EX-5.1 5 file005.htm OPINION OF MILES & STOCKBRIDGE P.C.




                    [Letterhead of Miles & Stockbridge P.C.]


                                                                     Exhibit 5.1

May 2, 2005


Urstadt Biddle Properties Inc.
321 Railroad Avenue
Greenwich, Connecticut  06830


Ladies and Gentlemen:

We have acted as special Maryland counsel to Urstadt Biddle Properties Inc., a
Maryland corporation (the "Company"), in connection with the registration under
the Securities Act of 1933, as amended (the "Act"), by the Company of 650,000
shares of its 7.5% Series D Senior Cumulative Preferred Stock, par value $0.01
per share (the "Preferred Shares"), on its Registration Statement on Form S-3
(No. 333 - 84774, as amended, the "Registration Statement").

We have examined such records, certificates and documents as we deemed necessary
for the purpose of this opinion. Based on that examination, we advise you that
in our opinion the Preferred Shares have been duly and validly authorized and,
when issued upon the terms set forth in the Registration Statement, will be
legally issued, fully paid and non-assessable.

We hereby consent to the filing of this letter as an exhibit to the Registration
Statement. In giving our consent, we do not thereby admit that we are in the
category of persons whose consent is required under Section 7 of the Act or the
rules and regulations of the Securities and Exchange Commission thereunder. We
express no opinion as to the laws of any state or jurisdiction other than, and
our opinion expressed herein is limited to, the laws of the State of Maryland.
Our opinion expressed herein is limited to the matters set forth in this letter
and no other opinion should be inferred beyond the matters expressly stated.

Very truly yours,

Miles & Stockbridge P.C.


By: /s/ J.W. Thompson Webb
   -------------------------
   Principal