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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 October 31 , 2003
-------------------------------------------------

OR

[ ] 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 1-4702
------

AMREP Corporation
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)

Oklahoma 59-0936128
- --------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)


641 Lexington Avenue, Sixth Floor, New York, New York 10022
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code (212) 705-4700
-----------------------------

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 is an accelerated filer (as
defined in Rule 12b-2 of the Act).

Yes No X
------- -------

Number of Shares of Common Stock, par value $.10 per share, outstanding at
October 31, 2003 - 6,598,112.



FORM 10-Q
AMREP CORPORATION AND SUBSIDIARIES

INDEX
-----




PART I. FINANCIAL INFORMATION PAGE NO.
- ------- --------

Item 1. Financial Statements

Consolidated Balance Sheets
October 31, 2003 and April 30, 2003 1

Consolidated Statements of Operations and Retained Earnings
Three Months Ended October 31, 2003 and 2002 2

Consolidated Statements of Operations and Retained Earnings
Six Months Ended October 31, 2003 and 2002 3

Consolidated Statements of Cash Flows
Six Months Ended October 31, 2003 and 2002 4

Notes to Consolidated Financial Statements 5 - 6

Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 7 - 10

Item 3. Quantitative and Qualitative Disclosures About Market Risk 10

Item 4. Controls and Procedures 10 - 11

PART II. OTHER INFORMATION
- -------

Item 4. Submission of Matters to a Vote of Security Holders 11

Item 6. Exhibits and Reports on Form 8-K 11

SIGNATURE 12

EXHIBIT INDEX 13






PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
- ------- --------------------

AMREP CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets ( Unaudited )
(Thousands, except par value and number of shares)

October 31, April 30,
2003 2003
------------------ ------------------

ASSETS
- ------
Cash and cash equivalents $ 23,425 $ 16,443
Receivables, net:
Magazine operations 47,557 36,464
Real estate operations 7,405 5,970
------------------ ------------------
54,962 42,434
Real estate inventory 60,484 63,084
Property, plant and equipment, at cost,
net of accumulated depreciation and
amortization of $20,308 at October 31, 2003
and $18,231 at April 30, 2003 23,207 22,487

Other assets 10,670 9,911
Goodwill 5,191 5,191
------------------ ------------------
TOTAL ASSETS $ 177,939 $ 159,550
================== ==================

LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------
Accounts payable and accrued expenses $ 46,911 $ 38,101

Notes payable:
Amounts due within one year 3,008 4,124
Amounts subsequently due 18,218 14,303
------------------ ------------------
21,226 18,427

Taxes payable 1,155 605
Deferred income taxes 3,010 1,506
Accrued pension cost 7,083 7,083
------------------ ------------------
TOTAL LIABILITIES 79,385 65,722

Shareholders' equity:
Common stock, $.10 par value;
shares authorized -
20,000,000; 7,409,204 shares issued -
at October 31, 2003 and 7,406,704 at
April 30, 2003 741 741
Capital contributed in excess of par value 45,067 44,992
Retained earnings 64,385 59,786
Accumulated other comprehensive loss ( 6,034) ( 6,034)
Treasury stock, at cost; 811,092
shares at October 31, 2003
and 818,592 at April 30, 2003 ( 5,605) ( 5,657)
------------------ ------------------
TOTAL SHAREHOLDERS' EQUITY 98,554 93,828
------------------ ------------------
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY $ 177,939 $ 159,550
================== ==================


See notes to consolidated financial statements.
1







AMREP CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations and Retained Earnings (Unaudited)
Three Months Ended October 31, 2003 and 2002
(Thousands, except per share amounts)

2003 2002
------------------ -------------------
REVENUES
- --------

Magazine operations $ 25,200 $ 13,175

Real estate operations 6,744 2,091

Interest and other operations 758 1,070
------------------ -------------------
32,702 16,336
------------------ -------------------
COSTS AND EXPENSES
- ------------------

Magazine operating expenses 20,905 9,973

Real estate cost of sales 3,385 927

Real estate commissions and selling 277 191

Other operations 567 613

General and administrative:
Magazine operations 2,167 1,648
Real estate operations and corporate 823 727

Interest expense, net 267 176
------------------ -------------------
28,391 14,255
------------------ -------------------
Income before income taxes 4,311 2,081

PROVISION FOR INCOME TAXES 1,595 832
------------------ -------------------
NET INCOME 2,716 1,249
RETAINED EARNINGS, beginning of period 61,669 54,308
------------------ -------------------
RETAINED EARNINGS, end of period $ 64,385 $ 55,557
================== ===================
NET INCOME PER SHARE -
BASIC AND DILUTED $ 0.41 $ 0.19
================== ===================
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING 6,594 6,579
================== ===================

See notes to consolidated financial statements.
2




AMREP CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations and Retained Earnings (Unaudited)
Six Months Ended October 31, 2003 and 2002
(Thousands, except per share amounts)

2003 2002
------------------ -------------------
REVENUES
- --------

Magazine operations $ 51,193 $ 25,341

Real estate operations 13,138 4,584

Interest and other operations 1,988 2,421
------------------ -------------------
66,319 32,346
------------------ -------------------

COSTS AND EXPENSES
- ------------------

Magazine operating expenses 41,638 19,845

Real estate cost of sales 5,998 2,360

Real estate commissions and selling 479 321

Other operations 1,174 1,284

General and administrative:
Magazine operations 4,764 3,380
Real estate operations and corporate 1,821 1,441

Interest expense, net 528 309
------------------ -------------------
56,402 28,940
------------------ -------------------
Income before income taxes 9,917 3,406

PROVISION FOR INCOME TAXES 3,670 1,362
------------------ -------------------
NET INCOME 6,247 2,044

DIVIDEND ( $0.25 per share ) ( 1,648) -

RETAINED EARNINGS, beginning of period 59,786 53,513
------------------ -------------------
RETAINED EARNINGS, end of period $ 64,385 $ 55,557
================== ===================
NET INCOME PER SHARE - BASIC AND DILUTED $ 0.95 $ 0.31
================== ===================
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING 6,591 6,577
================== ===================

See notes to consolidated financial statements.
3




AMREP CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows (Unaudited)
Six Months Ended October 31, 2003 and 2002
(Thousands)
2003 2002
----------------- ------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 6,247 $ 2,044
----------------- ------------------
Adjustments to reconcile net income
to net cash provided by operating
activities -
Depreciation and amortization 2,487 1,516
Non-cash credits and charges:
Pension expense (benefit) accrual 772 (7)
Bad debt reserve 138 177
Stock based compensation - Directors' Plan 109 -
Changes in assets and liabilities -
Receivables (12,666) 1,605
Real estate inventory 2,600 (1,742)
Other assets ( 1,169) (673)
Accounts payable and accrued expenses 8,038 (1,641)
Taxes payable 550 940
Deferred income taxes 1,504 -
----------------- ------------------
Total adjustments 2,363 175
----------------- ------------------
Net cash provided by
operating activities 8,610 2,219
----------------- ------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ( 2,797) (1,459)
----------------- ------------------
Net cash used by
investing activities ( 2,797) (1,459)
----------------- ------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from debt financing 18,094 13,630
Principal debt payments (15,295) (12,240)
Proceeds from exercise of stock options 18 46
Dividends paid ( 1,648) -
----------------- ------------------
Net cash provided by
financing activities 1,169 1,436
----------------- ------------------
Increase in cash and cash equivalents 6,982 2,196

CASH AND CASH EQUIVALENTS, beginning of period 16,443 15,744
----------------- ------------------

CASH AND CASH EQUIVALENTS, end of period $ 23,425 $ 17,940
================= ==================

SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid - net of amounts
capitalized $ 407 $ 378
================= ==================
Income taxes paid - net of refunds $ 1,616 $ 422
================= ==================

See notes to consolidated financial statements.
4






AMREP CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements (Unaudited)
Six Months Ended October 31, 2003 and 2002

(1) BASIS OF PRESENTATION
---------------------
The accompanying unaudited financial statements included herein have been
prepared by AMREP Corporation (the "Registrant" or the "Company") pursuant to
the rules and regulations of the Securities and Exchange Commission for interim
financial information. The April 30, 2003 balance sheet amounts have been
derived from the April 30, 2003 audited financial statements of the Registrant
(see Note 3). Since the accompanying consolidated financial statements do not
include all the information and footnotes required by accounting principles
generally accepted in the United States for complete financial statements, it is
suggested that they be read in conjunction with the audited consolidated
financial statements and notes thereto included in the Registrant's 2003 Annual
Report on Form 10-K. In the opinion of management, the accompanying unaudited
financial statements include all adjustments, which are of a normal recurring
nature, necessary to reflect a fair presentation of the results for the interim
periods presented. The results of operations for such interim periods are not
necessarily indicative of the results to be expected for the full fiscal year.

(2) INFORMATION ABOUT THE COMPANY'S OPERATIONS IN DIFFERENT
-------------------------------------------------------
INDUSTRY SEGMENTS
-----------------
The following tables set forth summarized data relative to the industry segments
in which the Company operates for the three and six month periods ended October
31, 2003 and 2002. Certain amounts included in "Interest and other operations"
on the Consolidated Statements of Operations are classified below within the
Land Operations and Corporate and Other segments, depending upon the nature of
business activity. In addition, certain prior year amounts have been
reclassified to reflect corporate management fees as well as the
reclassification of certain revenues and expenses between the Distribution and
Fulfillment segments in order to conform to the current year presentation.



THREE MONTHS Land Corporate
Operations Distribution Fulfillment and Other Consolidated
---------- ------------ ----------- --------- ------------
October 2003 (Thousands):
Revenues $ 6,839 $ 2,968 $ 22,232 $ 663 $ 32,702
Expenses(excluding interest) 4,397 2,709 20,547 471 28,124
Interest expense, net - 7 207 53 267
-------------- -------------- ------------- -------------- ---------------
Pretax income contribution $ 2,442 $ 252 $ 1,478 $ 139 $ 4,311
============== ============== ============= ============== ===============
________________________________________________________________________________________________________________


October 2002 (Thousands):
Revenues $ 2,524 $ 3,903 $ 9,272 $ 637 $ 16,336
Expenses(excluding interest) 1,828 2,883 8,913 455 14,079
Interest expense, net - 68 49 59 176
-------------- ------------- ------------- -------------- ---------------
Pretax income contribution $ 696 $ 952 $ 310 $ 123 $ 2,081
============== ============= ============= ============== ===============


5




SIX MONTHS Land Corporate
Operations Distribution Fulfillment and Other Consolidated
---------- ------------ ----------- --------- ------------

October 2003 (Thousands):
Revenues $ 13,726 $ 6,217 $ 44,976 $ 1,400 $ 66,319
Expenses(excluding interest) 8,037 5,609 41,160 1,068 55,874
Interest expense, net - 12 408 108 528
-------------- ------------- ------------ ------------- ---------------
Pretax income contribution $ 5,689 $ 596 $ 3,408 $ 224 $ 9,917
============== ============= ============ ============= ===============

Identifiable assets $ 72,244 $ 46,213 $ 41,858 $ 17,624 $ 177,939

Intangible assets $ - $ 3,893 $ 1,298 $ - $ 5,191
________________________________________________________________________________________________________________

October 2002 (Thousands):
Revenues $ 5,353 $ 7,285 $ 18,056 $ 1,652 $ 32,346
Expenses(excluding interest) 4,099 5,769 17,806 957 28,631
Interest expense, net - 132 59 118 309
-------------- -------------- ------------ ------------- ---------------
Pretax income contribution $ 1,254 $ 1,384 $ 191 $ 577 $ 3,406
============== ============== ============ ============= ===============

Identifiable assets $ 71,786 $ 38,333 $ 23,082 $ 19,431 $ 152,632

Intangible assets $ - $ 3,893 $ 1,298 $ - $ 5,191

________________________________________________________________________________________________________________

(3) RECLASSIFICATION
----------------
The contract for the sale of the Company's water utility subsidiary in Eldorado,
New Mexico expired in September 2003. In accordance with Financial Accounting
Standard No. 144, "Accounting for the Impairment or Disposal of Long - Lived
Assets", the related assets and liabilities have been reclassified as held and
used.















6







AMREP CORPORATION AND SUBSIDIARIES

Item 2. Management's Discussion and Analysis of Financial Condition
- ------- -----------------------------------------------------------
and Results of Operations
-------------------------
The following provides information that management believes is relevant to an
assessment and understanding of the Company's consolidated results of operations
and financial condition. The discussion should be read in conjunction with the
consolidated financial statements and accompanying notes. All references to the
second quarter or first six months of 2004 or 2003 mean the quarter or six-month
period ended October 31, 2003 or 2002, as the case may be, and references to
2004 and 2003 mean the fiscal years ended April 30, 2004 and 2003, respectively,
unless the context otherwise requires.

Results of Operations
- ---------------------
For the second quarter and first six months of 2004, the Company reported
revenues of $32,702,000 and $66,319,000, respectively, compared to $16,336,000
and $32,346,000 in the same periods of the prior year. Net income was $2,716,000
($0.41 per share) and $6,247,000 ($0.95 per share) in the second quarter and
first six months of 2004, respectively, compared to $1,249,000 ($0.19 per share)
and $2,044,000 ($0.31 per share) for the same periods in 2003.

Second quarter revenues from the Company's Kable News Company subsidiary
("Kable") increased from $13,175,000 in 2003 to $25,200,000 in the current year,
and in the six month period, revenues increased from $25,341,000 last year to
$51,193,000 this year. This substantial revenue growth reflected the April 2003
acquisition by Kable of the subscription fulfillment business of Electronic Data
Systems Corporation ("EDS"). As a result of this acquisition, revenues from
Kable's Fulfillment Services business increased from $9,272,000 and $18,056,000
in the second quarter and six month periods of 2003, respectively, to
$22,232,000 and $44,976,000 in the comparable periods of the current year. This
revenue increase from Fulfillment Services was offset in part, however, by a
decline in revenues from the Newsstand Distribution Services business from
$3,903,000 and $7,285,000 for the three and six month periods of 2003,
respectively, to $2,968,000 and $6,217,000 in the same periods of the current
year, principally due to a decline in magazine sales rates. Direct operating
costs before general and administrative expenses of the Fulfillment Services
business were approximately 85% and 87% of related revenues in the three and six
month periods of 2003, respectively, compared to 86% and 84% for these same
periods in 2004. These same costs increased for the Newsstand Services business
from 54% and 58% in the three and six month periods of 2003, respectively, to
61% and 62% in the comparable 2004 periods reflecting the decline in revenues.

As a result of customer losses that were identified and known prior to the
acquisition of the EDS subscription fulfillment business and which have occurred
and will continue to occur throughout the remainder of 2004, it is anticipated
that the revenues and net income of the acquired subscription fulfillment
business in the second half of 2004, and in particular the fourth quarter, will


7


be reduced from historical levels, including results of the first six months.
Accordingly, results of Kable's Fulfillment Services business for the three and
six month periods ended October 31, 2003 are not necessarily an indication of
what may occur in future periods.

Revenues from land sales at the Company's AMREP Southwest subsidiary also rose
significantly, from $2,091,000 and $4,584,000 in the second quarter and first
six months of 2003, respectively, to $6,744,000 and $13,138,000 in the
corresponding periods of the current year. This was the result of increased
sales activity of both improved and unimproved residential lots in the Company's
principal market of Rio Rancho, New Mexico, including a bulk sale in the first
quarter of the current fiscal year of 265 unimproved lots to another builder for
$1,900,000 where there was no comparable transaction in the prior year. The
gross profit on land sales was 56% in the second quarter of 2003 and 50% in the
second quarter of the current year, but increased for the six month period from
49% in 2003 to 54% in 2004 because of the higher proportion of unimproved lots
sold in the first quarter of 2004, including the bulk sale discussed above,
which generally have higher gross profit margins than developed lots. Revenues
and related gross profits from land sales can vary significantly from period to
period as a result of many factors, including the nature and timing of specific
transactions, and prior results are not necessarily an indication of what may
occur in future periods.

Real estate commissions and selling expenses increased in both the second
quarter and first six months of the current year compared to the same periods
last year due to the additional land sale revenues, but decreased as a
percentage of related revenues from 9.1% and 7.0% for the second quarter and
first six months of 2003, respectively, to 4.1% and 3.6% for the second quarter
and first six months of 2004, respectively. Such costs generally vary depending
upon the terms of specific sale transactions. Real estate and corporate general
and administrative expenses increased in both the three and six month periods of
2004 versus the same periods of 2003, principally as a result of increased
pension expense. General and administrative costs of magazine operations also
increased during these periods due to the expansion of operations resulting from
Kable's acquisition of the EDS subscription fulfillment business, but decreased
as a percentage of sales from 12.5% in the second quarter and 13.3% in the first
six months of 2003, respectively, to 8.6% and 9.3% in the same periods of 2004.
Interest expense increased in both the three and six months periods in 2004
compared to 2003 as a result of borrowings incurred in connection with the
acquisition as well as for additional working capital requirements.

Revenues associated with interest and other operations decreased in both the
three and six month periods of the current fiscal year as compared to the same
periods in 2003 because certain revenues received in the prior year did not
reoccur. Such one-time revenues included the receipt of interest in connection
with a federal tax refund claim, the sale of certain real estate development
impact fee credits in the first quarter of 2003 and the settlement with an
insurance company related to a claim filed in prior years that was finalized in
the second quarter of 2003. Costs of these other operations were generally
comparable in both the three and six month periods of each year.


8



Liquidity and Capital Resources
- -------------------------------

During the past several years, the Company has financed its operations from
internally generated funds from land sales and magazine operations, and from
borrowings under its various lines-of-credit and development loan agreements.

Cash Flows From Financing Activities
- ------------------------------------

The Company's subsidiaries have line of credit arrangements with several
financial institutions which are collateralized by various assets. Based upon
collateral availability, the Company's subsidiaries had an aggregate borrowing
availability of $31.1 million at October 31, 2003 against which $16.1 million
had been borrowed.

Kable has an agreement with a bank which allows the company to borrow up to $30
million based upon a prescribed percentage of eligible accounts receivable, as
defined. At October 31, 2003, Kable had borrowing availability of $20.9 million,
against which $14.7 million was outstanding.

The Company's real estate subsidiary, AMREP Southwest Inc., also has several
loans to support its operations in New Mexico. These loans are collateralized by
certain real estate assets and are subject to available collateral and various
financial performance and other covenants. At October 31, 2003, the maximum
available under these real estate lines-of-credit totaled $10.2 million, of
which borrowings of $1.4 million were outstanding.

On July 9, 2003, the Company's Board of Directors declared a special dividend of
$0.25 per share payable on August 13, 2003 to shareholders of record on July 24,
2003. While this dividend was a one time event, the Board indicated that it may
consider special dividends from time-to-time in the future in light of
conditions then existing, including earnings, financial condition, cash
position, and capital requirements and other needs.

Cash Flows From Operating Activities
- ------------------------------------

Inventories amounted to $63.1 million at April 30, 2003 compared to $60.5
million at October 31, 2003. Receivables from magazine circulation operations
increased from $36.5 million at April 30, 2003 to $47.6 million at October 31,
2003 as a result of the expansion of operations resulting from Kable's
acquisition of the EDS subscription fulfillment business.

Application of Critical Accounting Policies
- -------------------------------------------

The preparation of consolidated financial statements in conformity with
accounting principles generally accepted in the United States requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosures of contingent assets and liabilities at
the date of those financial statements and the reported amounts of revenues and
expenses during the reporting period. The significant estimates that affect the
financial statements of the Company include, but are not limited to: (i) revenue


9


recognition for the magazine distribution business/estimates of allowances for
magazine returns; (ii) allowances for bad debts; (iii) land development budgets
and costs to complete; (iv) cash flow and valuation assumptions in performing
asset impairment tests of long-lived assets; (v) pension plan assumptions; and
(vi) legal contingencies. Actual results could differ from those estimates.
There has been no significant affect on the financial condition or results of
operations as a result of changes in policies or estimates.

Statement of Forward-Looking Information
- ----------------------------------------

Certain information included herein and in other Company statements, reports and
filings with the Securities and Exchange Commission, including statements
regarding revenues and profitability of the subscription fulfillment business
acquired from EDS, is forward-looking within the meaning of the Private
Securities Litigation Reform Act of 1995. Refer to Item 7 of the Annual Report
on Form 10-K for the fiscal year ended April 30, 2003 for a discussion of the
assumptions and factors on which these statements are based. Any changes in the
actual outcome of these assumptions and factors could produce significantly
different results; accordingly, all forward-looking statements should be
evaluated with the understanding of their inherent uncertainty. The Registrant
disclaims any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise.

Item 3. Quantitative and Qualitative Disclosures About Market Risk
- ------- ----------------------------------------------------------

There have been no material changes to the Company's market risk for the six
month period ended October 31, 2003. Refer to Item 7(A) of the Company's Annual
Report on Form 10-K for the fiscal year ended April 30, 2003 for additional
information regarding quantitative and qualitative disclosures about market
risk.

Item 4. Controls and Procedures
- ------- -----------------------

(a) Evaluation of Disclosure Controls and Procedures

The Company's management, with the participation of the Company's chief
financial officer and the other executive officers whose certificates accompany
this quarterly report, have evaluated the effectiveness of the Company's
disclosure controls and procedures (within the meaning of said Rule) as of the
end of the period covered by this report. As a result of such evaluation, the
chief financial officer and other executive officers have concluded that such
disclosure controls and procedures are effective, in all material respects, to
ensure that the information required to be disclosed in the reports the Company
files or submits under the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms. The Company believes that
a controls system, no matter how well designed and operated, cannot provide
absolute assurance that the objectives of the control system are met, and no
evaluation of controls can provide absolute assurance that all control issues
and instances of fraud, if any, within a company have been detected.

10


(b) Changes in Internal Control over Financial Reporting

There have been no changes in the Company's internal control over financial
reporting during the Company' most recent fiscal quarter that have materially
affected, or are reasonably likely to materially affect, the Company's internal
control over financial reporting.


PART II. OTHER INFORMATION


Item 4. Submission of Matters to a Vote of Security Holders
- ------- ---------------------------------------------------

The 2003 Annual Meeting of Shareholders of the Registrant was held on
September 19, 2003. At the meeting, Edward B. Cloues, II and James Wall were
reelected directors of the Registrant by the following votes:

For Withheld

Edward B. Cloues, II 6,242,800 3,546
James Wall 6,211,361 34,985

Item 6. Exhibits and Reports on Form 8-K
- ------- --------------------------------

(a) Exhibits
--------

31 Certifications required by Rule 13a - 14 (a) under the Securities
Exchange Act of 1934.

32 Certification required by Rule 13a - 14 (b) under the Securities
Exchange Act of 1934.

(b) Reports on Form 8-K
-------------------

Current Report on Form 8-K dated September 15, 2003 and furnished to the
Securities and Exchange Commission on September 17, 2003 reporting first quarter
2004 financial results.

















11




SIGNATURE
---------

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




AMREP CORPORATION
(Registrant)






Dated: December 11, 2003 By: /s/ Peter M. Pizza
------------------

Peter M. Pizza
Vice President and
Chief Financial Officer
(Principal Financial and
Accounting Officer)




12





AMREP CORPORATION AND SUBSIDIARIES



EXHIBIT INDEX
--------------



Exhibit No. Description
----------- ------------------------------------------------------
31 Certifications required by Rule 13a - 14 (a) under the
Securities Exchange Act of 1934.

32 Certification required by Rule 13a - 14 (b) under the
Securities Exchange Act of 1934.




13