On September 11, 2012, Cedar Realty Trust, Inc. (the "Company") priced an underwritten public offering of 4,200,000 shares of its 7.25% Series B Cumulative Redeemable Preferred Stock (liquidation preference $25.00 per share) ("Series B Preferred Stock"), plus an option of the underwriters to purchase an additional 630,000 shares of Series B Preferred Stock pursuant to an effective registration statement. On September 13, 2012, the underwriters exercised their option to purchase the additional 630,000 shares of Series B Preferred Stock. In connection with the offering, the Company filed Articles Supplementary with the Maryland State Department of Assessments and Taxation (the "Department") classifying an additional 700,000 shares of the Company's authorized preferred stock as additional shares of Series B Preferred Stock. The reclassification increases the number of authorized shares classified as Series B Preferred Stock to 6,100,000 shares. A copy of the Articles Supplementary is filed as Exhibit 3.1 to this Current Report and is incorporated herein by reference. In addition, in connection with the offering, Cedar Realty Trust Partnership, L.P. amended its Agreement of Limited Partnership to permit the issuance of additional 7.25% Series B Cumulative Redeemable Preferred Partnership Units (the "Series B Preferred Partnership Units"), and to authorize the issuance of the Series B Preferred Partnership Units to its general partner, from time to time. A copy of Amendment No. 7 to the Agreement of Limited Partnership of Cedar Realty Trust Partnership, L.P. is filed as Exhibit 3.2 to this Current Report and is incorporated herein by reference.

(d) Exhibits

Exhibit Number   Description

3.1              Articles Supplementary to Articles of
                 Incorporation of the Company

3.2              Amendment No. 7 to Agreement of Limited
                 Partnership of Cedar Realty Trust Partnership,
                 L.P.