EXHIBIT 10.6.1

                         Amendments to HRE Properties
                             Stock Option Plan
                             Dated June 9, 1993

          Section 7 of the Stock Option Plan of HRE  Properties  (the "Plan") is
          modified as follows:

           (I)           A new subsection (h) is added, as follows:

                         (h)        No  stock   appreciation  right  held  by  a
                                    Trustee  or  officer  of  the  Trust  may be
                                    exercised,  if such exercise would result in
                                    full  or  partial  settlement  of the  stock
                                    appreciation right in cash, unless:

                                    (A.)    such stock appreciation right has
                                            been held for at least six months
                                            from date of grant; and

                                    (B.)    such stock appreciation right is
                                            exercised during the period begin-
                                            ning on the third business day
                                            following the date of release of
                                            quarterly or annual statements of
                                            revenues and net income of the
                                            Trust and ending on the twelfth
                                            business day following such date,
                                            unless a different period is speci-
                                            fied by Rule 16b-3(e) or any suc-
                                            cessor rule.



         (II)            Subsequent  subsections in Section 7 and all references
                         to  existing  paragraph  (h)  would  be  relettered  or
                         adjusted accordingly.

         (III)           The  first  sentence  of  relettered  paragraph  (i) is
                         revised to read as follows:

                         (i)        Upon  a  Change   of  Control,   all   stock
                                    appreciation  rights  granted in relation to
                                    non-statutory  op-  tions,  or to  statutory
                                    options granted on or after January 8, 1985,
                                    shall become fully  exercisable for cash and
                                    shall  remain  so  exercisable  for 60  days
                                    after the date of such  Change  of  Control;
                                    provided, however, that, notwithstanding the
                                    fore- going, stock appreciation  rights held
                                    by a Trustee or  officer of the Trust  shall
                                    be subject to the  provisions  of  paragraph
                                    (h) above.