SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, 2001 OR [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number 1-7172 BRT REALTY TRUST (Exact name of Registrant as specified in its charter) Massachusetts 13-2755856 _______________________________________________________________________ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 60 Cutter Mill Road, Great Neck, NY 11021 _______________________________________________________________________ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (516) 466-3100 _____________ Indicate the number of shares outstanding of each of the issuer's classes of stock, as of the latest practicable date. 7,331,014 Shares of Beneficial Interest, $3 par value, outstanding on August 9, 2001 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 ----- -----
Part 1 - FINANCIAL INFORMATION Item 1. Financial Statements <TABLE> <CAPTION> BRT REALTY TRUST AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Amounts In Thousands) June 30, September 30, 2001 2000 ---- ---- (Unaudited) (Audited) ASSETS <S> <C> <C> Real estate loans - Note 3: Earning interest, including $3,565 and $850 from related parties $ 53,844 $ 40,413 Not earning interest 415 3,250 -------- -------- 54,259 43,663 Less allowance for possible losses 1,381 1,381 -------- -------- 52,878 42,282 -------- -------- Real estate assets: Real estate properties net, including $2,850 and $2,944 held for sale 6,756 6,944 Investment in unconsolidated real estate ventures at equity 6,924 5,381 -------- -------- 13,680 12,325 Less valuation allowance 325 349 -------- -------- 13,355 11,976 -------- -------- Cash and cash equivalents 16,232 16,221 Securities available-for-sale at market - Note 4 25,933 16,310 Other assets 1,731 1,667 -------- -------- Total Assets $ 110,129 $ 88,456 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Note payable - Credit facility - Note 5 $ - $ 88 Mortgage payable 2,819 - Accounts payable and accrued liabilities, including deposits of $1,345 and $1,550 2,765 3,221 Dividends Payable 1,613 - --------- --------- Total Liabilities 7,197 3,309 --------- --------- Shareholders' Equity - Note 2: Preferred shares, $1 par value: Authorized 10,000 shares, none issued - - Shares of beneficial interest, $3 par value: Authorized number of shares - unlimited, issued - 8,883 and 8,888 shares at each date 26,650 26,665 Additional paid-in capital 81,008 81,499 Accumulated other comprehensive income(loss) - net unrealized gain (loss) on available-for-sale securities 7,181 (3,133) Accumulated earnings (deficit) 1,470 (5,047) --------- --------- 116,309 99,984 Cost of 1,552 and 1,718 treasury shares of beneficial interest at each date (13,377) (14,837) --------- --------- Total Shareholders' Equity 102,932 85,147 --------- --------- Total Liabilities and Shareholders' Equity $ 110,129 $ 88,456 ========= ========= See Accompanying Notes to Consolidated Financial Statements. </TABLE>
<TABLE> <CAPTION> BRT REALTY TRUST AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (In Thousands except for Per Share Data) Three Months Ended Nine Months Ended June 30, June 30, 2001 2000 2001 2000 ---- ---- ---- ---- <S> <C> <C> <C> <C> Revenues: Interest and fees on real estate loans $ 1,844 $ 1,565 $ 6,427 $ 4,548 Operating income on real estate owned 504 283 1,192 701 Equity in earnings in unconsolidated entities 301 141 747 414 Other, primarily investment income 812 868 2,888 2,298 -------- -------- ------- ------- Total Revenues 3,461 2,857 11,254 7,961 ------- ------- ------ ------- Expenses: Interest-notes payable and loans payable - 19 20 59 Advisor's fee 186 147 523 419 General and administrative 786 725 2,272 2,262 Other taxes 60 51 230 148 Expense related to investment income 274 - 575 - Operating expenses relating to real estate owned including interest on mortgages of $67 and $-0- for the three-month periods 250 329 704 677 and $194 and $15 for the nine-month periods, respectively Amortization and depreciation 71 97 294 291 ------- -------- ------- ------- Total Expenses 1,627 1,368 4,618 3,856 ------- -------- ------- ------ Income before gain on sale of real estate assets, foreclosed properties and available-for-sale securities 1,834 1,489 6,636 4,105 Net gain on sale of real estates assets and foreclosed properties held for sale 282 590 1,757 1,682 Net realized gain (loss) on sale of available-for -sale securities (4) 33 11 127 -------- -------- --------- -------- Income before minority interest 2,112 2,112 8,404 5,914 Minority interest (12) - (10) - --------- --------- --------- -------- Income before extraordinary item 2,100 2,112 8,394 5,914 Extraordinary item - loss on early extinguishment of debt - - (264) - -------- -------- --------- -------- Net Income $ 2,100 $ 2,112 $ 8,130 $ 5,914 ======= ======= ======= ======= Income per share of Beneficial Interest: Basic earnings per share Income before extraordinary item $ .29 $ .29 $ 1.17 $ .82 Extraordinary item - - (.04) - --------- -------- --------- --------- Net earnings per common share $ .29 $ .29 $ 1.13 $ .82 ========= ======== ========= ========= Diluted earnings per share Income before extraordinary item $ .29 $ .29 $ 1.16 $ .81 Extraordinary item - - (.04) - --------- -------- --------- --------- Net earnings per common share $ .29 $ .29 $ 1.12 $ .81 ========= ======== ========= ========= Cash distributions per common share $ .22 $ - $ .22 $ - ========= ======== ========= ========= See Accompanying Notes to Consolidated Financial Statements. </TABLE>
<TABLE> <CAPTION> BRT REALTY TRUST AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Unaudited) (Amounts In Thousands) Accumu- Accumulated lated Shares of Additional Other Deficit/ Beneficial Paid-In Comprehensive Retained Treasury Interest Capital Income Earnings Shares Total --------- -------- ------ -------- ------ ----- <S> <C> <C> <C> <C> <C> <C> Balances, September 30, 2000 $26,665 $81,499 $(3,133) $(5,047) $(14,837) $85,147 Distributions - Common share - - - (1,613) - (1,613) (.22 per share) Exercise of stock options (15) (491) - - 1,460 954 Net income - - - 8,130 - 8,130 Other comprehensive gain - net unrealized gain on available-for-sale securities (net of reclassification adjust- ment for net gains included in net income of $11) - - 10,314 - - 10,314 --------- Comprehensive income - - - - - 18,444 --------------------------------------------------------------------------------- Balances, June 30, 2001 $26,650 $81,008 $ 7,181 $1,470 $(13,377) $102,932 ================================================================================= See Accompanying Notes to Consolidated Financial Statements. </TABLE>
<TABLE> <CAPTION> BRT REALTY TRUST AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (In Thousands) Nine Months Ended June 30, 2001 2000 ---- ---- <S> <C> <C> Cash flow from operating activities: Net income $ 8,130 $ 5,914 Adjustments to reconcile net income to net cash provided by operating activities: Extraordinary item - loss on early extinguishment of debt 264 - Amortization and depreciation 294 291 Net gain on sale of foreclosed properties held for sale (1,757) (1,682) Net gain on sale of available-for-sale securities (11) (127) Equity in earnings of unconsolidated entities (747) (414) Increase in interest and dividends receivable (115) (566) (Increase) Decrease in prepaid expenses (117) 10 Decrease in accounts payable and accrued liabilities (392) (311) Increase in deferred revenues 70 92 Decrease in escrow deposits (160) (318) Increase in deferred costs (124) (18) Decrease in due from venture - 4,620 Net change in other assets (71) 14 --------- --------- Net cash provided by operating activities 5,264 7,505 --------- --------- Cash flows from investing activities: Collections from real estate loans 18,571 28,538 Additions to real estate loans (25,992) (26,268) Additions to real estate loans - BRT joint ventures (3,175) (950) Net costs capitalized to real estate owned (115) (168) Proceeds from sale of real estate assets 1,844 1,827 Decrease (increase) in deposits payable 24 (13) Purchase of marketable securities - (20,531) Sales of marketable securities 701 1,209 Capital contributions to unconsolidated entities (861) (1,083) Partnership distributions 65 10 --------- --------- Net cash used in investing activities (8,938) (17,429) --------- --------- Cash flow from financing activities: Increase in mortgage payable 2,850 - Payoff/paydown of loan and mortgages payable (31) (841) Repayment of note payable - credit facility (88) (186) Exercise of stock options 954 - --------- --------- Net cash provided by (used in) financing activities 3,685 (1,027) --------- --------- Net increase (decrease) in cash and cash equivalents 11 (10,951) Cash and cash equivalents at beginning of period 16,221 28,757 --------- --------- Cash and cash equivalents at end of period $ 16,232 $ 17,806 ========= ========= Supplemental disclosure of cash flow information: Cash paid during the period for interest expense $ 277 $ 86 ========= ========= See Accompanying Notes to Consolidated Financial Statements. </TABLE>
BRT REALTY TRUST AND SUBSIDIARIES Notes to Consolidated Financial Statements Note 1 - Basis of Preparation The accompanying interim unaudited consolidated financial statements as of June 30, 2001 and for the three and nine months ended June 30, 2001 and 2000 reflect all normal recurring adjustments which are, in the opinion of management, necessary for a fair statement of the results for such interim periods. The results of operations for the three and nine months ended June 30, 2001 are not necessarily indicative of the results for the full year. Certain items on the consolidated financial statements for the preceding periods have been reclassified to conform with the current consolidated financial statements. The consolidated financial statements include the accounts of BRT Realty Trust, its wholly owned subsidiaries, and its majority-owned or controlled real estate entities. Investments in less than majority-owned entities have been accounted for using the equity method. Material intercompany items and transactions have been eliminated. BRT Realty Trust and its subsidiaries are hereinafter referred to as "BRT" or the "Trust". These statements should be read in conjunction with the consolidated financial statements and related notes which are included in BRT's Annual Report on Form 10-K for the year ended September 30, 2000. The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements. Actual results could differ from those estimates. Note 2 - Shareholders' Equity Distributions During the quarter ended June 30, 2001 BRT declared a cash distribution to shareholders of $.22 per share. This distribution totaled $1,613,000 and was payable on July 2, 2001. Per Share Data Basic earnings per share was determined by dividing net income for the period by the weighted average number of shares of common stock outstanding during each period which was 7,202,417 and 7,165,263 for the three month period ended June 30, 2001 and 2000 and 7,184,424 and 7,165,263 for the nine month periods ended June 30, 2001 and 2000, respectively. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of BRT. For the three and nine months ended June 30, 2001 and 2000 diluted earnings per share was determined by dividing net income for the period by the total of the weighted average number of shares of common stock outstanding plus the dilutive effect of the BRT's outstanding options using the treasury stock method which aggregated 7,328,490 and 7,247,240 for the three month periods and 7,291,554 and 7,250,164 for the nine month periods, respectively. Stock Options During the quarter ended June 30, 2001, 155,625 previously issued options were exercised. Proceeds from these options totaled $894,000. For the nine months ended June 30, 2001, 165,625 previously issued options were exercised. Proceeds from these options totaled $954,000. Note 3 - Real Estate Loans If all loans classified as non-earning were earning interest at their contractual rates for the three and nine months ended June 30, 2001 and 2000, interest income would have increased by approximately $11,000 and $34,000 and $59,000 and $156,000 respectively. In the quarter ended June 30, 2001, BRT entered into a joint venture agreement in which BRT and an affiliated entity each have a 50% interest. As part of this agreement BRT, made a capital contribution of $650,000 and a mortgage loan to the venture in the original principal amount of $2,950,000. The balance due on this mortgage loan is $2,950,000 at June 30, 2001. At June 30, 2001 mortgage loans to all joint ventures in which BRT is a venturer totaled $3,565,000. For the three and nine months ended June 30, 2001 interest income on these loans was $36,000 and $84,000, respectively. Note 4 - Available-For-Sale Securities Included in available-for-sale securities are 1,355,600 shares of Entertainment Properties Trust (NYSE:EPR), which have a cost basis of $17,806,000 and a fair value at June 30, 2001 of $24,740,000. At August 8, 2001 the fair value of these shares was $23,330,000. During the quarter ended June 30, 2001 the Trust incurred legal, printing, proxy solicitor fees and other expenses of $274,000 related to the solicitation of proxies in favor of BRT's nominee to the Board of Trustees of Entertainment Properties Trust. For the nine months ended June 30, 2001 the expenses totaled $575,000. The shares held by the Trust represent approximately 9.21% of the outstanding shares of Entertainment Properties Trust. Note 5 -Note Payable - Credit Facility On January 11, 2001 BRT terminated its revolving credit facility with TransAmerica Business Credit Corporation ("TransAmerica"). On July 25, 2001 BRT entered into a revolving credit agreement with North Fork Bank (North Fork). The North Fork agreement is a revolving facility. Borrowings under the facility are secured by specific receivables and the agreement provides that the amount borrowed will not exceed 60% of the collateral pledged. As of July 25, 2001 BRT had provided collateral, as defined, that would permit BRT to borrow up to approximately $12,300,000 under the facility. Interest is charged on the outstanding balance at prime plus 1/4% or under certain circumstances at prime. There are no unused line fees. BRT paid a fee of $75,000 to North Fork at closing. The facility matures August 1, 2004 and may be extended for two one year terms. The extension fee is $37,500 for each extension period. As of August 9, 2001 BRT has not drawn any funds against the line. For the nine months ended June 20, 2001 unamortized deferred fees in the amount of $264,000 associated with the terminated TransAmerica revolving credit facility were written off as an extraordinary item.
Note 6 - Comprehensive Income Statement No. 130 establishes standards for reporting comprehensive income and its components in a full set of general-purpose financial statements and requires that all components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other financial statements. During the three and nine months ended June 30, 2001 accumulated other comprehensive income (loss), which is solely comprised of the net unrealized gain (loss) on available-for-sale securities, increased $5,456,000 to $7,181,000 from $1,725,000 and increased $10,314,000 from ($3,133,000) to $7,181,000. For the three and nine months ended June 30, 2000 it increased $919,000 to $1,106,000 from $187,000 and increased $1,106,000 from $-0- to $1,106,000 respectively. Note 7 - Segment Reporting Effective October 1, 1998, the Trust adopted the Financial Accounting Standards Board's Statement of Financial Accounting Standards No. 131, Disclosure About Segments of an Enterprise and Related Information. Statement 131 superseded FASB Statement No. 14 Financial Reporting for Segments of a Business Enterprise. Statement No. 131 establishes standards for the way that public business enterprises report information about operating segments in annual financial statements and requires that those entities report selected information about operating segments in interim financial reports. Statement No. 131 also establishes standards for related disclosures about products and services, geographical areas, and major customers. The adoption of Statement No. 131 did not affect results of operations or financial position. As the Trust operates predominantly in one industry segment, it has determined that it has one reportable segment and operates primarily in one geographic location. Management believes it is in compliance with the standards established by Statement No. 131. Note 8 - Derivative Instruments and Hedging Activities In June 1999, The Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 137, amending Statement of Financial Accounting Standards No. 133. "Accounting for Derivative Instruments and Hedging Activities" ("SFAS 133"), which extended the required date of adoption to fiscal years beginning after June 15, 2000. SFAS 133 establishes accounting and reporting standards requiring that every derivative instrument (including certain derivative instruments embedded in other contracts) be recorded on the balance sheet as either an asset or liability measured at its fair value. SFAS 133 requires that changes in the derivative's fair value be recognized currently in earnings unless specific hedge accounting criteria are met. The Trust adopted SFAS 133 on October 1, 2000 and the impact is immaterial due to the Trust's limited derivative activity.
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources BRT's primary business activity is originating and holding for investment senior real estate mortgages, secured by income producing property. To a lesser extent BRT originates and holds for investment junior real estate mortgage loans secured by income producing property and senior mortgage loans secured by unimproved real property. Its investment policy emphasizes short-term mortgage loans. Repayments of real estate loans in the amount of $32,662,000 are due during the twelve months ending June 30, 2002, including $1,694,000 due on demand. The availability of mortgage financing secured by real property and the market for selling real estate is cyclical. Accordingly, BRT cannot project the portion of loans maturing during the next twelve months which will be paid or the portion of loans which will be extended for a fixed term or on a month to month basis. On July 25, 2001 BRT entered into a revolving credit agreement with North Fork Bank (North Fork). The North Fork agreement is a revolving facility. Borrowings under the facility are secured by specific receivables and the agreement provides that the amount borrowed will not exceed 60% of the collateral pledged. As of July 25, 2001 BRT had provided collateral, as defined, that would permit BRT to borrow up to approximately $12,300,000 under the facility. Interest is charged on the outstanding balance at prime plus 1/4% or under certain circumstances at prime. There are no unused line fees. BRT paid a fee of $75,000 to North Fork at closing. The facility matures August 1, 2004 and may be extended for two one year terms. The extension fee is $37,500 for each extension period. As of August 9, 2001 BRT has not drawn any funds against the line. During the nine months ended June 30, 2001, the Trust generated cash of $5,264,000 from operations, $18,571,000 from collections from real estate loans, $2,850,000 from the placement of a first mortgage on a leasehold position in commercial real property, $701,000 from the sale of marketable securities and $1,844,000 from the sale of real estate assets. These funds, in addition to cash on hand, were used primarily to fund real estate loan originations of $29,167,000. BRT's cash and cash equivalents were $16,232,000 at June 30, 2001. The Trust will satisfy its liquidity needs from cash and liquid investments on hand, interest received on outstanding real estate loans, net cash flow generated from the operation and sale of real estate assets and with funds available from the credit facility.
Results of Operations Interest and fees on loans increased by $279,000 to $1,844,000 for the three months ended June 30, 2001 as compared to $1,565,000 for the three months ended June 30, 2000. During the current quarter the average balance of loans outstanding increased by approximately $8,800,000 accounting for an increase in interest income of $277,000. There was also an increase of $12,000 attributable to additional fee income generated during the quarter. There was a slight decline in the rate earned on the portfolio which caused a decline in interest income of $10,000. For the nine months ended June 30, 2001, interest and fees on loans increased $1,879,000 from $4,548,000 to $6,427,000. During the current nine month period a participating loan was paid off resulting in "additional interest" and fees of $844,000. In addition a loan that was previously non performing returned to performing status and $ 170,000 of delinquent interest was received. The average balance of loans outstanding also increased by $8,500,000 year over year also resulting in an increase of interest income of $803,000. An increase in the interest rate earned on the portfolio from 12.35% to 12.69% also caused income to increase by $111,000. Offsetting these increases was a decline in fee income of $49,000. Operating income on real estate properties increased to $504,000 in the three months ended June 30, 2001 from $283,000 in the quarter ended June 30, 2000, an increase of $221,000. For the nine months ended June 30, 2001 operating income on real estate owned increased $491,000 from $701,000 to $1,192,000. For both periods, this increase, primarily rental income, is attributable to BRT's purchase of a leasehold interest in commercial real property in the last quarter of the prior fiscal year. Equity in earnings of unconsolidated ventures increased $160,000 in the quarter ended June 30, 2001 to $301,000 from $141,000 in the quarter ended June 30, 2000. For the nine months ended June 30, 2001 income from unconsolidated ventures increased $333,000 from $414,000 to $747,000. The increase in both periods is primarily the result of income earned on new ventures entered into since June 30, 2000. Other revenues, primarily investment income, declined to $812,000 in the quarter ended June 30, 2001, from $868,000 in the same quarter in 2000, a decline of $56,000. A decline in the rates earned on invested balances of approximately 76 basis points from 9.49% to 8.73% caused a decline of $71,000. A slight increase in the average balance outstanding of $674,000 helped offset this decline by $15,000. For the nine months ended June 30, 2001 this category increased $590,000 from $2,298,000 to $2,888,000. During the current nine months BRT received $438,000 from a residual interest it held in a venture. This residual interest resulted from the sale of a partnership interest in a prior year. The remaining increase of $152,000 is the result of increased rates earned on invested balances. Over the last several quarters the Trust has invested a portion of its available funds in higher yielding REIT securities rather than Treasury securities and other money market products, causing the average rate earned to increase from 9.06% in the prior years first nine months to 9.67% in the current nine months. The Advisor's fee, which is calculated based on invested assets, increased $39,000 in the quarter ended June 30, 2001 to $186,000 from $147,000 in the quarter ended June 30, 2000. In the nine months ended June 30, 2001 the fee increased $104,000 from $419,000 in the prior nine months to $523,000 in the nine months ended June 30, 2001. During both of these periods, the Trust experienced a higher outstanding balance of invested assets thereby causing an increase in the fee. General and administrative fees increased $61,000 from $725,000 in the quarter ended June 30, 2000 to $786,000 in the quarter ended June 30, 2001. This increase is the result of a general increase in expenses caused by an increase in loan volume. For the nine month period ended June 30, 2001 general and administrative expenses increased $10,000 from $2,262,000 in the nine month period ended June 30, 2000 to $2,272,000 in the nine month period ended June 30, 2001. During the nine month period the Trust incurred increased legal expenses of $96,000 over the prior year. Offsetting this increase was a general reduction of other expenses of $86,000. Expenses related to investment income was $274,000 for the three month period ended June 30, 2001. For the nine month period ended June 30, 2001 this category was $575,000. The prior three and nine month periods contained no such expense. During the current quarter and nine months the Trust incurred legal, printing, proxy solicitor fees and other expenses related to the solicitation of proxies to vote in favor of BRT's nominee to the Board of Trustees of Entertainment Properties Trust (NYSE:EPR). BRT owns 9.21% of the outstanding shares of Entertainment Properties Trust and is its largest shareholder. Operating expenses relating to real estate decreased $79,000 from $329,000 in the three month period ended June 30, 2000 to $250,000 in the three month period ended June 30, 2001. In the current three month period operating expenses increased $156,000 primarily due to the purchase of a leasehold interest at the end of the prior fiscal year. Offsetting this increase was a $235,000 decline in legal expenses relating to a property that the Trust acquired in foreclosure in a prior fiscal year. For the nine months ended June 30, 2001 operating expenses relating to real estate increased $27,000 from $677,000 in the nine months ended June 30, 2000 to $704,000 in the nine months ended June 30, 2001. The Trust incurred increased operating expenses of $309,000 primarily due to the purchase of a leasehold interest in the prior fiscal year. These expenses were offset by a reduction in legal expenses of $301,000 relating to a property acquired in foreclosure in a prior fiscal year. General operating expenses on other properties increased $19,000 over the nine month period. Gain on the sale of real estate assets and foreclosed properties decreased $308,000 in the quarter ended June 30, 2001 to $282,000 from $590,000. In the nine months ended June 30, 2001 gain on the sale of real estate assets and foreclosed properties increased $75,000 to $1,757,000 from $1,682,000. The gain in the three month period ended June 30,2001 resulted primarily from the sale of individual cooperative units that were previously acquired in foreclosure. The gain for the nine months ended June 30, 2001 also includes a gain that resulted from the sale of a residual interest in a partnership. The gains in the three and nine months ended June 30, 2000 are primarily from the sale of individual cooperative units that were previously acquired in foreclosure. PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K On August 1, 2001 BRT filed an 8-K reporting the consummation and material terms of a $15,000,000 revolving credit facility with North Fork Bank that took place on July 25, 2001. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. BRT REALTY TRUST Registrant August 10, 2001 /s/ Jeffrey Gould - -------------- ------------------------- Date Jeffrey Gould, President August 10, 2001 /s/ George Zweier - -------------- ----------------------------- Date George Zweier, Vice President and Chief Financial Officer