SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 23)*
Monmouth Real Estate Investment Corporation
(Name of Issuer)
Common Stock
(Title of Class of Security)
609720107
(CUSIP Number)
January 23, 2006
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[ ]
Rule 13d-1(b)
[X]
Rule 13d-1(c)
[ ]
Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
(Continued on following page(s))
Page 1 of 3 Pages
1
CUSIP No. 11-1897375
13G
Page 2 of 3 Pages
1.
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Eugene W. Landy
S.S. #150-24-4993
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) _____
(b) X
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
Mr. Landy is a United States citizen.
5.
SOLE VOTING POWER
390,637.177
Direct
97,109.046 Wife
NUMBER OF
6.
SHARED VOTING POWER
SHARES
161,764.6727
E.W. Landy Profit Sharing
BENEFICIALLY
126,585.1955
E.W. Landy Pension Plan
OWNED BY
60,000.0000 E.W. & Gloria Landy Family Foundation
EACH
7.
SOLE DISPOSITIVE POWER
REPORTING
PERSON
390,637.117
Direct
WITH
97,109.046
Wife
8.
SHARED DISPOSITIVE POWER
161,764.6727
E.W. Landy Profit Sharing
126,585.1955
E.W. Landy Pension Plan
60,000.0000 E.W. & Gloria Landy Family Foundation
2
CUSIP No. 11-1897375
13G
Page 3 of 3 Pages
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
390,637.177 Direct
348,349.8682 Trustee
97,109.046 Wife
Total: 836,096.0912*
*Does not include (a) 65,000 shares on which Mr. Landy has an option to purchase pursuant to the Company’s Stock Option Plan, which option expires on 6/21/10; (b) 65,000 shares on which Mr. Landy has an option to purchase pursuant to the Company’s Stock Option Plan, which option expires on 1/22/11; (c) 65,000 shares on which Mr. Landy has an option to purchase pursuant to the Company’s Stock Option Plan, which option expires on 8/3/12; and (d) 65,000 shares on which Mr. Landy has an option to purchase pursuant to the Company’s Stock Option Plan, which option expires on 8/10/13.
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
Excludes shares held by Mr. Landy’s adult children in which he disclaims any
beneficial interest.
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN. ROW 9
4.33%
12.
TYPE OF REPORTING PERSON*
IN
CERTIFICATION
By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
January 23, 2006
/s/ Eugene W. Landy
Eugene W. Landy, President and Director
Monmouth Real Estate Investment Corporation
3