Landy Eugene W Form 4 MONMOUTH REAL ESTATE INVESTMENT / EUGENE W LANDY ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

LANDY EUGENE W

(Last) (First) (Middle)

3499 RT. 9 NORTH

SUITE 3-C

(Street)

FREEHOLD NJ 07728

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MONMOUTH REAL ESTATE INVESTMENT CORP [ MNR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
08/17/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
MNR Common Stock	08/17/2015		P		2,702.702	A	$9.25	33,183.072(1)	I	Juniper Plaza Associates
MNR Common Stock	08/17/2015		P		2,702.702	A	$9.25	26,211.662(2)	I	Windsor Industrial Park Associates
MNR Common Stock								719,472.138	D
MNR Common Stock								131,200	I	Eugene W. and Gloria Landy Family Foundation
MNR Common Stock								97,913.57	I	Spouse
MNR Common Stock								192,293.62	I	Landy & Landy Employees' Pension Plan
MNR Common Stock								13,048	I	Landy Investments, Ltd.
MNR Common Stock								225,426.819	I	Landy & Landy Employees' Profit Sharing Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Qualified Stock Option to Purchase MNR Common Stock	$11.16							01/05/2016	01/05/2023	MNR Common Stock	65,000		65,000	D
Qualified Stock Option to Purchase Common Stock	$8.94							01/03/2015	01/03/2022	MNR Common Stock	65,000		65,000	D
Qualified Stock Option to Purchase Common Stock	$10.46							01/03/2014	01/03/2021	MNR Common Stock	65,000		65,000	D
Qualified Stock Option to Purchase Common Stock	$9.33							01/03/2013	01/03/2020	MNR Common Stock	65,000		65,000	D
Qualified Stock Option to Purchase Common Stock	$8.72							01/03/2012	01/03/2019	MNR Common Stock	65,000		65,000	D
Qualified Stock Option to Purchase Common Stock	$7.22							01/05/2011	01/05/2018	MNR Common Stock	65,000		65,000	D
Qualified Stock Option to Purchase Common Stock	$7.25							10/20/2009	10/20/2016	MNR Common Stock	65,000		65,000	D
Qualified Stock Option to Purchase Common Stock	$8.22							12/12/2008	12/12/2015	MNR Common Stock	65,000		65,000	D

Explanation of Responses:

1. Includes 2,702.702 shares purchased under the MNR Dividend Reinvestment and Stock Purchase Plan on August 17, 2015. Also includes 501.32 shares previously acquired under the MNR Dividend Reinvestment and Stock Purchase Plan. The 501.32 shares are not required to be reported but are being reported on this Form 4 to show total holdings.

2. Includes 2,702.702 shares purchased under the MNR Dividend Reinvestment and Stock Purchase Plan on August 17, 2015. Also includes 386.66 shares previously acquired under the MNR Dividend Reinvestment and Stock Purchase Plan. The 386.66 shares are not required to be reported but are being reported on this Form 4 to show total holdings.

Remarks:

	Eugene W. Landy	08/18/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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