Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 16, 2008, Urstadt Biddle Properties Inc. (the "Company") entered into a Change of Control Agreement ("Agreement") with John T. Hayes, Senior Vice President and Chief Financial Officer of the Company ("Employee"). The Agreement provides that if the Employee's employment with the Company terminates under certain circumstances within eighteen (18) months following a Change of Control, as defined in the Agreement, the Company shall pay the Employee an amount equal to twelve (12) months of the Employee's base salary in effect at the date of the Change of Control and shall either: (a) continue in effect for a period of twelve months, for the benefit of the Employee and his family, life and health insurance, disability, medical and other benefit programs in which the Employee participates, provided that the Employee's continued participation is possible, or (b) if such continued participation is not possible, arrange to provide for the Employee and his family similar benefits for the same period. The Agreement is substantially similar to change of control agreements the Company has with its other executive officers.

Item 9.01 Financial Statements and Exhibits

The following exhibit is filed herewith:

Exhibit No. 99.1 Change of Control Agreement dated December 16, 2008.

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