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) June 2, 2005 (May 26, 2005)
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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, New York 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 May 26, 2005, the Company issued a press release announcing that the Board
has reserved the right not to effectuate the 1 for 100 Reverse Stock Split and
100 for 1 Forward Stock split of its common shares, which was previously
approved by the Board and is subject to the separate approval of the Company's
stockholders, if the aggregate amount to be paid to cash-out fractional shares
exceeds $1 million.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
99.1 Press release dated May 26, 2005 announcing that the Board
has reserved the right not to effectuate the reverse/forward
stock split if the aggregate amount to be paid to cash-out
fractional shares exceeds $1 million.
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
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Mark P. Cantaluppi
Vice President, Chief Accounting Officer
Date: June 2, 2005