Proceeds on short term borrowing	13,874,850	26,679,248
Principal Payments of Mortgages and Loans	(2,268,260)	(7,633,710)
Financing Costs on Debt	(241,177)	(969,183)
Proceeds from Issuance of Common Stock, net of reinvestments	14,336,379	14,267,230
Preferred Dividends Paid	(3,778,294)	(3,778,294)
Common Dividends Paid, net of reinvestments	(6,931,849)	(5,576,935)
Net Cash Provided by Financing Activities	14,991,649	76,748,356
NET INCREASE IN CASH AND CASH EQUIVALENTS	3,392,990	3,306,507
CASH AND CASH EQUIVALENTS-BEGINNING OF PERIOD	7,615,143	11,035,824
CASH AND CASH EQUIVALENTS-END OF PERIOD	$11,008,133	$14,342,331

See Accompanying Notes to Consolidated Financial Statements

8

UMH PROPERTIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2014 (UNAUDITED)

NOTE 1 – ORGANIZATION AND ACCOUNTING POLICIES

UMH Properties, Inc. (“we”, “our”, “us” or “the Company”) owns and operates eighty-two manufactured home communities containing approximately 14,500 developed homesites. On July 14, 2014, we acquired four manufactured home communities located in Pennsylvania with a total of 336 sites for $12.2 million (see Note 10). On July 28, 2014, we acquired two manufactured home communities located in Ohio with a total of 258 sites for $5.4 million (see Note 10). With these acquisitions, we now own eighty-eight communities consisting of approximately 15,100 sites. The communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana and Michigan. The Company, through its wholly-owned taxable subsidiary, UMH Sales and Finance, Inc. (S&F), conducts manufactured home sales in its communities. S&F was established to enhance the occupancy of the communities.  The consolidated financial statements of the Company include S&F and all of its other wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company also invests in securities of other Real Estate Investment Trusts (REITs).

The Company has elected to be taxed as a REIT under Sections 856-860 of the Internal Revenue Code (the Code), and intends to maintain its qualification as a REIT in the future. As a qualified REIT, with limited exceptions, the Company will not be taxed under federal and certain state income tax laws at the corporate level on taxable income that it distributes to its shareholders. For special tax provisions applicable to REITs, refer to Sections 856-860 of the Code. The Company is subject to franchise taxes in some of the states in which the Company owns property.

The interim Consolidated Financial Statements furnished herein have been prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP) applicable to interim financial information, the instructions to Form 10-Q, and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by US GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six months ended June 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014. For further information, refer to the Consolidated Financial Statements and footnotes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2013.

Use of Estimates

In preparing the Consolidated Financial Statements in accordance with US GAAP, management is required to make estimates and assumptions that affect the reported amounts of Assets and Liabilities, as well as contingent Assets and Liabilities as of the dates of the Consolidated Balance Sheets and Revenue and Expenses for the years then ended. Actual results could differ significantly from these estimates and assumptions.

9

Stock Based Compensation

The Company accounts for awards of stock options and restricted stock in accordance with ASC 718-10, Compensation-Stock Compensation. ASC 718-10 requires that compensation cost for all stock awards be calculated and amortized over the service period (generally equal to the vesting period). The compensation cost for stock option grants is determined using option pricing models, intended to estimate the fair value of the awards at the grant date less estimated forfeitures. The compensation expense for restricted stock is recognized based on the fair value of the restricted stock awards less estimated forfeitures.  The fair value of restricted stock awards is equal to the fair value of the Company’s stock on the grant date. Compensation costs of $339,099 and $562,896 have been recognized for the three and six months ended June 30, 2014, respectively and $276,797 and $409,377 for the three and six months ended June 30, 2013, respectively.

On January 15, 2014, the Company awarded to Samuel A. Landy a restricted stock award of 25,000 shares in accordance with his employment agreement. The grant date fair value of this restricted stock grant was $232,750. This grant vests over 5 years.

On June 11, 2014, the Company granted options to purchase 339,000 shares of common stock to twenty-five participants in the Plan, including an option to purchase 100,000 shares to Eugene W. Landy. The exercise price is $9.85 and the expiration date is June 11, 2022. The grant date fair value of these options amounted to $332,220. This grant vests over 1 year. Compensation costs for grants to participants who are of retirement age were recognized at time of grant.

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions used for grants during the six months ended June 30, 2014:

	2014
Dividend yield	7.14%
Expected volatility	27.12%
Risk-free interest rate	2.23%
Expected lives	8
Estimated forfeitures	-0-

The weighted-average fair value of options granted during the six months ended June 30, 2014 was $0.98.

As of June 30, 2014, there were options outstanding to purchase 1,355,000 shares. There were 2,254,000 shares available for grant under the 2013 Stock Option and Stock Award Plan, as amended. During the six months ended June 30, 2014, options to one participant to purchase a total of 3,000 shares were exercised. During the six months ended June 30, 2014, options to two participants to purchase a total of 74,000 shares expired or forfeited. The aggregate intrinsic value of options outstanding as of June 30, 2014 was $590,243. As of June 30, 2013, there were options outstanding to purchase 1,127,000 shares and 2,618,000 shares were available for grant under the Company’s 2013 Stock Option and Stock Award Plan, as amended.

10

Derivative Instruments and Hedging Activities

In the normal course of business, the Company is exposed to financialmarket risks, including interest rate risk on our variable rate debt.  We attempt to limit these risks by following established risk management policies, procedures and strategies, including the use of derivative financial instruments.  The Company's primary strategy in entering into derivative contracts is to minimize the variability that changes in interest rates could have on its future cash flows. The Company generally employs derivative instruments that effectively convert a portion of its variable rate debt to fixed rate debt. The Company does not enter into derivative instruments for speculative purposes. The Company had entered into various interest rate swap agreements that had the effect of fixing interest rates relative to specific mortgage loans.

During 2012, the Company entered into two interest rate swap agreements that have the effect of fixing interest rates relative to specific mortgage loans as follows:

Mortgage	Due Date	Mortgage Interest Rate	Effective Fixed Rate	Balance 6/30/14
Allentown/Clinton	2/1/2017	LIBOR + 3.25%	4.39%	$10,642,723
Various – 11 properties	8/1/2017	LIBOR + 3.00%	3.89%	$12,543,622

The Company's interest rate swap agreements are based upon 30-day LIBOR.  The re-pricing and scheduled maturity dates, payment dates, index and the notional amounts of the interest rate swap agreements coincide with those of the underlying mortgage. The interest rate swap agreements are net settled monthly. The Company has designated these derivatives as cash flow hedges and has recorded the fair value on the balance sheet in accordance with ASC 815, Derivatives and Hedging (See Note 7 for information on the determination of fair value).  The effective portion of the gain or loss on these hedges will be reported as a component of Accumulated Other Comprehensive Income in our Consolidated Balance Sheets. To the extent that the hedging relationships are not effective or do not qualify as cash flow hedges, the ineffective portion is recorded in Interest Expense. Hedges that received designated hedge accounting treatment are evaluated for effectiveness at the time that they are designated as well as through the hedging period. As of June 30, 2014 and December 31, 2013, the Company has determined that these interest rate swap agreements are highly effective as cash flow hedges. As a result, the fair value of these derivatives of $(101,582) and $(39,840), respectively, was recorded as a component of Accumulated Other Comprehensive Income, with the corresponding liability included in Accrued Liabilities and Deposits.

Recent Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity”. ASU No. 2014-08 changes the definition of a discontinued operation to include only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity's operations and financial results. ASU No. 2014-08 is effective prospectively for fiscal years beginning after December 15, 2014, with earlier adoption permitted. The Company has decided to early adopt this standard effective with the interim period beginning January 1, 2014, and it did not have a material impact on our financial position, results of operations or cash flows.

11

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” as a new Topic, Accounting Standards Codification ("ASC") Topic 606. The objective of ASU 2014-09 is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most of the existing revenue recognition guidance, including industry-specific guidance. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In applying the new standard, companies will perform a five-step analysis of transactions to determine when and how revenue is recognized. ASU 2014-09 applies to all contracts with customers except those that are within the scope of other topics in the FASB ASC. This ASU is effective for annual reporting periods (including interim periods within those periods) beginning after December 15, 2016 and shall be applied using either a full retrospective or modified retrospective approach. Early adoption is not permitted. The Company is currently evaluating the impact this standard may have on the consolidated financial statements and the method of adoption.

Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying Consolidated Financial Statements.

Reclassifications

Certain amounts in the financial statements for the prior periods have been reclassified to conform to the statement presentation for the current periods.

NOTE 2 – NET INCOME (LOSS) PER SHARE

Basic Net Income (Loss) per Share is calculated by dividing Net Income (Loss) by the weighted average shares outstanding for the period. Diluted Net Income (Loss) per Share is calculated by dividing Net Income (Loss) by the weighted average number of common shares outstanding plus the weighted average number of net shares that would be issued upon exercise of stock options pursuant to the treasury stock method. Common stock equivalents resulting from stock options in the amount of 49,988 and 45,712 shares for the three and six months ended June 30, 2014, respectively, are included in the diluted weighted shares outstanding. Common stock equivalents resulting from stock options in the amount of -0- and 88,089 shares for the three and six months ended June 30, 2013, respectively, are included in the diluted weighted shares outstanding. For the six months ended June 30, 2014 and 2013, options to purchase 1,159,000 and 536,000 shares, respectively, were antidilutive.

12

NOTE 3 – INVESTMENT PROPERTY AND EQUIPMENT

On March 13, 2014, the Company acquired 8 manufactured home communities for $24,950,000. These 8 all-age communities total 1,018 sites and are situated on approximately 270 acres. These communities are all located in Ohio. The average occupancy for these communities at closing was approximately 70%. The Company assumed mortgages totaling approximately $18,100,000 and used its Unsecured Revolving Credit Facility with Bank of Montreal (“Credit Facility”) to finance this acquisition (see Note 5).

This acquisition has been accounted for utilizing the acquisition method of accounting in accordance with ASC 805, Business Combinations, and accordingly, the result of the acquired assets are included in the statements of operations from the dates of acquisition. The following table summarizes the estimated fair value of the assets acquired for the six months ended June 30, 2014:

	At Acquisition Date
Assets Acquired:
Land	$2,019,000
Depreciable Property	22,813,147
Other	117,853
Total Assets Acquired	$24,950,000

The purchase price allocations are preliminary and may be adjusted as final costs and valuations are determined.

NOTE 4 – SECURITIES AVAILABLE FOR SALE

The Company owns a portfolio of securities of other REITs. During the six months ended June 30, 2014, the Company sold securities with a cost of $5,872,983 and recognized a Gain on Sale of $1,215,457. The Company also made purchases of $5,018,926 in Securities Available for Sale. Of this amount, the Company made total purchases of 62,956 common shares of Monmouth Real Estate Investment Corporation (MREIC), a related REIT, through MREIC’s Dividend Reinvestment and Stock Purchase Plan for a total cost of $567,211 or weighted average cost of $9.01 per share. The Company owned a total of 1,938,102 MREIC common shares as of June 30, 2014 at a total cost of $16,058,687 and a fair value of $19,458,547.

As of June 30, 2014, the Company had total net unrealized gains of $5,538,642 in its REIT securities portfolio. The Company held two securities that had unrealized losses as of June 30, 2014. The Company considers many factors in determining whether a security is other than temporarily impaired, including the nature of the security and the cause, severity and duration of the impairment.

13

The following is a summary of temporarily impaired securities at June 30, 2014:

	Less Than 12 Months		12 Months or Longer
	Fair	Unrealized	Fair	Unrealized
	Value	Loss	Value	Loss
Preferred Stock	$    241,000	$       (9,000)	$    -0-	$    -0-
Common Stock	1,611,000	(213,903)	$    -0-	$    -0-
Total	$    1,852,000	$  (222,903)	$    -0-	$    -0-

The following is a summary of the range of the losses on these temporarily impaired securities:

Number of Individual Securities	Fair Value	Unrealized Loss	Range of Loss
1	$   241,000	$      (9,000)	4%
1	1,611,000	(213,903)	12%
2	$   1,852,000	$ (222,903)

The Company has determined that these securities are temporarily impaired as of June 30, 2014. The Company normally holds REIT securities long term and has the ability and intent to hold securities to recovery.

NOTE 5 – LOANS AND MORTGAGES PAYABLE

On March 13, 2014, the Company assumed approximately $18.1 million in mortgage loans on its 8 community acquisition. The weighted average interest rate on these mortgages is fixed at 6.74%. Approximately $8.9 million matures on May 1, 2016 and the remaining balance matures on February 1, 2018. In addition, the Company borrowed $10.0 million on its Credit Facility to finance this acquisition.

During the quarter ended June 30, 2014, the Company borrowed an additional $5 million on its revolving line of credit with Sun National Bank in anticipation of the acquisition of the four manufactured home communities located in Pennsylvania (See Note 10).

As of June 30, 2014, the Company increased the availability on the revolving credit agreements with GE Commercial Distribution Finance Corporation, Customers Bank, 21^st Mortgage and Northpoint Commercial Finance to $16 million to finance inventory purchases, of which $10.0 million was utilized.

NOTE 6 - SHAREHOLDERS’ EQUITY

Common Stock

On June 16, 2014, the Company paid total cash dividends of $3,991,110 or $0.18 per share to common shareholders of record as of close of business on May 15, 2014, of which $460,544 was reinvested in the

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Dividend Reinvestment and Stock Purchase Plan (DRIP). Total dividends paid to our common shareholders for the six months ended June 30, 2014 amounted to $7,844,705 of which $912,856 was reinvested.

During the six months ended June 30, 2014, the Company received, including dividends reinvested of $912,856, a total of $15,249,235 from its DRIP. There were 1,661,927 new shares issued under the DRIP.

On July 1, 2014, the Company declared a dividend of $0.18 per share to be paid September 15, 2014 to common shareholders of record as of close of business on August 15, 2014.

8.25% Series A Cumulative Redeemable Preferred Stock

On June 16, 2014, the Company paid $1,889,147 in dividends or $0.515625 per share for the period from March 1, 2014 through May 31, 2014 to preferred shareholders of record as of close of business on May 15, 2014. Dividends on the Series A preferred shares are cumulative and payable quarterly at an annual rate of $2.0625 per share. Total dividends paid to our preferred shareholders for the six months ended June 30, 2014 amounted to $3,778,294.

On July 1, 2014, the Company declared a dividend of $0.515625 per share for the period from June 1, 2014 through August 31, 2014 to be paid on September 15, 2014 to preferred shareholders of record as of close of business on August 15, 2014.

NOTE 7 - FAIR VALUE MEASUREMENTS

In accordance with ASC 820-10, Fair Value Measurements and Disclosures, the Company measures certain financial Assets and Liabilities at fair value on a recurring basis, including Securities Available for Sale. The fair value of these financial Assets and Liabilities was determined using the following inputs at June 30, 2014 and December 31, 2013:

	Fair Value Measurements at Reporting Date Using
		Quoted  Prices	Significant
		In Active	Other	Significant
		Markets for	Observable	Unobservable
		Identical  Assets	Inputs	Inputs
	Total	(Level 1)	(Level 2)	(Level 3)
As of June 30, 2014:
Securities Available for Sale - Preferred stock	$21,710,702	$21,710,702	$-0-	$-0-
Securities Available for Sale - Common stock	41,112,087	41,112,087	-0-	-0-
Interest Rate Swap (1)	(101,582)	-0-	(101,582)	-0-
Total	$62,721,207	$62,822,789	$(101,582)	$-0-
As of December 31, 2013:
Securities Available for Sale - Preferred stock	$24,536,942	$24,536,942	$-0-	$-0-
Securities Available for Sale - Common stock	34,718,000	34,718,000	-0-	-0-
Interest Rate Swap (1)	(39,840)	-0-	(39,840)	-0-
Total	$59,215,102	$59,254,942	$(39,840)	$-0-

(1) Included in Accrued Liability and Deposits

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In addition to the Company’s investments in securities available for sale and interest rate swaps, the Company is required to disclose certain information about the fair values of other financial instruments, as defined in ASC 825-10, Financial Instruments. Estimates of fair value are made at a specific point in time, based upon, where available, relevant market prices and information about the financial instrument. Such estimates do not include any premium or discount that could result from offering for sale at one time the Company's entire holdings of a particular financial instrument. All of the Company’s Securities Available for Sale have quoted market prices and are therefore classified in Level 1 of the fair value hierarchy. A quoted market price is indirectly available for our interest rate swap. This price is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows, and reflects the contractual terms of the derivative, including the period to maturity, and uses observable market-based inputs. As such, we have determined that the valuation of this interest rate swap is classified in Level 2 of the fair value hierarchy.

The fair value of Cash and Cash Equivalents and Notes Receivable approximates their current carrying amounts since all such items are short-term in nature. The fair value of Variable Rate Mortgages Payable and Loans Payable approximate their current carrying amounts since such amounts payable are at approximately a weighted-average current market rate of interest. As of June 30, 2014, the fair and carrying value of Fixed Rate Mortgages Payable amounted to $144,974,578 and $145,210,965, respectively. The fair value of Mortgages Payable is estimated based upon discounted cash flows at current market rates for instruments with similar remaining terms.

NOTE 8 – CONTINGENCIES, COMMITMENTS AND OTHER MATTERS

From time to time, the Company may be subject to claims and litigation in the ordinary course of business. Management does not believe that any such claims or litigation have a material adverse effect on the financial position or results of operations.

In 2010, a rainstorm bringing 13 inches of rain in a two-hour period caused flooding at Memphis Mobile City. All homes owned by us were fully restored as were the homes of all residents who elected to make repairs. On May 9, 2011, we were notified that a lawsuit had been filed in the United States District Court for the Western District of Tennessee on behalf of a purported class of all individuals of Mexican national origin who are current or former residents of Memphis Mobile City. The complaint alleges various claims based on federal and state discrimination and consumer protection laws, seeking monetary damages and injunctive relief. On September 30, 2012, the magistrate judge ruled that plaintiffs who had signed a security agreement with an arbitration clause would be obligated to arbitrate while the other plaintiffs would not.  The plaintiffs have filed a statement of alleged damages for each member of the purported class.  Plaintiffs have been ordered to submit releases to FEMA so that we might begin to evaluate their damage claims with respect to compensation they may have already received from that federal agency.  Plaintiffs’ counsel notified us in July 2013 that they have filed such releases as to many of the plaintiffs.  FEMA is in the process of producing their documents. On June 25, 2013, in connection with a hearing on our Motion to Dismiss, the court ordered the plaintiffs to amend their Complaint to plead their claims with specificity.  Plaintiffs filed an amended Complaint containing

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allegations substantially similar to the initial Complaint.  We filed a Motion to Dismiss the amended Complaint which plaintiffs opposed.  Oral arguments on this motion took place on May 1, 2014. We are awaiting the Court’s decision.  We continue to believe the action to be without merit.  Our insurance company is supporting our defense of this action.  We are working on redeveloping this property as a manufactured home community, using fill from adjacent land that we have purchased in order to comply with current codes.  The adjacent parcel is also slated for manufactured home development upon receipt of appropriate permits.  Redevelopment of these properties will be determined in accordance with market conditions.

In November 2013, the Company entered into an agreement with 21st Mortgage Corporation (21st Mortgage) under which the Company may refer purchasers of homes sold by us to 21st Mortgage to provide financing for their home purchases. We do not receive referral fees or other cash compensation under the agreement. If 21st Mortgage makes loans to purchasers referred by us under the agreement, and those purchasers default on their loans and 21st Mortgage repossesses the homes securing such loans, we have agreed to purchase from 21st Mortgage each such repossessed home for a price equal to 80% to 95% of the amount under each such loan, subject to certain adjustments. In addition, we have agreed to waive all site rent that would otherwise be due from 21st Mortgage so long as it owns any homes on which loans were made pursuant to the agreement. This agreement may be terminated by either party with 30 days written notice. As of June 30, 2014, there were forty transactions under this agreement with a total original loan amount of approximately $1.8 million.

In July 2014, the Company acquired six manufactured home communities with a total of approximately 594 developed homesites. The total purchase price for these communities amounted to $17.6 million (See Note 10).

The Company has entered into a definitive agreement to purchase one manufactured home community with a total of approximately 141 developed homesites.  This community is located in Pennsylvania.   The purchase price of this community totals approximately $4.2 million.  Subject to satisfactory due diligence, we anticipate closing this transaction during the third quarter of 2014.

NOTE 9 - SUPPLEMENTAL CASH FLOW INFORMATION

Cash paid for interest during the six months ended June 30, 2014 and 2013 was $4,559,377 and $3,768,845, respectively.  Interest cost capitalized to Land Development was $128,806 and $72,084 for the six months ended June 30, 2014 and 2013, respectively.  

During the six months ended June 30, 2014, the Company assumed mortgages totaling approximately $18.1 million for the acquisition of 8 communities.

During the six months ended June 30, 2014 and 2013, the Company had Dividend Reinvestments of $912,856 and $873,610, respectively, which required no cash transfers.

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NOTE 10 – SUBSEQUENT EVENTS

Management has evaluated subsequent events for disclosure and/or recognition in the financial statements through the date that the financial statements were issued.

On July 14, 2014, the Company acquired four Pennsylvania manufactured home communities for $12,200,000. These four all-age communities are located in the Pittsburgh metropolitan area and contain a total of 336 developed homesites situated on approximately 239 acres. The average occupancy for these communities is 84%. The Company assumed a mortgage loan with a balance of approximately $8.6 million. Interest is at a fixed rate of 4.975%. This mortgage matures on July 1, 2023. In addition, the Company used cash received from the additional borrowing from Sun National Bank for the remaining balance of the purchase price (See Note 5).

On July 28, 2014, the Company acquired two manufactured home communities for $5,400,000. These two all age communities are located in Ohio and contain a total of 258 developed homesites that are situated on 39 acres. The average occupancy for these communities is 91%. The Company took down an additional $5.0 million on its Credit Facility for the acquisition of the two communities.

NOTE 11 – PROFORMA FINANCIAL INFORMATION (UNAUDITED)

The following unaudited pro forma condensed financial information reflects the acquisitions during 2013 and through June 30, 2014. This information has been prepared utilizing the historical financial statements of the Company and the effect of additional Revenue and Expenses from the properties acquired during this period assuming that the acquisitions had occurred as of January 1, 2013, after giving effect to certain adjustments including: (a) Rental and Related Income; (b) community Operating Expenses; (c) Interest Expense resulting from the assumed increase in mortgages and Loans Payable related to the new acquisitions; (d) Depreciation Expense related to the new acquisitions; and (e) Net Income (Loss) Attributable to Common Shareholders which has been reduced by Preferred Dividends related to the proceeds from capital raising used for property acquisitions. The unaudited pro forma condensed financial information is not indicative of the results of operations that would have been achieved had the acquisitions reflected herein been consummated on the dates indicated or that will be achieved in the future.   

	Three Months Ended		Six Months Ended
	6/30/14	6/30/13	6/30/14	6/30/13
Rental and Related Income	$15,769,000	$14,955,000	$31,184,000	$29,682,000
Community Operating Expenses	8,342,000	7,658,000	16,964,000	15,164,000
Net Income (Loss) Attributable to Common Shareholders	(412,000)	(607,000)	(1,955,000)	1,474,000
Net Income (Loss) Attributable to Common Shareholders per Share:
Basic	$(0.02)	$(0.03)	$(0.09)	$0.08
Diluted	$(0.02)	$(0.03)	$(0.09)	$0.08

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ITEM 2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

The following discussion and analysis of the consolidated financial condition and results of operations should be read in conjunction with the Consolidated Financial Statements and footnotes thereto included elsewhere herein and in our annual report on Form 10-K for the year ended December 31, 2013.

The Company is a self-administered, self-managed, REIT with headquarters in Freehold, New Jersey. The Company’s primary business is the ownership and operation of manufactured home communities – leasing sites on an annual or month-to-month basis to private manufactured home owners. The Company also leases homes to residents and, through its taxable REIT subsidiary, UMH Sales and Finance, Inc. (S&F), sells and finances homes to qualified residents and prospective residents of our communities. During the six months ended June 30, 2014, the Company acquired 8 Ohio manufactured home communities with a total of 1,018 developed homesites for a total purchase price of $24,950,000. As of June 30, 2014, the Company owned eighty-two manufactured home communities containing approximately 14,500 developed homesites. These communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana and Michigan. The Company also invests in securities of other REITs.

The Company’s income primarily consists of Rental and Related Income from the operation of its manufactured home communities.  Income also includes sales of manufactured homes as well as sales finance operations. 

Current economic indicators show signs of moderate recovery in the US economy and activity in our communities has recently increased. Overall occupancy has increased from 81.3% at year-end 2013 to 81.7% currently. Current occupancy reflects 2014 acquisitions of approximately 1,000 sites with a weighted-average occupancy of 71.1%. Year over year, same store occupancy has increased from 81.3% in the second quarter of 2013 to 82.6% currently. We continue to see increased demand for rental units. In 2013, we added approximately 300 rental units to selected communities, and acquired 300 rental units as part of our 2013 community acquisitions. During the first half of 2014, we have added an additional 210 rental units. We intend to add more rental units throughout 2014, as demand dictates. Occupied rental units represent approximately 15.7% of total occupied sites at quarter end. Occupancy in rental units continues to be strong and is currently at 92.6%. It is our intention to continue to convert renters to new homeowners in the future.

The Company also holds a portfolio of securities of other REITs with a fair value of $62,822,789 at June 30, 2014, which earns Dividend and Interest Income. The dividends received from our securities investments were at a weighted-average yield of approximately 6.5% during the six months ended June 30, 2014. During the six months ended June 30, 2014, the Company recognized Gains on Sales of Securities of $1,215,457. At June 30, 2014, the Company had Net Unrealized Gains of $5,538,642 in its REIT securities portfolio.  The Company invests in REIT securities on margin from time to time when the Company can achieve

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an adequate yield spread. The REIT securities portfolio provides the Company with liquidity and additional income and serves as a proxy for real property investments.

The Company intends to continue to increase its real estate investments. In 2012 and 2013, we added thirty-four manufactured home communities, encompassing approximately 4,500 developed homesites, to our portfolio. On March 13, 2014, the Company acquired 8 manufactured home communities for $24,950,000. These 8 all-age communities total 1,018 sites and are situated on approximately 270 acres. These communities are all located in Ohio. The average occupancy for these communities at closing was approximately 70%. On July 14, 2014, we acquired four manufactured home communities located in Pennsylvania with a total of 336 sites for $12.2 million. On July 28, 2014, we acquired two manufactured home communities located in Ohio with a total of 258 sites for $5.4 million. We have also entered into a definitive agreement to purchase one manufactured home community with a total of approximately 141 developed homesites located in Pennsylvania for a purchase price of approximately $4.2 million.  We have been positioning ourselves for future growth and will continue to seek opportunistic investments. We currently have the potential to fill 2,800 vacancies. Housing demand in the energy-rich Marcellus and Utica shale regions where a substantial amount of our communities are located is expected to be particularly strong in the years to come and we intend to focus our acquisitions in those regions.

See PART I, Item 1 – Business in the Company’s 2013 annual report on Form 10-K for a more complete discussion of the economic and industry-wide factors relevant to the Company and the opportunities and challenges, and risks on which the Company is focused.  

Significant Accounting Policies and Estimates

The discussion and analysis of the Company’s financial condition and results of operations are based upon the Company’s Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these Consolidated Financial Statements requires management to make estimates and judgments that affect the reported amounts of Assets and Liabilities, Revenues and Expenses, and related disclosure of contingent Assets and Liabilities at the date of the Company’s Consolidated Financial Statements. Actual results may differ from these estimates under different assumptions or conditions.

On a regular basis, management evaluates our assumptions, judgments and estimates. Management believes there have been no material changes to the items that we disclosed as our significant accounting policies and estimates under Item 7, “Management's Discussion and Analysis of Financial Condition and Results of Operations,” in our Annual Report on Form 10-K for the year ended December 31, 2013.

Changes In Results Of Operations

Rental and Related Income increased 15% from $13,755,391 for the three months ended June 30, 2013 to $15,768,908 for the three months ended June 30, 2014. Rental and Related Income increased 21% from $25,397,577 for the six months ended June 30, 2013 to $30,615,684 for the three months ended June

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30, 2014. This was primarily due to the acquisitions made during 2013 and 2014, and an increase in rental home income. We have added approximately 400 rental units from June 30, 2013 to June 30, 2014. Total rental units amounted to 1,975 and 1,586 at June 30, 2014 and 2013, respectively. Occupied rental units amounted to 1,829 and 1,472 at June 30, 2014 and 2013, respectively. Overall occupancy has increased to 81.7% for the six months ended June 30, 2014. Same store occupancy has increased from 81.3% at June 30, 2013 to 82.6% at June 30, 2014.

Sales of manufactured homes remained relatively stable at $2,379,824 and $2,342,534 for the quarters ended June 30, 2014 and 2013, respectively. Sales of manufactured homes amounted to $3,382,229 and $4,126,643 for the six months ended June 30, 2014 and 2013, respectively. During the first half of 2014, the Company sold approximately 60 newer homes into our communities. The severe winter weather experienced by the Northeast hampered home sales. Government regulations continue to hinder the sales market which has caused us to emphasize our rental homes operations. Cost of Sales of manufactured homes amounted to $1,944,233 and $1,978,468 for the quarters ended June 30, 2014 and 2013, respectively. Cost of Sales of manufactured homes amounted to $2,710,612 and $3,501,000 for the six months ended June 30, 2014 and 2013, respectively. Selling Expenses amounted to $752,136 and $429,960 for the quarters ended June 30, 2014 and 2013, respectively. Selling Expenses amounted to $1,472,815 and $938,862 for the six months ended June 30, 2014 and 2013, respectively. These increases are due to increased advertising costs and salaries related to retail sales centers. By the end of 2014, we should have four well located retail sales centers that can sell homes both inside and outside of our communities. Setting these sales centers up and staffing them requires a capital investment but we believe these sales centers have the potential to generate positive results going forward. Loss from the Sales Operations (defined as Sales of Manufactured Homes less Cost of Sales of Manufactured homes less Selling Expenses) amounted to $316,545 or 13% of total sales and $65,894 or 3% of total sales for the quarters ended June 30, 2014 and 2013, respectively. Loss from the Sales Operations amounted to $801,198 or 24% of total sales and $313,219 or 8% of total sales for the six months ended June 30, 2014 and 2013, respectively. The gross profit percentage was 18% and 16% for the quarters ended June 30, 2014 and 2013, respectively. The gross profit percentage was 20% and 15% for the six months ended June 30, 2014 and 2013, respectively. This increase was the result of an increase in sales prices. The Company believes that the sale of new homes produces new rental revenue and is an investment in the upgrading of the communities.

Community Operating Expenses increased 21% from $6,919,124 for the quarter ended June 30, 2013 to $8,341,946 for the quarter ended June 30, 2014. Community Operating Expenses increased 29% from $12,866,489 for the six months ended June 30, 2013 to $16,629,555 for the six months ended June 30, 2014. This increase was primarily due to the acquisitions made during 2013 and 2014, the increase in rental units and expenses relating to the harsh winter weather experienced in the Northeast.

General and Administrative Expenses increased 11% from $1,522,152 for the quarter ended June 30, 2013 to $1,695,056 for the quarter ended June 30, 2014. General and Administrative Expenses increased 17% from $2,737,388 for the six months ended June 30, 2013 to $3,214,979 for the six months ended June 30, 2014. This was primarily due to an increase in compensation and director fees.

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Franchise Taxes increased 27% from $66,000 for the quarter ended June 30, 2013 to $84,000 for the quarter ended June 30, 2014. Franchise Taxes increased 27% from $132,000 for the six months ended June 30, 2013 to $168,000 for the six months ended June 30, 2014. This increase was primarily due to the acquisitions during 2013 and 2014.

Acquisition Costs decreased 100% from $271,709 for the quarter ended June 30, 2013 to $-0- for the quarter ended June 30, 2014. Acquisition Costs decreased 67% from $862,777 for the six months ended June 30, 2013 to $285,179 for the six months ended June 30, 2014. Acquisition Costs relate to transaction, due diligence and other related costs associated with the acquisition of the communities. 

Depreciation Expense increased 22% from $3,009,240 for the quarter ended June 30, 2013 to $3,672,454 for the quarter ended June 30, 2014. Depreciation Expense increased 32% from $5,399,094 for the six months ended June 30, 2013 to $7,110,126 for the six months ended June 30, 2014. This increase was primarily due to the acquisitions and increase in rental homes during 2013 and 2014.

Interest Income remained relatively stable for the three and six months ended June 30, 2013 as compared to the three and six months ended June 30, 2014.

Dividend Income increased 34% from $747,852 for the quarter ended June 30, 2013 to $1,004,610 for the quarter ended June 30, 2014. Dividend Income increased 29% from $1,598,645 for the six months ended June 30, 2013 to $2,064,075 for the six months ended June 30, 2014. This increase was primarily due to the increase in the average balance of Securities Available for Sale from $53.8 million at June 30, 2013 to $61.0 million at June 30, 2014. The dividends received from our securities investments continue to meet our expectations. It is our intent to hold these securities long-term.

Gain on Sales of Securities Transactions, net amounted to $707,054 and $370,982 for the quarters ended June 30, 2014 and 2013, respectively. Gain on Sales of Securities Transactions, net amounted to $1,215,457 and $3,681,010 for the six months ended June 30, 2014 and 2013, respectively. At June 30, 2014, the Company had net unrealized holding gains of $5,538,642 in its REIT securities portfolio.  

Interest Expense increased 34% from $1,891,325 for the quarter ended June 30, 2013 to $2,530,528 for the quarter ended June 30, 2014. Interest Expense increased 33% from $3,571,134 for the six months ended June 30, 2013 to $4,738,653 for the six months ended June 30, 2014. This increase is primarily due to an increase in the average balance of mortgages and loans payable due to the new community acquisitions in 2013 and 2014. The average balance for the six months ended June 30, 2014 and 2013 was approximately $224.6 million and $155.7 million, respectively.

Amortization of Financing Costs increased 44% from $96,190 for the quarter ended June 30, 2013 to $138,861 for the quarter ended June 30, 2014. Amortization of Financing Costs increased 53% from $167,380 for the six months ended June 30, 2013 to $255,441 for the six months ended June 30, 2014. This increase is primarily due to the new mortgages associated with the acquisitions completed in 2013 and 2014.

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Income from Community Operations (defined as Rental and Related Income less Community Operating Expenses) amounted to $7,426,962 and $6,836,267 for the quarters ended June 30, 2014 and 2013, respectively. Income from Community Operations amounted to $13,986,129 and $12,531,088 for the six months ended June 30, 2014 and 2013. This increase was primarily due to the acquisitions during 2014 and 2013.

Changes in Financial Condition

Total Investment Property and Equipment increased 10% or $39,401,621 during the six months ended June 30, 2014.  This increase was primarily due to the acquisitions of 8 communities with an aggregate purchase price of $24,950,000, which included approximately 50 rental units. The Company also added approximately 210 rental units to its existing communities.

Securities Available for Sale increased 6% or $3,567,847 during the six months ended June 30, 2014.  The increase was due to the purchases of Securities Available for Sale of $5,018,926 and an increase in the unrealized gain of $4,421,904 which was offset by sales with a cost of $5,872,983.

Inventory of Manufactured Homes increased 23% or $3,141,207 during the six months ended June 30, 2014. With the increase in communities and the expansion of our rental program, the Company is purchasing new homes for sales or rent.

Mortgages Payable increased 10% or $15,844,479 during the six months ended June 30, 2014. This increase was due to the assumption of new mortgages totaling approximately $18,112,739 partially offset by principal repayments of $2,268,260.

Loans Payable increased 28% or $13,874,850 during the six months June 30, 2014. This increase was mainly due to the drawdown of an additional $10.0 million on the Credit Facility for the acquisition of the 8 communities, the drawdown of an additional $5.0 million on the revolving line of credit with Sun National Bank to fund the acquisition of four communities in July 2014 and the drawdown of an additional $4.4 million to finance inventory purchases. These increases were offset by a decrease of $5.5 million on our margin loan.

The Company raised $15,249,235 from the issuance of common stock in the DRIP during the six months ended June 30, 2014, which included Dividend Reinvestments of $912,856. Dividends paid on the common stock for the six months ended June 30, 2014 were $7,844,705, of which $912,856 were reinvested. Dividends paid on the preferred stock for the six months ended June 30, 2014 were $3,778,294.

Liquidity and Capital Resources

The Company’s principal liquidity demands have historically been, and are expected to continue to be, distributions to the Company’s stockholders, acquisitions, capital improvements, development and expansions of properties, debt service, purchases of manufactured home inventory, investment in securities of other REITs

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and payments of expenses relating to real estate operations. We anticipate that the liquidity demands of the recent properties acquired will be met by the operations of these acquisitions. The Company’s ability to generate cash adequate to meet these demands is dependent primarily on income from its real estate investments and securities portfolio, the sale of real estate investments and securities, refinancing of mortgage debt, leveraging of real estate investments, availability of bank borrowings, lines of credit, proceeds from the DRIP, and access to the capital markets.

Current economic indicators show signs of moderate recovery in the US economy. The affordability and geographic location of our homes should enable the Company to perform well despite the challenging economy. While the recent recession has proven difficult, manufactured home communities are considered to be more stable than other housing types because of their low site rents and lower-priced homes and rental units.

In addition to cash generated through operations, the Company uses a variety of sources to fund its cash needs, including acquisitions. The Company may sell marketable securities, borrow on its lines of credit, finance and refinance its properties, and/or raise capital through the DRIP and capital markets.  

Net Cash provided by Operating Activities amounted to $7,946,692 and $3,768,504 for the six months ended June 30, 2014 and 2013, respectively. As of June 30, 2014, the Company had Cash and Cash Equivalents of $11.0 million, Securities Available for Sale of $62.8 million, $5.0 million available on its Credit Facility, and $6.0 million available on its revolving lines of credit for the financing of home sales and the purchase of inventory. The Company owns 82 properties, of which 26 are unencumbered. These marketable securities, non-mortgaged properties, and lines of credit provide the Company with additional liquidity. The Company has been raising capital through its DRIP and through public offerings of its preferred stock.

The Company believes that funds generated will be adequate to meet its obligations over the next several years.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements.

Funds From Operations

We assess and measure our overall operating results based upon an industry performance measure referred to as Funds From Operations (FFO), which management believes is a useful indicator of our operating performance. FFO is used by industry analysts and investors as a supplemental operating performance measure of a REIT. FFO, as defined by The National Association of Real Estate Investment Trusts (NAREIT), represents Net Income (Loss) Attributable to Common Shareholders, as defined by accounting principles generally accepted in the United States of America (US GAAP), excluding Extraordinary Items, as defined under US GAAP, Gains or Losses from sales of previously depreciated real estate assets, Impairment Charges related to depreciable real estate assets, plus certain non-cash items such as Real Estate Asset Depreciation

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and Amortization. NAREIT created FFO as a non-US GAAP supplemental measure of REIT operating performance. We define Core Funds From Operations (Core FFO), as FFO plus Acquisition Costs. FFO and Core FFO should be considered as supplemental measures of operating performance used by REITs. FFO and Core FFO 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 Core FFO are significant components in understanding the Company’s financial performance.

FFO and Core FFO (i) do not represent Cash Flow from Operations as defined by US GAAP; (ii) should not be considered as an alternative to Net Income (Loss) as a measure of operating performance or to Cash Flows from Operating, Investing and Financing activities; and (iii) are not alternatives to Cash Flow as a measure of liquidity. FFO and Core FFO, as calculated by the Company, may not be comparable to similarly titled measures reported by other REITs.

The Company’s FFO and Core FFO for the three and six months ended June 30, 2014 and 2013 are calculated as follows:

	Three Months Ended		Six Months Ended
	6/30/14	6/30/13	6/30/14	6/30/13
Net Income (Loss) Attributable to Common Shareholders	$(412,422)	$(269,708)	$(1,733,380)	$1,990,656
Depreciation Expense	3,672,454	3,009,240	7,110,126	5,399,094
(Income) Loss on Sales of Depreciable Assets	(46,195)	52,048	(23,551)	64,909
FFO Attributable to Common Shareholders	3,213,837	2,791,580	5,353,195	7,454,659
Acquisition Costs	-0-	271,709	285,179	862,777
Core FFO Attributable to Common Shareholders	$3,213,837	$3,063,289	$5,638,374	$8,317,436

The Company’s Core FFO excluding the net Gain on Sales of Securities Transactions for the three and six months ended June 30, 2014 and 2013 is calculated as follows:

	Three Months Ended		Six Months Ended
	6/30/14	6/30/13	6/30/14	6/30/13
Core FFO Attributable to Common Shareholders	$3,213,837	$3,063,289	$5,638,374	$8,317,436
Less: Gain on Sales of Securities Transactions, net	707,054	370,982	1,215,457	3,681,010
Core FFO, excluding net Gain on Sales of Securities Transactions Attributable to Common Shareholders	$2,506,783	$2,692,307	$4,422,917	$4,636,426

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The following are the cash flows provided (used) by operating, investing and financing activities for the six months ended June 30, 2014 and 2013:

	2014	2013
Operating Activities	$7,946,692	$3,768,504
Investing Activities	(19,545,351)	(77,210,353)
Financing Activities	14,991,649	76,748,356

Safe Harbor Statement

Statements contained in this Form 10-Q, that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements provide our current expectations or forecasts of future events. Forward-looking statements include statements about the Company’s expectations, beliefs, intentions, plans, objectives, goals, strategies, future events, performance and underlying assumptions and other statements that are not historical facts. Forward-looking statements can be identified by their use of forward-looking words, such as “may,” “will,” “anticipate,” “expect,” “believe,” “intend,” “plan,” “should,” “seek” or comparable terms, or the negative use of those words, but the absence of these words does not necessarily mean that a statement is not forward-looking.

The forward-looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account all information currently available to us. Forward-looking statements are not predictions of future events. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to us. Some of these factors are described below and under the headings “Business”, “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. These and other risks, uncertainties and factors could cause our actual results to differ materially from those included in any forward-looking statements we make. Any forward-looking statement speaks only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible for us to predict those events or how they may affect us. Except as required by law, we are not obligated to, and do not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Important factors that could cause actual results to differ materially from our expectations include, among others:

· changes in the real estate market conditions and general economic conditions;

· the inherent risks associated with owning real estate, including local real estate market conditions, governing laws and regulations affecting manufactured housing communities and illiquidity of real estate investments;

· increased competition in the geographic areas in which we own and operate manufactured housing communities;

· our ability to continue to identify, negotiate and acquire manufactured housing communities and/or vacant land which may be developed into manufactured housing communities on terms favorable to us;

26

· our ability to maintain rental rates and occupancy levels;

· changes in market rates of interest;

· our ability to repay debt financing obligations;

· our ability to refinance amounts outstanding under our credit facilities at maturity on terms favorable to us;

· our ability to comply with certain debt covenants;

· our ability to integrate acquired properties and operations into existing operations;

· the availability of other debt and equity financing alternatives;

· continued ability to access the debt or equity markets;

· the loss of any member of our management team;

· our ability to maintain internal controls and processes to ensure all transactions are accounted for properly, all relevant  disclosures and filings are timely made in accordance with all rules and regulations, and any potential fraud or embezzlement is thwarted or detected;

· the ability of manufactured home buyers to obtain financing;

· the level of repossessions by manufactured home lenders;

· market conditions affecting our investment securities;

· risks associated with natural disasters;

· changes in federal or state tax rules or regulations that could have adverse tax consequences;

· our ability to qualify as a real estate investment trust for federal income tax purposes; and

· those risks and uncertainties referenced under the heading "Risk Factors" contained in this Form 10-Q and the Company's filings with the Securities and Exchange Commission.

You should not place undue reliance on these forward-looking statements, as events described or implied in such statements may not occur. The forward-looking statements contained in this Form 10-Q speak only as of the date hereof and the Company expressly disclaims any obligation to publicly update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.

27

ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes to information required regarding quantitative and qualitative disclosures about market risk from the end of the preceding year to the date of this Quarterly Report on Form 10-Q.

ITEM 4 - CONTROLS AND PROCEDURES

The Company’s Chief Executive Officer and Chief Financial Officer, with the assistance of other members of the Company’s management, have evaluated the effectiveness of the Company’s disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures are effective.

Changes In Internal Control Over Financial Reporting

There were no changes in the Company’s internal control over financial reporting during the quarterly period ended June 30, 2014 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

28

PART II

OTHER INFORMATION

Item 1 -	Legal Proceedings – none
Item 1A -	Risk Factors There have been no material changes to information required regarding risk factors from the end of the preceding year to the date of this Quarterly Report on Form 10-Q. In addition to the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the factors discussed in Part I, Item 1A – “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, which could materially affect the Company’s business, financial condition or future results. The risks described in the Company’s Annual Report on Form 10-K are not the only risks facing the Company. Additional risks and uncertainties not currently known to the Company or that the Company currently deems to be immaterial also may materially adversely affect the Company’s business, financial condition and/or operating results.
Item 2 -	Unregistered Sale of Equity Securities and Use of Proceeds – none
Item 3 -	Defaults Upon Senior Securities – none
Item 4 -	Mine Safety Disclosures – none
Item 5 -	Other Information
	(a) Information Required to be Disclosed in a Report on Form 8-K, but not Reported – none
	(b) Material Changes to the Procedures by which Security Holders may     Recommend Nominees to the Board of Directors – none
Item 6 -	Exhibits –
	31.1 Certification of Samuel A. Landy, President and Chief Executive Officer of the Company, pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended (Filed herewith).

29

	31.2 Certification of Anna T. Chew, Chief Financial Officer of the Company, pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended (Filed herewith).
	32 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Samuel A. Landy, President and Chief Executive Officer, and Anna T. Chew, Chief Financial Officer (Furnished herewith).
101	The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2014 formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Cash Flows and (v) the Notes to Condensed Consolidated Financial Statements. As provided in Rule 406T of Regulation S-T, this information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.

30

SIGNATURES

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

UMH PROPERTIES, INC.

DATE: August 6, 2014

By /s/ Samuel A. Landy

Samuel A. Landy, President and Chief Executive Officer, its principal executive officer

DATE: August 6, 2014

By /s/ Anna T. Chew

Anna T. Chew, Vice President and Chief Financial Officer, its principal financial officer and principal accounting officer

31

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Samuel A. Landy, certify that:

1. I have reviewed this quarterly report on Form 10-Q of UMH Properties, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the

audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:

August 6, 2014

/s/ Samuel A. Landy

Samuel A. Landy

President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Anna T. Chew, certify that:

1. I have reviewed this quarterly report on Form 10-Q of UMH Properties, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the

audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:

August 6, 2014

/s/ Anna T. Chew

Anna T. Chew

Vice President and Chief Financial Officer

EX-32

Exhibit 32

CERTIFICATION OF CEO PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of UMH Properties, Inc. (the “Company”) for the quarterly period ended June 30, 2014 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Samuel A. Landy, as President and Chief Executive Officer of the Company, and Anna T. Chew, as Vice President and Chief Financial Officer, each hereby certifies, pursuant to 18 U.S.C. (section) 1350, as adopted pursuant to (section) 906 of the Sarbanes-Oxley Act of 2002, that, to the best of their knowledge:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By:

/s/Samuel A. Landy

Name:

Samuel A. Landy

Title:

President and Chief Executive Officer

Date:  

August 6, 2014

By:

/s/Anna T. Chew

Name:

Anna T. Chew

Title:  

Vice President and Chief Financial Officer

Date:  

August 6, 2014

XML

Subsequent Events (Details) (USD $)	6 Months Ended	0 Months Ended
	Jun. 30, 2014 Home_Community Home_Site	Jul. 28, 2014 Subsequent Event [Member] Home_Site Home_Community	Jul. 14, 2014 Subsequent Event [Member] Home_Community Home_Site	Jul. 14, 2014 Subsequent Event [Member] PENNSYLVANIA acre Home_Site Home_Community	Jul. 28, 2014 Subsequent Event [Member] Ohio [Member] Home_Community Home_Site acre
Subsequent Events (Textual)
Number of home site of acquired manufactured home communities	14,500	258	336	336	258
Number of communities	82	2	4	4	2
Area of acquired real estate property (in acres)				239	39
Percentage of average occupancy				84.00%	91.00%
Assumed mortgages				$ 8,600,000
Interest rate on mortgage				4.975%
Maturity date of mortgage				Jul. 01, 2023
Additional borrowings on credit facility	5,000,000				5,000,000
Fair value of home communities				$ 12,200,000	$ 5,400,000

XML

Loans and Mortgages Payable (Details) (USD $)	0 Months Ended	6 Months Ended
	Mar. 13, 2014 Home_Community	Jun. 30, 2014 Home_Community	Dec. 31, 2013	Jul. 31, 2014 Subsequent Event [Member] Home_Community
Loans and Mortgages Payable (Textual)
Secured Debt	$ 18,100,000	$ 176,484,423	$ 160,639,944
Maturity date of remaining loans	Feb. 01, 2018
Credit Facility to finance acquisition	10,000,000
Number of manufactured home communities acquired	8	8		6
Mortgage Loans, Periodic Payment Terms	Approximately $8.9 million matures on May 1, 2016 and the remaining balance matures on February 1, 2018.
Additional borrowings on credit facility		5,000,000
Finance inventory purchases		16,000,000
Line of credit facility amount utilized		$ 10,000,000

XML

Organization and Accounting Policies (Details 1) (USD $)	6 Months Ended
	Jun. 30, 2014
Swap Agreements One [Member]
Summary of interest rate swap agreement
Mortgage	Allentown/Clinton
Due Date	Feb. 01, 2017
Mortgage Interest Rate	LIBOR + 3.25
Effective Fixed Rate	4.39%
Balance 6/30/14	$ 10,642,723
Swap Agreements Two [Member]
Summary of interest rate swap agreement
Mortgage	Various - 11 properties
Due Date	Aug. 01, 2017
Mortgage Interest Rate	LIBOR + 3.00
Effective Fixed Rate	3.89%
Balance 6/30/14	$ 12,543,622

XML

Contingencies and Commitments (Details) (USD $)				1 Months Ended	6 Months Ended		1 Months Ended
	Jun. 30, 2014 Home_Community	Mar. 13, 2014 Home_Community	Dec. 31, 2013	Jul. 31, 2014 Subsequent Event [Member] Home_Site Home_Community	Jun. 30, 2014 Definitive Agreements [Member] Home_Site Home_Community	Jun. 30, 2014 21st Mortgage Corp [Member] Transaction	Nov. 30, 2013 21st Mortgage Corp [Member] Minimum [Member]	Nov. 30, 2013 21st Mortgage Corp [Member] Maximum [Member]
Contingencies and Commitments (Textual)
Number of property sites				594	141
Purchase price of acquired entity				$ 17,600,000
Number of manufactured home communities acquired	8	8		6	1
Assumed Mortgages					4,200,000
Range Of Purchase Price Repossessed							80.00%	95.00%
Secured Debt	$ 176,484,423	$ 18,100,000	$ 160,639,944			$ 1,800,000
Number Of Transaction						40

XML

Investment Property and Equipment

6 Months Ended

Jun. 30, 2014

Investment Property and Equipment [Abstract]

INVESTMENT PROPERTY AND EQUIPMENT

NOTE 3 – INVESTMENT PROPERTY AND EQUIPMENT

On March 13, 2014, the Company acquired 8 manufactured home communities for $24,950,000. These 8 all-age communities total 1,018 sites and are situated on approximately 270 acres. These communities are all located in Ohio. The average occupancy for these communities at closing was approximately 70%. The Company assumed mortgages totaling approximately $18,100,000 and used its Unsecured Revolving Credit Facility with Bank of Montreal (“Credit Facility”) to finance this acquisition (see Note 5).

This acquisition has been accounted for utilizing the acquisition method of accounting in accordance with ASC 805, Business Combinations, and accordingly, the result of the acquired assets are included in the statements of operations from the dates of acquisition. The following table summarizes the estimated fair value of the assets acquired for the six months ended June 30, 2014:

	At Acquisition Date
Assets Acquired:
Land	$2,019,000
Depreciable Property	22,813,147
Other	117,853
Total Assets Acquired	$24,950,000

The purchase price allocations are preliminary and may be adjusted as final costs and valuations are determined.

XML

Investment Property and Equipment (Details Textual) (USD $)				0 Months Ended
	Jun. 30, 2014 Home_Community	Mar. 13, 2014 Home_Community	Dec. 31, 2013	Mar. 13, 2014 Manufactured Home Community [Member] Home_Site acre Home_Community
Investment Property and Equipment (Textual)
Number of manufactured home communities acquired	8	8		8
Purchase price of acquired entity				$ 24,950,000
Total communities sites				1,018
Area of acquired real estate property (in acres)				270
Percentage of average occupancy				70.00%
Secured Debt	$ 176,484,423	$ 18,100,000	$ 160,639,944	$ 18,100,000

XML

Investment Property and Equipment (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2014
Investment Property and Equipment [Abstract]
Land	$ 2,019,000
Depreciable Property	22,813,147
Other	117,853
Total Assets Acquired	$ 24,950,000

XML

Securities Available for Sale (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2014
Summary of temporarily impaired securities
Less Than 12 Months, Fair Value	$ 1,852,000
Less Than 12 Months, Unrealized Loss	(222,903)
12 Months or Longer, Fair Value	0
12 Months or Longer, Unrealized Loss	0
Preferred Stock [Member]
Summary of temporarily impaired securities
Less Than 12 Months, Fair Value	241,000
Less Than 12 Months, Unrealized Loss	(9,000)
12 Months or Longer, Fair Value	0
12 Months or Longer, Unrealized Loss	0
Common Stock [Member]
Summary of temporarily impaired securities
Less Than 12 Months, Fair Value	1,611,000
Less Than 12 Months, Unrealized Loss	(213,903)
12 Months or Longer, Fair Value	0
12 Months or Longer, Unrealized Loss	$ 0

XML

Securities Available for Sale (Details 1) (USD $)	6 Months Ended
	Jun. 30, 2014 Security
Security group one [Member]
Summary of the range of the losses
Number of Individual Securities	1
Fair Value	$ 241,000
Unrealized Loss	(9,000)
Range of Loss	4.00%
Security group two [Member]
Summary of the range of the losses
Number of Individual Securities	1
Fair Value	1,611,000
Unrealized Loss	(213,903)
Range of Loss	12.00%
Security group three [Member]
Summary of the range of the losses
Number of Individual Securities	2
Fair Value	1,852,000
Unrealized Loss	$ (222,903)

XML

Net Income (Loss) Per Share

6 Months Ended

Jun. 30, 2014

Net Income (Loss) Per Share [Abstract]

NET INCOME (LOSS) PER SHARE

NOTE 2 – NET INCOME (LOSS) PER SHARE

Basic Net Income (Loss) per Share is calculated by dividing Net Income (Loss) by the weighted average shares outstanding for the period. Diluted Net Income (Loss) per Share is calculated by dividing Net Income (Loss) by the weighted average number of common shares outstanding plus the weighted average number of net shares that would be issued upon exercise of stock options pursuant to the treasury stock method. Common stock equivalents resulting from stock options in the amount of 49,988 and 45,712 shares for the three and six months ended June 30, 2014, respectively, are included in the diluted weighted shares outstanding. Common stock equivalents resulting from stock options in the amount of -0- and 88,089 shares for the three and six months ended June 30, 2013, respectively, are included in the diluted weighted shares outstanding. For the six months ended June 30, 2014 and 2013, options to purchase 1,159,000 and 536,000 shares, respectively, were antidilutive.

XML

Securities Available for Sale (Details Textual) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Securities Available for Sale (Textual)
Common stock shares purchased of Monmouth Real Estate Investment Corporation			62,956
Common stock value purchased from Monmouth Real Estate Investment Corporation			$ 567,211
Company owns total number of shares in MREIC			1,938,102
Cost of securities sold			5,872,983
Gain on sale of available for securities	707,054	370,982	1,215,457	3,681,010
Purchase of Securities Available for Sale			5,018,926	7,681,655
Total net unrealized gains in REIT securities portfolio			5,538,642
Weighted average cost per shares			$ 9.01
Cost of common stock owned by the Company for MREIC shares			16,058,687
Fair Value of common stock owned by the Company for MREIC shares			$ 19,458,547

XML

Proforma Financial Information (Unaudited) (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Summary of Proforma financial information
Rental and Related Income	$ 15,769,000	$ 14,955,000	$ 31,184,000	$ 29,682,000
Community Operating Expenses	8,342,000	7,658,000	16,964,000	15,164,000
Net Income (Loss) Attributable toCommon Shareholders	$ (412,000)	$ (607,000)	$ (1,955,000)	$ 1,474,000
Net Income (Loss) Attributable toCommon Shareholders per Share:
Basic	$ (0.02)	$ (0.03)	$ (0.09)	$ 0.08
Diluted	$ (0.02)	$ (0.03)	$ (0.09)	$ 0.08

XML

Consolidated Balance Sheets (USD $)	Jun. 30, 2014	Dec. 31, 2013
INVESTMENT PROPERTY AND EQUIPMENT
Land	$ 36,167,214	$ 33,973,214
Site and Land Improvements	279,745,900	256,830,234
Buildings and Improvements	16,122,389	13,273,690
Rental Homes and Accessories	72,673,457	61,747,274
Total Investment Property	404,708,960	365,824,412
Equipment and Vehicles	11,647,792	11,130,719
Total Investment Property and Equipment	416,356,752	376,955,131
Accumulated Depreciation	(91,578,441)	(84,655,017)
Net Investment Property and Equipment	324,778,311	292,300,114
OTHER ASSETS
Cash and Cash Equivalents	11,008,133	7,615,143
Securities Available for Sale	62,822,789	59,254,942
Inventory of Manufactured Homes	16,927,248	13,786,041
Notes and Other Receivables, net	25,446,866	26,019,725
Unamortized Financing Costs	2,113,742	2,128,006
Prepaid Expenses and Other Assets	882,712	1,182,850
Land Development Costs	5,855,985	5,693,153
Total Other Assets	125,057,475	115,679,860
TOTAL ASSETS	449,835,786	407,979,974
LIABILITIES:
MORTGAGES PAYABLE	176,484,423	160,639,944
OTHER LIABILITIES
Accounts Payable	2,522,725	1,628,713
Loans Payable	62,993,846	49,118,996
Accrued Liabilities and Deposits	4,146,454	3,852,799
Tenant Security Deposits	2,508,393	2,153,785
Total Other Liabilities	72,171,418	56,754,293
Total Liabilities	248,655,841	217,394,237
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY:
Series A - 8.25% Cumulative Redeemable Preferred Stock, par value $0.10 per share, 3,663,800 shares authorized, issued and outstanding as of June 30, 2014 and December 31, 2013, respectively	91,595,000	91,595,000
Common Stock - $0.10 par value per share, 42,000,000 sharesauthorized, 22,459,819 and 20,769,892 shares issued andoutstanding as of June 30, 2014 and December 31, 2013, respectively	2,245,982	2,076,989
Excess Stock - $0.10 par value per share, 3,000,000 shares authorized; no shares issued or outstanding
Additional Paid-In Capital	112,147,781	96,504,643
Accumulated Other Comprehensive Income	5,437,060	1,076,898
Accumulated Deficit	(10,245,878)	(667,793)
Total Shareholders' Equity	201,179,945	190,585,737
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$ 449,835,786	$ 407,979,974

XML

Consolidated Statements of Cash Flows (Unaudited) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income	$ 2,044,914	$ 5,768,950
Non-Cash Adjustments:
Depreciation	7,110,126	5,399,094
Amortization of Financing Costs	255,441	167,380
Stock Compensation Expense	562,896	409,377
Increase in Provision for Uncollectible Notes and Other Receivables	455,913	287,195
Gain on Sales of Securities Transactions, net	(1,215,457)	(3,681,010)
(Gain) Loss on Sales of Investment Property and Equipment	(23,551)	64,909
Changes in Operating Assets and Liabilities:
Inventory of Manufactured Homes	(3,141,207)	(2,309,391)
Notes and Other Receivables	116,946	(2,341,396)
Prepaid Expenses and Other Assets	300,138	(694,761)
Accounts Payable	894,012	39,307
Accrued Liabilities and Deposits	231,913	15,167
Tenant Security Deposits	354,608	643,683
Net Cash Provided by Operating Activities	7,946,692	3,768,504
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Manufactured Home Communities, net of mortgages assumed	(6,837,261)	(74,750,000)
Purchase of Investment Property and Equipment	(15,126,286)	(12,018,348)
Proceeds from Sales of Assets	511,514	575,180
Additions to Land Development	(162,832)	(313,116)
Purchase of Securities Available for Sale	(5,018,926)	(7,681,655)
Proceeds from Sales of Securities Available for Sale	7,088,440	16,977,586
Net Cash Used in Investing Activities	(19,545,351)	(77,210,353)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Mortgages, net of mortgages assumed		53,760,000
Net Proceeds on short term borrowing	13,874,850	26,679,248
Principal Payments of Mortgages and Loans	(2,268,260)	(7,633,710)
Financing Costs on Debt	(241,177)	(969,183)
Proceeds from Issuance of Common Stock, net of reinvestments	14,336,379	14,267,230
Preferred Dividends Paid	(3,778,294)	(3,778,294)
Common Dividends Paid, net of reinvestments	(6,931,849)	(5,576,935)
Net Cash Provided by Financing Activities	14,991,649	76,748,356
NET INCREASE IN CASH AND CASH EQUIVALENTS	3,392,990	3,306,507
CASH AND CASH EQUIVALENTS-BEGINNING OF PERIOD	7,615,143	11,035,824
CASH AND CASH EQUIVALENTS-END OF PERIOD	$ 11,008,133	$ 14,342,331

XML

Fair Value Measurements (Details) (Fair Value, Measurements, Recurring [Member], USD $)	6 Months Ended		12 Months Ended
	Jun. 30, 2014		Dec. 31, 2013
Summary of financial assets and liabilities measured at fair value on a recurring basis
Interest Rate Swap (1)	$ (101,582)	[1]	$ (39,840)	[1]
Total	62,721,207		59,215,102
Fair Value, Inputs, Level 1 [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Interest Rate Swap (1)	0	[1]	0	[1]
Total	62,822,789		59,254,942
Fair Value, Inputs, Level 2 [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Interest Rate Swap (1)	(101,582)	[1]	(39,840)	[1]
Total	(101,582)		(39,840)
Fair Value, Inputs, Level 3 [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Interest Rate Swap (1)	0	[1]	0	[1]
Total	0		0
Preferred Stock [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Securities available for sale	21,710,702		24,536,942
Preferred Stock [Member] | Fair Value, Inputs, Level 1 [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Securities available for sale	21,710,702		24,536,942
Preferred Stock [Member] | Fair Value, Inputs, Level 2 [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Securities available for sale	0		0
Preferred Stock [Member] | Fair Value, Inputs, Level 3 [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Securities available for sale	0		0
Common Stock [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Securities available for sale	41,112,087		34,718,000
Common Stock [Member] | Fair Value, Inputs, Level 1 [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Securities available for sale	41,112,087		34,718,000
Common Stock [Member] | Fair Value, Inputs, Level 2 [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Securities available for sale	0		0
Common Stock [Member] | Fair Value, Inputs, Level 3 [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Securities available for sale	$ 0		$ 0

[1] Included in Accrued Liability and Deposits

XML

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2014

Fair Value Measurements [Abstract]

Summary of financial assets and liabilities measured at fair value on a recurring basis

Fair Value Measurements at Reporting Date Using
		Quoted  Prices	Significant
		In Active	Other	Significant
		Markets for	Observable	Unobservable
		Identical  Assets	Inputs	Inputs
	Total	(Level 1)	(Level 2)	(Level 3)
As of June 30, 2014:
Securities Available for Sale - Preferred stock	$21,710,702	$21,710,702	$-0-	$-0-
Securities Available for Sale - Common stock	41,112,087	41,112,087	-0-	-0-
Interest Rate Swap (1)	(101,582)	-0-	(101,582)	-0-
Total	$62,721,207	$62,822,789	$(101,582)	$-0-
As of December 31, 2013:
Securities Available for Sale - Preferred stock	$24,536,942	$24,536,942	$-0-	$-0-
Securities Available for Sale - Common stock	34,718,000	34,718,000	-0-	-0-
Interest Rate Swap (1)	(39,840)	-0-	(39,840)	-0-
Total	$59,215,102	$59,254,942	$(39,840)	$-0-

(1) Included in Accrued Liability and Deposits

XML

Fair Value Measurements (Details Textual) (USD $)	Jun. 30, 2014
Fair Value Measurements (Textual)
Fair value of fixed rate mortgages payable	$ 144,974,578
Carrying value of fixed rate mortgages payable	$ 145,210,965

XML

Organization and Accounting Policies (Details) (USD $)	6 Months Ended
	Jun. 30, 2014
Organization and Accounting Policies [Abstract]
Dividend yield	7.14%
Expected volatility	27.12%
Risk-free interest rate	2.23%
Expected lives	8 years
Estimated forfeitures	$ 0

XML

Organization and Accounting Policies

6 Months Ended

Jun. 30, 2014

Organization and Accounting Policies [Abstract]

ORGANIZATION AND ACCOUNTING POLICIES

NOTE 1 – ORGANIZATION AND ACCOUNTING POLICIES

UMH Properties, Inc. (“we”, “our”, “us” or “the Company”) owns and operates eighty-two manufactured home communities containing approximately 14,500 developed homesites. On July 14, 2014, we acquired four manufactured home communities located in Pennsylvania with a total of 336 sites for $12.2 million (see Note 10). On July 28, 2014, we acquired two manufactured home communities located in Ohio with a total of 258 sites for $5.4 million (see Note 10). With these acquisitions, we now own eighty-eight communities consisting of approximately 15,100 sites. The communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana and Michigan. The Company, through its wholly-owned taxable subsidiary, UMH Sales and Finance, Inc. (S&F), conducts manufactured home sales in its communities. S&F was established to enhance the occupancy of the communities.  The consolidated financial statements of the Company include S&F and all of its other wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company also invests in securities of other Real Estate Investment Trusts (REITs).

The Company has elected to be taxed as a REIT under Sections 856-860 of the Internal Revenue Code (the Code), and intends to maintain its qualification as a REIT in the future. As a qualified REIT, with limited exceptions, the Company will not be taxed under federal and certain state income tax laws at the corporate level on taxable income that it distributes to its shareholders. For special tax provisions applicable to REITs, refer to Sections 856-860 of the Code. The Company is subject to franchise taxes in some of the states in which the Company owns property.

The interim Consolidated Financial Statements furnished herein have been prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP) applicable to interim financial information, the instructions to Form 10-Q, and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by US GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six months ended June 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014. For further information, refer to the Consolidated Financial Statements and footnotes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2013.

Use of Estimates

In preparing the Consolidated Financial Statements in accordance with US GAAP, management is required to make estimates and assumptions that affect the reported amounts of Assets and Liabilities, as well as contingent Assets and Liabilities as of the dates of the Consolidated Balance Sheets and Revenue and Expenses for the years then ended. Actual results could differ significantly from these estimates and assumptions.

Stock Based Compensation

The Company accounts for awards of stock options and restricted stock in accordance with ASC 718-10, Compensation-Stock Compensation. ASC 718-10 requires that compensation cost for all stock awards be calculated and amortized over the service period (generally equal to the vesting period). The compensation cost for stock option grants is determined using option pricing models, intended to estimate the fair value of the awards at the grant date less estimated forfeitures. The compensation expense for restricted stock is recognized based on the fair value of the restricted stock awards less estimated forfeitures.  The fair value of restricted stock awards is equal to the fair value of the Company’s stock on the grant date. Compensation costs of $339,099 and $562,896 have been recognized for the three and six months ended June 30, 2014, respectively and $276,797 and $409,377 for the three and six months ended June 30, 2013, respectively.

On January 15, 2014, the Company awarded to Samuel A. Landy a restricted stock award of 25,000 shares in accordance with his employment agreement. The grant date fair value of this restricted stock grant was $232,750. This grant vests over 5 years.

On June 11, 2014, the Company granted options to purchase 339,000 shares of common stock to twenty-five participants in the Plan, including an option to purchase 100,000 shares to Eugene W. Landy. The exercise price is $9.85 and the expiration date is June 11, 2022. The grant date fair value of these options amounted to $332,220. This grant vests over 1 year. Compensation costs for grants to participants who are of retirement age were recognized at time of grant.

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions used for grants during the six months ended June 30, 2014:

	2014
Dividend yield	7.14%
Expected volatility	27.12%
Risk-free interest rate	2.23%
Expected lives	8
Estimated forfeitures	-0-

The weighted-average fair value of options granted during the six months ended June 30, 2014 was $0.98.

As of June 30, 2014, there were options outstanding to purchase 1,355,000 shares. There were 2,254,000 shares available for grant under the 2013 Stock Option and Stock Award Plan, as amended. During the six months ended June 30, 2014, options to one participant to purchase a total of 3,000 shares were exercised. During the six months ended June 30, 2014, options to two participants to purchase a total of 74,000 shares expired or forfeited. The aggregate intrinsic value of options outstanding as of June 30, 2014 was $590,243. As of June 30, 2013, there were options outstanding to purchase 1,127,000 shares and 2,618,000 shares were available for grant under the Company’s 2013 Stock Option and Stock Award Plan, as amended.

Derivative Instruments and Hedging Activities

In the normal course of business, the Company is exposed to financialmarket risks, including interest rate risk on our variable rate debt.  We attempt to limit these risks by following established risk management policies, procedures and strategies, including the use of derivative financial instruments.  The Company's primary strategy in entering into derivative contracts is to minimize the variability that changes in interest rates could have on its future cash flows. The Company generally employs derivative instruments that effectively convert a portion of its variable rate debt to fixed rate debt. The Company does not enter into derivative instruments for speculative purposes. The Company had entered into various interest rate swap agreements that had the effect of fixing interest rates relative to specific mortgage loans.

During 2012, the Company entered into two interest rate swap agreements that have the effect of fixing interest rates relative to specific mortgage loans as follows:

Mortgage	Due Date	Mortgage Interest Rate	Effective Fixed Rate	Balance 6/30/14
Allentown/Clinton	2/1/2017	LIBOR + 3.25%	4.39%	$10,642,723
Various – 11 properties	8/1/2017	LIBOR + 3.00%	3.89%	$12,543,622

The Company's interest rate swap agreements are based upon 30-day LIBOR.  The re-pricing and scheduled maturity dates, payment dates, index and the notional amounts of the interest rate swap agreements coincide with those of the underlying mortgage. The interest rate swap agreements are net settled monthly. The Company has designated these derivatives as cash flow hedges and has recorded the fair value on the balance sheet in accordance with ASC 815, Derivatives and Hedging (See Note 7 for information on the determination of fair value).  The effective portion of the gain or loss on these hedges will be reported as a component of Accumulated Other Comprehensive Income in our Consolidated Balance Sheets. To the extent that the hedging relationships are not effective or do not qualify as cash flow hedges, the ineffective portion is recorded in Interest Expense. Hedges that received designated hedge accounting treatment are evaluated for effectiveness at the time that they are designated as well as through the hedging period. As of June 30, 2014 and December 31, 2013, the Company has determined that these interest rate swap agreements are highly effective as cash flow hedges. As a result, the fair value of these derivatives of $(101,582) and $(39,840), respectively, was recorded as a component of Accumulated Other Comprehensive Income, with the corresponding liability included in Accrued Liabilities and Deposits.

Recent Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity”. ASU No. 2014-08 changes the definition of a discontinued operation to include only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity's operations and financial results. ASU No. 2014-08 is effective prospectively for fiscal years beginning after December 15, 2014, with earlier adoption permitted. The Company has decided to early adopt this standard effective with the interim period beginning January 1, 2014, and it did not have a material impact on our financial position, results of operations or cash flows.

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” as a new Topic, Accounting Standards Codification ("ASC") Topic 606. The objective of ASU 2014-09 is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most of the existing revenue recognition guidance, including industry-specific guidance. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In applying the new standard, companies will perform a five-step analysis of transactions to determine when and how revenue is recognized. ASU 2014-09 applies to all contracts with customers except those that are within the scope of other topics in the FASB ASC. This ASU is effective for annual reporting periods (including interim periods within those periods) beginning after December 15, 2016 and shall be applied using either a full retrospective or modified retrospective approach. Early adoption is not permitted. The Company is currently evaluating the impact this standard may have on the consolidated financial statements and the method of adoption.

Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying Consolidated Financial Statements. 

Reclassifications

Certain amounts in the financial statements for the prior periods have been reclassified to conform to the statement presentation for the current periods.

XML

Consolidated Balance Sheets (Parenthetical) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Balance Sheets [Abstract]
Preferred stock, par value	$ 0.10	$ 0.10
Series A - 8.25% Cumulative Redeemable Preferred Stock, shares authorized	3,663,800	3,663,800
Series A - 8.25% Cumulative Redeemable Preferred Stock, shares issued	3,663,800	3,663,800
Series A - 8.25% Cumulative Redeemable Preferred Stock, shares outstanding	3,663,800	3,663,800
Percentage rate on Cumulative Redeemable Preferred Stock	8.25%	8.25%
Common Stock, par value	$ 0.10	$ 0.10
Common Stock, shares authorized	42,000,000	42,000,000
Common Stock, shares issued	22,459,819	20,769,892
Common Stock, shares outstanding	22,459,819	20,769,892
Excess Stock, par value	$ 0.10	$ 0.10
Excess Stock , shares authorized	3,000,000	3,000,000
Excess Stock , shares issued
Excess Stock , shares outstanding

XML

Proforma Financial Information (Unaudited)

6 Months Ended

Jun. 30, 2014

Proforma Financial Information [Abstract]

PRO FORMA FINANCIAL INFORMATION (UNAUDITED)

NOTE 11 – PROFORMA FINANCIAL INFORMATION (UNAUDITED)

The following unaudited pro forma condensed financial information reflects the acquisitions during 2013 and through June 30, 2014. This information has been prepared utilizing the historical financial statements of the Company and the effect of additional Revenue and Expenses from the properties acquired during this period assuming that the acquisitions had occurred as of January 1, 2013, after giving effect to certain adjustments including: (a) Rental and Related Income; (b) community Operating Expenses; (c) Interest Expense resulting from the assumed increase in mortgages and Loans Payable related to the new acquisitions; (d) Depreciation Expense related to the new acquisitions; and (e) Net Income (Loss) Attributable to Common Shareholders which has been reduced by Preferred Dividends related to the proceeds from capital raising used for property acquisitions. The unaudited pro forma condensed financial information is not indicative of the results of operations that would have been achieved had the acquisitions reflected herein been consummated on the dates indicated or that will be achieved in the future.   

	Three Months Ended		Six Months Ended
	6/30/14	6/30/13	6/30/14	6/30/13
Rental and Related Income	$15,769,000	$14,955,000	$31,184,000	$29,682,000
Community Operating Expenses	8,342,000	7,658,000	16,964,000	15,164,000
Net Income (Loss) Attributable to Common Shareholders	(412,000)	(607,000)	(1,955,000)	1,474,000
Net Income (Loss) Attributable to Common Shareholders per Share:
Basic	$(0.02)	$(0.03)	$(0.09)	$0.08
Diluted	$(0.02)	$(0.03)	$(0.09)	$0.08

XML

Document and Entity Information	6 Months Ended
	Jun. 30, 2014	Aug. 01, 2014
Document and Entity Information [Abstract]
Entity Registrant Name	UMH PROPERTIES, INC.
Entity Central Index Key	0000752642
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Jun. 30, 2014
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q2
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		22,690,612

XML

Organization and Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2014

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Use of Estimates

Use of Estimates

In preparing the Consolidated Financial Statements in accordance with US GAAP, management is required to make estimates and assumptions that affect the reported amounts of Assets and Liabilities, as well as contingent Assets and Liabilities as of the dates of the Consolidated Balance Sheets and Revenue and Expenses for the years then ended. Actual results could differ significantly from these estimates and assumptions.

Stock Based Compensation

Stock Based Compensation

The Company accounts for awards of stock options and restricted stock in accordance with ASC 718-10, Compensation-Stock Compensation. ASC 718-10 requires that compensation cost for all stock awards be calculated and amortized over the service period (generally equal to the vesting period). The compensation cost for stock option grants is determined using option pricing models, intended to estimate the fair value of the awards at the grant date less estimated forfeitures. The compensation expense for restricted stock is recognized based on the fair value of the restricted stock awards less estimated forfeitures.  The fair value of restricted stock awards is equal to the fair value of the Company’s stock on the grant date. Compensation costs of $339,099 and $562,896 have been recognized for the three and six months ended June 30, 2014, respectively and $276,797 and $409,377 for the three and six months ended June 30, 2013, respectively.

On January 15, 2014, the Company awarded to Samuel A. Landy a restricted stock award of 25,000 shares in accordance with his employment agreement. The grant date fair value of this restricted stock grant was $232,750. This grant vests over 5 years.

On June 11, 2014, the Company granted options to purchase 339,000 shares of common stock to twenty-five participants in the Plan, including an option to purchase 100,000 shares to Eugene W. Landy. The exercise price is $9.85 and the expiration date is June 11, 2022. The grant date fair value of these options amounted to $332,220. This grant vests over 1 year. Compensation costs for grants to participants who are of retirement age were recognized at time of grant.

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions used for grants during the six months ended June 30, 2014:

	2014
Dividend yield	7.14%
Expected volatility	27.12%
Risk-free interest rate	2.23%
Expected lives	8
Estimated forfeitures	-0-

The weighted-average fair value of options granted during the six months ended June 30, 2014 was $0.98.

As of June 30, 2014, there were options outstanding to purchase 1,355,000 shares. There were 2,254,000 shares available for grant under the 2013 Stock Option and Stock Award Plan, as amended. During the six months ended June 30, 2014, options to one participant to purchase a total of 3,000 shares were exercised. During the six months ended June 30, 2014, options to two participants to purchase a total of 74,000 shares expired or forfeited. The aggregate intrinsic value of options outstanding as of June 30, 2014 was $590,243. As of June 30, 2013, there were options outstanding to purchase 1,127,000 shares and 2,618,000 shares were available for grant under the Company’s 2013 Stock Option and Stock Award Plan, as amended.

Derivative Instruments and Hedging Activities

Derivative Instruments and Hedging Activities

In the normal course of business, the Company is exposed to financialmarket risks, including interest rate risk on our variable rate debt.  We attempt to limit these risks by following established risk management policies, procedures and strategies, including the use of derivative financial instruments.  The Company's primary strategy in entering into derivative contracts is to minimize the variability that changes in interest rates could have on its future cash flows. The Company generally employs derivative instruments that effectively convert a portion of its variable rate debt to fixed rate debt. The Company does not enter into derivative instruments for speculative purposes. The Company had entered into various interest rate swap agreements that had the effect of fixing interest rates relative to specific mortgage loans.

During 2012, the Company entered into two interest rate swap agreements that have the effect of fixing interest rates relative to specific mortgage loans as follows:

Mortgage	Due Date	Mortgage Interest Rate	Effective Fixed Rate	Balance 6/30/14
Allentown/Clinton	2/1/2017	LIBOR + 3.25%	4.39%	$10,642,723
Various – 11 properties	8/1/2017	LIBOR + 3.00%	3.89%	$12,543,622

The Company's interest rate swap agreements are based upon 30-day LIBOR.  The re-pricing and scheduled maturity dates, payment dates, index and the notional amounts of the interest rate swap agreements coincide with those of the underlying mortgage. The interest rate swap agreements are net settled monthly. The Company has designated these derivatives as cash flow hedges and has recorded the fair value on the balance sheet in accordance with ASC 815, Derivatives and Hedging (See Note 7 for information on the determination of fair value).  The effective portion of the gain or loss on these hedges will be reported as a component of Accumulated Other Comprehensive Income in our Consolidated Balance Sheets. To the extent that the hedging relationships are not effective or do not qualify as cash flow hedges, the ineffective portion is recorded in Interest Expense. Hedges that received designated hedge accounting treatment are evaluated for effectiveness at the time that they are designated as well as through the hedging period. As of June 30, 2014 and December 31, 2013, the Company has determined that these interest rate swap agreements are highly effective as cash flow hedges. As a result, the fair value of these derivatives of $(101,582) and $(39,840), respectively, was recorded as a component of Accumulated Other Comprehensive Income, with the corresponding liability included in Accrued Liabilities and Deposits.

Reclassifications

Reclassifications

Certain amounts in the financial statements for the prior periods have been reclassified to conform to the statement presentation for the current periods.

ASU No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Recent Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity”. ASU No. 2014-08 changes the definition of a discontinued operation to include only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity's operations and financial results. ASU No. 2014-08 is effective prospectively for fiscal years beginning after December 15, 2014, with earlier adoption permitted. The Company has decided to early adopt this standard effective with the interim period beginning January 1, 2014, and it did not have a material impact on our financial position, results of operations or cash flows.

ASU No. 2014-09, "Revenue from Contracts with Customers" as a new Topic, Accounting Standards Codification ("ASC") Topic 606 [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Recent Accounting Pronouncements

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” as a new Topic, Accounting Standards Codification ("ASC") Topic 606. The objective of ASU 2014-09 is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most of the existing revenue recognition guidance, including industry-specific guidance. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In applying the new standard, companies will perform a five-step analysis of transactions to determine when and how revenue is recognized. ASU 2014-09 applies to all contracts with customers except those that are within the scope of other topics in the FASB ASC. This ASU is effective for annual reporting periods (including interim periods within those periods) beginning after December 15, 2016 and shall be applied using either a full retrospective or modified retrospective approach. Early adoption is not permitted. The Company is currently evaluating the impact this standard may have on the consolidated financial statements and the method of adoption.

Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying Consolidated Financial Statements.

XML

Consolidated Statements of Income (Loss) (Unaudited) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
INCOME:
Rental and Related Income	$ 15,768,908	$ 13,755,391	$ 30,615,684	$ 25,397,577
Sales of Manufactured Homes	2,379,824	2,342,534	3,382,229	4,126,643
Total Income	18,148,732	16,097,925	33,997,913	29,524,220
EXPENSES:
Community Operating Expenses	8,341,946	6,919,124	16,629,555	12,866,489
Cost of Sales of Manufactured Homes	1,944,233	1,978,468	2,710,612	3,501,000
Selling Expenses	752,136	429,960	1,472,815	938,862
General and Administrative Expenses	1,695,056	1,522,152	3,214,979	2,737,388
Franchise Taxes	84,000	66,000	168,000	132,000
Acquisition Costs		271,709	285,179	862,777
Depreciation Expense	3,672,454	3,009,240	7,110,126	5,399,094
Total Expenses	16,489,825	14,196,653	31,591,266	26,437,610
OTHER INCOME (EXPENSE):
Interest Income	537,771	550,194	1,085,014	1,088,326
Dividend Income	1,004,610	747,852	2,064,075	1,598,645
Gain on Sales of Securities Transactions, net	707,054	370,982	1,215,457	3,681,010
Other Income	191,577	88,702	244,264	117,782
Interest Expense	(2,530,528)	(1,891,325)	(4,738,653)	(3,571,134)
Amortization of Financing Costs	(138,861)	(96,190)	(255,441)	(167,380)
Total Other Income (Expense)	(228,377)	(229,785)	(385,284)	2,747,249
Income before Income (Loss) on Sales ofInvestment Property and Equipment	1,430,530	1,671,487	2,021,363	5,833,859
Income (Loss) on Sales of InvestmentProperty and Equipment	46,195	(52,048)	23,551	(64,909)
Net Income	1,476,725	1,619,439	2,044,914	5,768,950
Less: Preferred Dividend	1,889,147	1,889,147	3,778,294	3,778,294
Net Income (Loss) Attributable toCommon Shareholders	$ (412,422)	$ (269,708)	$ (1,733,380)	$ 1,990,656
Basic Income Per Share:
Net Income	$ 0.06	$ 0.08	$ 0.09	$ 0.32
Less: Preferred Dividend	$ 0.08	$ 0.10	$ 0.17	$ 0.21
Net Income (Loss) Attributable to CommonShareholders	$ (0.02)	$ (0.02)	$ (0.08)	$ 0.11
Diluted Income Per Share:
Net Income	$ 0.06	$ 0.08	$ 0.09	$ 0.32
Less: Preferred Dividend	$ 0.08	$ 0.10	$ 0.17	$ 0.21
Net Income (Loss) Attributable to Common Shareholders	$ (0.02)	$ (0.02)	$ (0.08)	$ 0.11
Weighted Average Common Shares Outstanding:
Basic	22,054,132	18,196,396	21,655,236	17,820,823
Diluted	22,104,120	18,196,396	21,700,948	17,908,912

XML

Shareholders' Equity

6 Months Ended

Jun. 30, 2014

Shareholders' Equity [Abstract]

SHAREHOLDERS' EQUITY

NOTE 6 - SHAREHOLDERS’ EQUITY

Common Stock

On June 16, 2014, the Company paid total cash dividends of $3,991,110 or $0.18 per share to common shareholders of record as of close of business on May 15, 2014, of which $460,544 was reinvested in the Dividend Reinvestment and Stock Purchase Plan (DRIP). Total dividends paid to our common shareholders for the six months ended June 30, 2014 amounted to $7,844,705 of which $912,856 was reinvested.

During the six months ended June 30, 2014, the Company received, including dividends reinvested of $912,856, a total of $15,249,235 from its DRIP. There were 1,661,927 new shares issued under the DRIP.

On July 1, 2014, the Company declared a dividend of $0.18 per share to be paid September 15, 2014 to common shareholders of record as of close of business on August 15, 2014.

8.25% Series A Cumulative Redeemable Preferred Stock

On June 16, 2014, the Company paid $1,889,147 in dividends or $0.515625 per share for the period from March 1, 2014 through May 31, 2014 to preferred shareholders of record as of close of business on May 15, 2014. Dividends on the Series A preferred shares are cumulative and payable quarterly at an annual rate of $2.0625 per share. Total dividends paid to our preferred shareholders for the six months ended June 30, 2014 amounted to $3,778,294.

On July 1, 2014, the Company declared a dividend of $0.515625 per share for the period from June 1, 2014 through August 31, 2014 to be paid on September 15, 2014 to preferred shareholders of record as of close of business on August 15, 2014.

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Loans and Mortgages Payable

6 Months Ended

Jun. 30, 2014

Loans and Mortgages Payable [Abstract]

LOANS AND MORTGAGES PAYABLE

NOTE 5 – LOANS AND MORTGAGES PAYABLE

On March 13, 2014, the Company assumed approximately $18.1 million in mortgage loans on its 8 community acquisition. The weighted average interest rate on these mortgages is fixed at 6.74%. Approximately $8.9 million matures on May 1, 2016 and the remaining balance matures on February 1, 2018. In addition, the Company borrowed $10.0 million on its Credit Facility to finance this acquisition.

During the quarter ended June 30, 2014, the Company borrowed an additional $5 million on its revolving line of credit with Sun National Bank in anticipation of the acquisition of the four manufactured home communities located in Pennsylvania (See Note 10).

As of June 30, 2014, the Company increased the availability on the revolving credit agreements with GE Commercial Distribution Finance Corporation, Customers Bank, 21^st Mortgage and Northpoint Commercial Finance to $16 million to finance inventory purchases, of which $10.0 million was utilized.

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Proforma Financial Information (Unaudited) (Tables)

6 Months Ended

Jun. 30, 2014

Proforma Financial Information [Abstract]

Summary of Proforma financial information

	Three Months Ended		Six Months Ended
	6/30/14	6/30/13	6/30/14	6/30/13
Rental and Related Income	$15,769,000	$14,955,000	$31,184,000	$29,682,000
Community Operating Expenses	8,342,000	7,658,000	16,964,000	15,164,000
Net Income (Loss) Attributable to Common Shareholders	(412,000)	(607,000)	(1,955,000)	1,474,000
Net Income (Loss) Attributable to Common Shareholders per Share:
Basic	$(0.02)	$(0.03)	$(0.09)	$0.08
Diluted	$(0.02)	$(0.03)	$(0.09)	$0.08

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Organization and Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2014

Organization and Accounting Policies [Abstract]

Summary of assumptions for weighted average fair value of stock options

	2014
Dividend yield	7.14%
Expected volatility	27.12%
Risk-free interest rate	2.23%
Expected lives	8
Estimated forfeitures	-0-

Summary of interest rate swap agreement

Mortgage	Due Date	Mortgage Interest Rate	Effective Fixed Rate	Balance 6/30/14
Allentown/Clinton	2/1/2017	LIBOR + 3.25%	4.39%	$10,642,723
Various – 11 properties	8/1/2017	LIBOR + 3.00%	3.89%	$12,543,622

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Supplemental Cash Flow Information

6 Months Ended

Jun. 30, 2014

Supplemental Cash Flow Information [Abstract]

SUPPLEMENTAL CASH FLOW INFORMATION

NOTE 9 - SUPPLEMENTAL CASH FLOW INFORMATION

Cash paid for interest during the six months ended June 30, 2014 and 2013 was $4,559,377 and $3,768,845, respectively.  Interest cost capitalized to Land Development was $128,806 and $72,084 for the six months ended June 30, 2014 and 2013, respectively.  

During the six months ended June 30, 2014, the Company assumed mortgages totaling approximately $18.1 million for the acquisition of 8 communities.

During the six months ended June 30, 2014 and 2013, the Company had Dividend Reinvestments of $912,856 and $873,610, respectively, which required no cash transfers.

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Fair Value Measurements

6 Months Ended

Jun. 30, 2014

Fair Value Measurements [Abstract]

FAIR VALUE MEASUREMENTS

NOTE 7 - FAIR VALUE MEASUREMENTS

In accordance with ASC 820-10, Fair Value Measurements and Disclosures, the Company measures certain financial Assets and Liabilities at fair value on a recurring basis, including Securities Available for Sale. The fair value of these financial Assets and Liabilities was determined using the following inputs at June 30, 2014 and December 31, 2013:

	Fair Value Measurements at Reporting Date Using
			Quoted  Prices		Significant
			In Active		Other		Significant
			Markets for		Observable		Unobservable
			Identical  Assets		Inputs		Inputs
Total		(Level 1)		(Level 2)		(Level 3)
As of June 30, 2014:
Securities Available for Sale - Preferred stock	$21,710,702		$21,710,702		$-0-		$-0-
Securities Available for Sale - Common stock	41,112,087		41,112,087		-0-		-0-
Interest Rate Swap (1)	(101,582)		-0-		(101,582)		-0-
Total	$62,721,207		$62,822,789		$(101,582)		$-0-
As of December 31, 2013:
Securities Available for Sale - Preferred stock	$24,536,942		$24,536,942		$-0-		$-0-
Securities Available for Sale - Common stock	34,718,000		34,718,000		-0-		-0-
Interest Rate Swap (1)	(39,840)		-0-		(39,840)		-0-
Total	$59,215,102		$59,254,942		$(39,840)		$-0-

(1) Included in Accrued Liability and Deposits

In addition to the Company’s investments in securities available for sale and interest rate swaps, the Company is required to disclose certain information about the fair values of other financial instruments, as defined in ASC 825-10, Financial Instruments. Estimates of fair value are made at a specific point in time, based upon, where available, relevant market prices and information about the financial instrument. Such estimates do not include any premium or discount that could result from offering for sale at one time the Company's entire holdings of a particular financial instrument. All of the Company’s Securities Available for Sale have quoted market prices and are therefore classified in Level 1 of the fair value hierarchy. A quoted market price is indirectly available for our interest rate swap. This price is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows, and reflects the contractual terms of the derivative, including the period to maturity, and uses observable market-based inputs. As such, we have determined that the valuation of this interest rate swap is classified in Level 2 of the fair value hierarchy.

The fair value of Cash and Cash Equivalents and Notes Receivable approximates their current carrying amounts since all such items are short-term in nature. The fair value of Variable Rate Mortgages Payable and Loans Payable approximate their current carrying amounts since such amounts payable are at approximately a weighted-average current market rate of interest. As of June 30, 2014, the fair and carrying value of Fixed Rate Mortgages Payable amounted to $144,974,578 and $145,210,965, respectively. The fair value of Mortgages Payable is estimated based upon discounted cash flows at current market rates for instruments with similar remaining terms.

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Contingencies and Commitments

6 Months Ended

Jun. 30, 2014

Contingencies and Commitments [Abstract]

CONTINGENCIES AND COMMITMENTS

NOTE 8 – CONTINGENCIES, COMMITMENTS AND OTHER MATTERS

From time to time, the Company may be subject to claims and litigation in the ordinary course of business. Management does not believe that any such claims or litigation have a material adverse effect on the financial position or results of operations.

In 2010, a rainstorm bringing 13 inches of rain in a two-hour period caused flooding at Memphis Mobile City. All homes owned by us were fully restored as were the homes of all residents who elected to make repairs. On May 9, 2011, we were notified that a lawsuit had been filed in the United States District Court for the Western District of Tennessee on behalf of a purported class of all individuals of Mexican national origin who are current or former residents of Memphis Mobile City. The complaint alleges various claims based on federal and state discrimination and consumer protection laws, seeking monetary damages and injunctive relief. On September 30, 2012, the magistrate judge ruled that plaintiffs who had signed a security agreement with an arbitration clause would be obligated to arbitrate while the other plaintiffs would not.  The plaintiffs have filed a statement of alleged damages for each member of the purported class.  Plaintiffs have been ordered to submit releases to FEMA so that we might begin to evaluate their damage claims with respect to compensation they may have already received from that federal agency.  Plaintiffs’ counsel notified us in July 2013 that they have filed such releases as to many of the plaintiffs.  FEMA is in the process of producing their documents. On June 25, 2013, in connection with a hearing on our Motion to Dismiss, the court ordered the plaintiffs to amend their Complaint to plead their claims with specificity.  Plaintiffs filed an amended Complaint containing allegations substantially similar to the initial Complaint.  We filed a Motion to Dismiss the amended Complaint which plaintiffs opposed.  Oral arguments on this motion took place on May 1, 2014. We are awaiting the Court’s decision.  We continue to believe the action to be without merit.  Our insurance company is supporting our defense of this action.  We are working on redeveloping this property as a manufactured home community, using fill from adjacent land that we have purchased in order to comply with current codes.  The adjacent parcel is also slated for manufactured home development upon receipt of appropriate permits.  Redevelopment of these properties will be determined in accordance with market conditions.

In November 2013, the Company entered into an agreement with 21st Mortgage Corporation (21st Mortgage) under which the Company may refer purchasers of homes sold by us to 21st Mortgage to provide financing for their home purchases. We do not receive referral fees or other cash compensation under the agreement. If 21st Mortgage makes loans to purchasers referred by us under the agreement, and those purchasers default on their loans and 21st Mortgage repossesses the homes securing such loans, we have agreed to purchase from 21st Mortgage each such repossessed home for a price equal to 80% to 95% of the amount under each such loan, subject to certain adjustments. In addition, we have agreed to waive all site rent that would otherwise be due from 21st Mortgage so long as it owns any homes on which loans were made pursuant to the agreement. This agreement may be terminated by either party with 30 days written notice. As of June 30, 2014, there were forty transactions under this agreement with a total original loan amount of approximately $1.8 million.

In July 2014, the Company acquired six manufactured home communities with a total of approximately 594 developed homesites. The total purchase price for these communities amounted to $17.6 million (See Note 10).

The Company has entered into a definitive agreement to purchase one manufactured home community with a total of approximately 141 developed homesites.  This community is located in Pennsylvania.   The purchase price of this community totals approximately $4.2 million.  Subject to satisfactory due diligence, we anticipate closing this transaction during the third quarter of 2014.

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Subsequent Events

6 Months Ended

Jun. 30, 2014

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 10 – SUBSEQUENT EVENTS

Management has evaluated subsequent events for disclosure and/or recognition in the financial statements through the date that the financial statements were issued.

On July 14, 2014, the Company acquired four Pennsylvania manufactured home communities for $12,200,000. These four all-age communities are located in the Pittsburgh metropolitan area and contain a total of 336 developed homesites situated on approximately 239 acres. The average occupancy for these communities is 84%. The Company assumed a mortgage loan with a balance of approximately $8.6 million. Interest is at a fixed rate of 4.975%. This mortgage matures on July 1, 2023. In addition, the Company used cash received from the additional borrowing from Sun National Bank for the remaining balance of the purchase price (See Note 5).

On July 28, 2014, the Company acquired two manufactured home communities for $5,400,000. These two all age communities are located in Ohio and contain a total of 258 developed homesites that are situated on 39 acres. The average occupancy for these communities is 91%. The Company took down an additional $5.0 million on its Credit Facility for the acquisition of the two communities.

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Shareholders' Equity (Details) (USD $)	6 Months Ended		0 Months Ended	6 Months Ended	0 Months Ended	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 16, 2014 Common Stock [Member]	Jun. 30, 2014 Common Stock [Member]	Jun. 16, 2014 8.25% Series A Cumulative Redeemable Preferred Stock [Member]	Jun. 30, 2014 8.25% Series A Cumulative Redeemable Preferred Stock [Member]
Shareholders Equity (Textual)
Dividends paid			$ 3,991,110	$ 7,844,705	$ 3,778,294
Reinvestment of dividends	912,856	873,610	460,544	912,856
Dividend declared per share, paid			$ 0.18
Proceed from dividend reinvestment and stock purchase plan				15,249,235
New shares issued under DRIP				1,661,927
Dividends declared per share				$ 0.18		$ 0.515625
Declaration date on dividend				Jul. 01, 2014		Jul. 01, 2014
Dividend payable date			Jun. 16, 2014	Sep. 15, 2014	Jun. 16, 2014	Sep. 15, 2014
Record date of dividend			May 15, 2014	Aug. 15, 2014	May 15, 2014	Aug. 15, 2014
Payment of preferred dividend	$ 3,778,294	$ 3,778,294			$ 1,889,147
Preferred stock, dividend declared per share, paid					$ 0.515625
Annual rate on dividend per share payable quarterly					$ 2.0625

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Securities Available for Sale (Tables)

6 Months Ended

Jun. 30, 2014

Securities Available For Sale [Abstract]

Summary of temporarily impaired securities

	Less Than 12 Months		12 Months or Longer
	Fair	Unrealized	Fair	Unrealized
	Value	Loss	Value	Loss
Preferred Stock	$    241,000	$       (9,000)	$    -0-	$    -0-
Common Stock	1,611,000	(213,903)	$    -0-	$    -0-
Total	$    1,852,000	$  (222,903)	$    -0-	$    -0-

Summary of the range of the losses

Number of Individual Securities	Fair Value	Unrealized Loss	Range of Loss
1	$   241,000	$      (9,000)	4%
1	1,611,000	(213,903)	12%
2	$   1,852,000	$ (222,903)

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Organization and Accounting Policies (Details Textual) (USD $)	0 Months Ended	3 Months Ended		6 Months Ended				6 Months Ended			0 Months Ended
	Jun. 11, 2014	Jun. 30, 2014 Home_Community	Jun. 30, 2013	Jun. 30, 2014 Home_Community Home_Site	Jun. 30, 2013	Jun. 11, 2014 Eugene W. Landy [Member]	Jun. 30, 2013 2003 Stock Option and Stock Award Plan [Member]	Jun. 30, 2014 2013 Stock Option and Stock Award Plan [Member] Samuel A. Landy [Member]	Jun. 30, 2014 Swap [Member]	Dec. 31, 2013 Swap [Member]	Jul. 28, 2014 Subsequent Event [Member] Home_Community Home_Site	Jul. 14, 2014 Subsequent Event [Member] Home_Community Home_Site
Organization and Accounting Policies (Textual)
Common shares purchase due to option granted	339,000					100,000
Option vesting period	1 year							5 years
Grant date fair value of option	$ 332,220
Stock options exercise price	$ 9.85
Expiration Date	Jun. 11, 2022
Number of shares purchase due to option outstanding							1,127,000	1,355,000
Number of shares available for grant under the Plan							2,618,000	2,254,000
Number of expired shares								74,000
Interest rate swap, description of variable rate basis									30-day LIBOR
Fair value of interest rate swaps									(101,582)	(39,840)
Number of home site of acquired manufactured home communities				14,500							258	336
Number of communities				82							2	4
Restricted stock award								25,000
Fair value restricted stock grant								232,750
Aggregate intrinsic value of options outstanding								590,243
Number of exercised shares								3,000
Number of developed home sites company own and operates		14,500		14,500
Stock compensation expense		$ 339,099	$ 276,797	$ 562,896	$ 409,377
Weighted-average fair value of options granted during the year				$ 0.98

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Consolidated Statements of Comprehensive Income (Loss) (Unaudited) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Statements Of Comprehensive Income (Loss)
Net Income	$ 1,476,725	$ 1,619,439	$ 2,044,914	$ 5,768,950
Other Comprehensive Income (Loss):
Unrealized Holding Gain (Loss) Arising During the Period	1,807,017	(2,640,358)	5,637,361	2,292,983
Reclassification Adjustment for Net Gains Realized in Income	(707,054)	(370,982)	(1,215,457)	(3,681,010)
Change in Fair Value of Interest Rate Swap Agreements	(66,230)	339,173	(61,742)	391,272
Comprehensive Income (Loss)	2,510,458	(1,052,728)	6,405,076	4,772,195
Less: Preferred Dividend	(1,889,147)	(1,889,147)	(3,778,294)	(3,778,294)
Comprehensive Income (Loss) Attributable to Common Shareholders	$ 621,311	$ (2,941,875)	$ 2,626,782	$ 993,901

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Securities Available for Sale

6 Months Ended

Jun. 30, 2014

Securities Available For Sale [Abstract]

SECURITIES AVAILABLE FOR SALE

NOTE 4 – SECURITIES AVAILABLE FOR SALE

The Company owns a portfolio of securities of other REITs. During the six months ended June 30, 2014, the Company sold securities with a cost of $5,872,983 and recognized a Gain on Sale of $1,215,457. The Company also made purchases of $5,018,926 in Securities Available for Sale. Of this amount, the Company made total purchases of 62,956 common shares of Monmouth Real Estate Investment Corporation (MREIC), a related REIT, through MREIC’s Dividend Reinvestment and Stock Purchase Plan for a total cost of $567,211 or weighted average cost of $9.01 per share. The Company owned a total of 1,938,102 MREIC common shares as of June 30, 2014 at a total cost of $16,058,687 and a fair value of $19,458,547.

As of June 30, 2014, the Company had total net unrealized gains of $5,538,642 in its REIT securities portfolio. The Company held two securities that had unrealized losses as of June 30, 2014. The Company considers many factors in determining whether a security is other than temporarily impaired, including the nature of the security and the cause, severity and duration of the impairment.

The following is a summary of temporarily impaired securities at June 30, 2014:

	Less Than 12 Months		12 Months or Longer
	Fair	Unrealized	Fair	Unrealized
	Value	Loss	Value	Loss
Preferred Stock	$    241,000	$       (9,000)	$    -0-	$    -0-
Common Stock	1,611,000	(213,903)	$    -0-	$    -0-
Total	$    1,852,000	$  (222,903)	$    -0-	$    -0-

The following is a summary of the range of the losses on these temporarily impaired securities:

Number of Individual Securities	Fair Value	Unrealized Loss	Range of Loss
1	$   241,000	$      (9,000)	4%
1	1,611,000	(213,903)	12%
2	$   1,852,000	$ (222,903)

The Company has determined that these securities are temporarily impaired as of June 30, 2014. The Company normally holds REIT securities long term and has the ability and intent to hold securities to recovery.

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Net Income (Loss) Per Share (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Net Income Per Share (Textual)
Weighted-average number of common shares outstanding, diluted	22,104,120	18,196,396	21,700,948	17,908,912
Option [Member]
Net Income Per Share (Textual)
Weighted-average number of common shares outstanding, diluted	49,988	0	45,712	88,089
Antidilutive securities			1,159,000	536,000

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Supplemental Cash Flow Information (Details) (USD $)	6 Months Ended
	Jun. 30, 2014 Home_Community	Jun. 30, 2013	Mar. 13, 2014 Home_Community	Dec. 31, 2013
Supplemental Cash Flow Information (Textual)
Cash paid for interest	$ 4,559,377	$ 3,768,845
Interest cost capitalized to Land Development	128,806	72,084
Secured Debt	176,484,423		18,100,000	160,639,944
Number of manufactured home communities acquired	8		8
Reinvestment of dividends	$ 912,856	$ 873,610

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Investment Property and Equipment (Tables)

6 Months Ended

Jun. 30, 2014

Investment Property and Equipment [Abstract]

Summary of estimated fair value of the assets acquired

	At Acquisition Date
Assets Acquired:
Land	$2,019,000
Depreciable Property	22,813,147
Other	117,853
Total Assets Acquired	$24,950,000