8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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 30, 2010              

AMREP CORPORATION

(Exact name of Registrant as specified in its charter)

Oklahoma	1-4702	59-0936128
(State or other jurisdiction of	(Commission File	(IRS Employer
incorporation)	Number)	Identification No.)

300 Alexander Park, Suite 204, Princeton, New Jersey	08540
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code:  (609) 716-8200

Not Applicable

(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 30, 2010, the Registrant issued a press release reporting the withdrawal of the proposal received from Nicholas G. Karabots, the Registrant’s Vice Chairman and 59.6% shareholder, to merge the Registrant with a company he controlled in a transaction in which the other shareholders would receive $12.00 per share, in cash, for their shares in the Registrant.  The receipt of the proposal was previously reported under Item 5 of Part II of the Registrant’s Quarterly Report on Form 10-Q filed on September 10, 2010.

A copy of the Registrant’s press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01.  Exhibits

Exhibit 99.1     Press release issued by the Registrant on September 30, 2010.

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.

	AMREP CORPORATION
	(Registrant)
	By:   /s/  Peter M. Pizza
	Peter M. Pizza
	Vice President and
	Chief Financial Officer
Date:  September 30, 2010

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EXHIBIT INDEX
Exhibit No.	Description
99.1	Press release issued by AMREP Corporation on September 30, 2010.

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EX-99

Exhibit 99.1

FOR:	AMREP Corporation
	300 Alexander Park, Suite 204
	Princeton, New Jersey 08540
CONTACT:	Peter M. Pizza
	Vice President and Chief Financial Officer
	(609) 716-8210

AMREP ANNOUNCES WITHDRAWAL OF MERGER PROPOSAL

Princeton, New Jersey, September 30, 2010 - AMREP Corporation (NYSE: AXR) today reported the withdrawal of the previously announced proposal received by AMREP from Nicholas G. Karabots, AMREP’s Vice Chairman and 59.9% shareholder, to merge AMREP with a company controlled by Mr. Karabots in a transaction in which other shareholders would receive $12.00 per share in cash for their AMREP shares.  AMREP had previously announced the September 8, 2010 receipt of the merger proposal in a press release that was filed with the Securities and Exchange Commission on September 10, 2010 as an exhibit to AMREP’s quarterly report on Form 10-Q.

AMREP Corporation’s AMREP Southwest Inc. subsidiary is a major landholder and leading developer of real estate in Rio Rancho, New Mexico, and its Kable Media Services, Inc. subsidiary distributes magazines to wholesalers and provides subscription and product fulfillment and related services to publishers and others.