Exhibit 3.1


                          AMERICAN REALTY TRUST, INC.

                             ARTICLES OF AMENDMENT

                 Decreasing the Number of Authorized Shares of
                   and Eliminating Series J Preferred Stock


     American Realty Trust, Inc. is desiring to amend its Articles of
Incorporation, as heretofore amended, as more particularly described
hereinafter, hereby certifies as follows:

     1.   The name of the Corporation (the "Corporation") whose Articles of
Incorporation, as heretofore amended (the "Articles of Incorporation") are being
amended hereby is

                          American Realty Trust, Inc.

     2.   Set forth immediately below is the text of the amendments (the
"Amendments") to the Articles of Incorporation being made hereby.

                                      A.

     Section 1 of the Designation (the "Designation") of the authorized number,
     preferences, limitations and relative rights of the Corporation's Series J
     Cumulative Convertible Preferred Stock is hereby amended to read as
     follows:

          1.   Number of Shares. The number of shares which shall constitute the
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     Series J Preferred Stock shall be such number as may actually be issued by
     the Corporation, not to exceed a maximum of zero shares.

                                      B.

     The Designation, as amended by item A above, is hereby deleted from the
     Articles of Incorporation.

     Except as hereby amended, the Articles of Incorporation remain and shall
remain in full force and effect.

     3.   The Amendments were adopted by the Corporation's Board of Directors at
a meeting held on June 17, 2000. The Amendments were adopted by the
Corporation's Board of Directors without shareholder action. Shareholder action
was not required to adopt the Amendments.


     Dated this 19/th/  day of June, 2000.

                                    American Realty Trust, Inc.



                                    By:    /s/ Robert A. Waldman
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                                        Robert A. Waldman, Secretary