8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-K

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


       Date of report (Date of earliest event reported) September 13, 2005
                                                        -----------------------
                                                        (September 12, 2005)
                                                        -----------------------

                         WELLSFORD REAL PROPERTIES, INC.
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               (Exact Name of Registrant as Specified in Charter)

                                    Maryland
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                 (State or Other Jurisdiction of Incorporation)

       1-12917                                           13-3926898
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(Commission File Number)                      (IRS Employer Identification No.)


    535 Madison Avenue, New York, NY                       10022
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(Address of Principal Executive Offices)                (Zip Code)

                                 (212) 838-3400
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              (Registrant's Telephone Number, Including Area Code)


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          (Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

     [ ] Written communications pursuant to Rule 425 under the Securities Act
         (17 CFR 230.425)

     [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
         CFR 240.14a-12)

     [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
         Exchange Act (17 CFR 240.14d-2(b))

     [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
         Exchange Act (17 CFR 240.13e-4(c))

Item 8.01   Other Events.

On September 12, 2005, Wellsford Real Properties, Inc. (the "Company") announced
that its Board of Directors had rescinded its adoption of the previously
announced proposal for a 1-for-100 Reverse Stock Split and 100-for-1 Forward
Stock Split of its common shares (together, the "Stock Split"). The Company also
stated that it will proceed with its previously announced Plan of Liquidation. A
copy of the press release announcing the withdrawal of the Company's previously
proposed Stock Split is attached as Exhibit 99.1.

Item 9.01   Financial Statements and Exhibits.

     (c)  Exhibits

          99.1  Press release dated September 12, 2005, announcing the
                withdrawal of the Company's previously proposed Stock Split.


                                   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 hereunto duly authorized.


                         WELLSFORD REAL PROPERTIES, INC


                                  By:/s/ Mark P. Cantaluppi
                                     ----------------------------
                                     Mark P. Cantaluppi
                                     Vice President, Chief Accounting Officer

Date:  September 13, 2005

EX-99

                                                                    Exhibit 99.1

                        WELLSFORD REAL PROPERTIES, INC.
             535 MADISON AVENUE - 26TH FLOOR - NEW YORK - NY 10022
                         212-838-3400 FAX 212-421-7244

FOR IMMEDIATE RELEASE:

                         WELLSFORD REAL PROPERTIES, INC.
                 WITHDRAWS ITS PREVIOUSLY PROPOSED STOCK SPLIT,
                       CONTINUES WITH PLAN OF LIQUIDATION


New York, N.Y. September 12, 2005: Wellsford Real Properties, Inc. (AMEX:WRP)
(the "Company") announced today that its Board of Directors (the "Board") has
rescinded its adoption of the previously announced proposal for a 1-for-100
Reverse Stock Split and 100-for-1 Forward Stock Split of its common shares
(together, the "Stock Split") and will proceed with its previously announced
Plan of Liquidation. The processing of the proxy statement with the Securities
and Exchange Commission has been more complex and is taking longer than
anticipated because of the inclusion of the Stock Split as one of the proposals.
As a result, the Company at this point in time could not ascertain when the
proxy statement would be available to be mailed to shareholders and when such a
meeting would be held if this proposal were to remain in the proxy statement.
Further time delays could impact the Company's ability to sell the Company's
primary asset, the three rental phases of Palomino Park. In addition, the Board
has also determined, based on information received from its proxy solicitor,
that the Company would spend an amount greater than the $1 million limit
previously stipulated and publicly announced. After consideration of these
factors, the Board has concluded to rescind its adoption of the Stock Split and
to proceed solely with the Plan of Liquidation. Thus, the Company will continue
to be listed for trading on the AMEX, subject to the ramifications of the Plan,
and make all required SEC filings and disclosures.

On May 19, 2005 the Board announced that it had adopted two proposals: a Plan of
Liquidation and a Stock Split. Each proposal was subject to a separate approval
by the Company's shareholders at an annual meeting, to be announced, which would
be held pursuant to the mailing of a proxy statement. Subsequently on May 26,
2005, the Company announced that the Board reserved the right to terminate the
Stock Split proposal if the aggregate amount to be paid to cash-out fractional
shares exceeded $1 million.

The purpose of the Stock Split was to reduce the number of shareholders to less
than 300 which would have permitted the Company to end its reporting obligations
under the Securities Exchange Act of 1934 and the AMEX listing of its common
shares and continue operations as a non-public company. It was anticipated that
if adopted this proposal could relieve the Company of the costs and compliance
obligations associated with operating as a listed public company. The Company
announced previously that whether or not the Stock Split was effectuated, the
Company would proceed with implementing the Plan of Liquidation, if it were
approved by shareholders.

Jeffrey Lynford, Chairman and Chief Executive Officer of the Company commented
that "The Board believes that although the Stock Split potentially could have
led to cost savings over the term of the liquidation, obtaining timely approval
of the Plan and concluding the sale of Palomino Park are paramount. The Company
has under a contract for sale, subject to completion of due diligence by the
purchaser and approval of the Plan by the Company's shareholders, three rental
phases at Palomino Park for $176 million."

Wellsford Real Properties, Inc. is a real estate merchant banking firm
headquartered in New York City which acquires, develops, finances and operates
real properties, constructs for-sale single family home and condominium
developments and organizes and invests in private and public real estate
companies.


This press release, together with other statements and information publicly
disseminated by the Company, contains certain forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements of
the Company or industry results to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. Such factors include, among others, the following:
Failure of the stockholders to approve the Plan; the Board could abandon the
Plan even if it is approved by the stockholders; higher operating costs during
the liquidation as a result of remaining a public reporting company; failure to
achieve proceeds from the sales of assets to meet the estimated ranges of
initial and total distributions to stockholders; changes to the amount of the
purchase price of the Palomino Park rental phases as a result of the due
diligence by the buyer; inability or failure of the buyer to close; the
uncertainty as to the timing of sales of assets and the impact on the timing of
distributions to stockholders; illiquidity of certain assets; increases in
expenses which would negatively impact the amount of distributions pursuant to
the Plan; unknown claims and liabilities which would negatively impact the
amount of distributions pursuant to the Plan; the sale of undeveloped land,
rather than the construction and sale, in the normal course of business, of
single family homes or condominiums which would negatively impact the amount of
distributions pursuant to the Plan; and other risks listed from time to time in
WRP's reports and proxy statement filed with the SEC. Therefore, actual results
could differ materially from those projected in such statements.


Press Contact:   Mark P. Cantaluppi
                 Wellsford Real Properties, Inc.
                 Vice President - Chief Accounting Officer & Director of
                   Investor Relations
                 (212) 838-3400