SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )

Filed by the Registrant [X]

Filed by a Party other than the Registrant [ ]

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[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only
(as permitted by Rule 14a-6(e)(2))
[x] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Section 240.14a-12

Atlantic Realty Trust
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than Registrant)

Payment of Filing Fee (Check the appropriate box):

[ ] No fee required.

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(1) Title of each class of securities to which transaction applies:

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pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
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previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.

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2
ATLANTIC REALTY TRUST
747 Third Avenue, 10th Floor
New York, NY 10017

April 12, 2001

Dear Shareholders:

You are cordially invited to attend the 2001 Annual Meeting of Shareholders
of Atlantic Realty Trust, to be held at 10:00 a.m., local time, on Thursday, May
17, 2001, at the offices of Deloitte & Touche LLP, Two World Financial Center,
New York, NY 10281 in the MultiMedia Room. The attached Notice of Annual Meeting
and Proxy Statement describe the matters to be acted upon at the meeting. I urge
you to review them carefully.

It is important that your shares be represented and voted at the meeting.
Whether or not you personally plan to attend the meeting, please take a few
moments to sign, date and return the proxy in the enclosed postage-paid
envelope. This will not limit your right to vote in person should you wish to
attend the meeting. Regardless of the number of shares you own, your presence by
proxy is important to establish a quorum, and your vote is important for proper
corporate governance.

Thank you for your interest in Atlantic Realty Trust.

Sincerely,

Joel M. Pashcow
Chairman of the Board and President

ATLANTIC REALTY TRUST
747 Third Avenue, 10th Floor
New York, NY 10017
-----------------------

NOTICE OF 2001 ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON MAY 17, 2001
-----------------------

To the Shareholders of Atlantic Realty Trust:

Notice is hereby given that the 2001 Annual Meeting of Shareholders of
Atlantic Realty Trust (the "Trust") will be held at 10:00 a.m. on Thursday, May
17, 2001, at the office of Deloitte & Touche LLP, Two World Financial Center,
New York, New York, 10281 in the MultiMedia Room, to consider and act upon the
following matters:

(1) To elect six trustees to serve on the Board of Trustees of the
Trust until the next Annual Meeting of Shareholders and until their
successors are duly elected and qualified;

(2) To ratify the selection by the Board of Trustees of the Trust of
Deloitte & Touche LLP as the independent auditors of the Trust for the
fiscal year ending December 31, 2001; and

(3) The transaction of such other business as may properly come before
the meeting or any adjournment thereof.

Your Board of Trustees recommends a vote "FOR" each of the listed nominees.
The accompanying Proxy Statement contains additional information and should be
carefully reviewed by shareholders.

The Board of Trustees has fixed the close of business on April 5, 2001 as
the record date for the determination of shareholders entitled to notice of and
to vote at the meeting and any adjournment thereof. A list of shareholders
entitled to vote at the meeting will be available for examination by any
shareholder, for any purpose germane to such meeting, during ordinary business
hours during the ten days prior to the meeting date, at the offices of the
Trust, 747 Third Avenue, New York, New York, 10017.

By Order of the Board of Trustees

Joel M. Pashcow
Chairman of the Board and President

New York, New York
April 12, 2001

ALL SHAREHOLDERS ARE CORDIALLY INVITED TO ATTEND THE MEETING. WHETHER OR
NOT YOU INTEND TO BE PRESENT, PLEASE COMPLETE, DATE, SIGN AND RETURN THE
ENCLOSED PROXY CARD IN THE STAMPED AND ADDRESSED ENVELOPE ENCLOSED FOR YOUR
CONVENIENCE. SHAREHOLDERS CAN HELP THE TRUST AVOID UNNECESSARY EXPENSE AND DELAY
BY PROMPTLY RETURNING THE ENCLOSED PROXY CARD. THE BUSINESS OF THE MEETING TO BE
ACTED UPON BY THE SHAREHOLDERS CANNOT BE TRANSACTED UNLESS AT LEAST A MAJORITY
OF THE OUTSTANDING SHARES OF BENEFICIAL INTEREST IS REPRESENTED AT THE MEETING.

ATLANTIC REALTY TRUST
747 Third Avenue, 10th Floor
New York, NY 10017
-----------------------

PROXY STATEMENT
-----------------------

2001 ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON MAY 17, 2001
-----------------------

INTRODUCTION

April 12, 2001

General

This Proxy Statement is furnished in connection with the solicitation of
proxies by the Board of Trustees of Atlantic Realty Trust (the "Trust") for use
at the 2001 Annual Meeting of Shareholders of the Trust and at any adjournment
or adjournments of that meeting (the "Meeting") to be held at the offices of
Deloitte & Touche LLP, Two World Financial Center, New York, New York, 10281, in
the MultiMedia Room, on Thursday, May 17, 2001 at 10:00 a.m. At the Meeting,
shareholders will be asked to consider and vote upon a proposal (1) to elect all
six trustees to the Board of Trustees of the Trust, (2) to ratify the selection
of Deloitte & Touche LLP as the independent auditors of the Trust for the fiscal
year ending December 31, 2001, and (3) to act upon any other matters properly
brought before them.

This Proxy Statement and the accompanying Notice of Annual Meeting and
Proxy Card are first being sent to shareholders on or about April 12, 2001. The
Board of Trustees has fixed the close of business on April 5, 2001 as the record
date for the determination of shareholders entitled to notice of and to vote at
the Meeting (the "Record Date"). Only shareholders of record of the Trust's
shares of beneficial interest, $0.01 par value per share (the "Shares"), at the
close of business on the Record Date will be entitled to notice of and to vote
at the Meeting. As of the Record Date, there were 3,561,553 Shares outstanding
and entitled to vote at the Meeting. Holders of Shares outstanding as of the
close of business on the Record Date will be entitled to one vote for each share
held by them.

The presence, in person or by proxy, of holders of at least a majority of
the total number of outstanding Shares entitled to vote is necessary to
constitute a quorum for the transaction of business at the Meeting. The
affirmative vote of a plurality of all of the votes cast at the Meeting
(provided that a quorum is present) is required for the election of trustees.
For purposes of the election of trustees, abstentions will not be counted as
votes cast and will have no effect on the result of the vote. The affirmative
vote of a majority of all the votes cast at the Meeting (provided that a quorum
is present) is necessary to approve the proposal to ratify the selection of the
Trust's auditors and to approve any other matters properly presented at the
Meeting. For purposes of the vote on the ratification of the selection of the
Trust's auditors, abstentions will not be counted as votes cast and will have no
effect on the result of the vote. Under Maryland law, abstentions and broker
non-votes are counted for purposes of determining the presence or absence of a
quorum at the Meeting.

Shareholders of the Trust are requested to complete, sign, date and
promptly return the accompanying Proxy Card in the enclosed postage-prepaid
envelope. Shares represented by a properly executed proxy received prior to the
vote at the Meeting and not revoked will be voted at the Meeting as directed on
the proxy. If a properly executed proxy is submitted and no instructions are
given, the proxy will be voted FOR the election of the nominees for the Board of
Trustees named in this Proxy Statement, and FOR ratification of the Board of
Trustees' selection of Deloitte & Touche LLP as the Trust's independent auditors
for the fiscal year ending December 31, 2001. It is not anticipated that any

matters other than those set forth in the Proxy Statement will be presented at
the Meeting. If other matters are presented, proxies will be voted in accordance
with the discretion of the proxy holders.

A shareholder of record may revoke a proxy at any time before it has been
exercised by filing a written revocation with the Secretary of the Trust at the
address of the Trust set forth above, by filing a duly executed proxy bearing a
later date, or by appearing in person and voting by ballot at the Meeting. Any
shareholder of record as of the Record Date attending the Meeting may vote in
person whether or not a proxy has been previously given, but the presence
(without further action) of a shareholder at the Meeting will not constitute
revocation of a previously given proxy. Any instrument of revocation should be
sent to Atlantic Realty Trust, 747 Third Avenue, New York, New York, 10017,
Attention: Edwin R. Frankel.

The Trust's 2000 Annual Report (the "Annual Report") is being mailed to the
shareholders concurrently with this Proxy Statement. The Annual Report, however,
is not part of the proxy solicitation material. Additional copies of the Annual
Report or the Trust's Annual Report on Form 10-K for the year ended December 31,
2000, may be obtained, without charge, by writing to the Trust, Attention: Edwin
R. Frankel.

PROPOSAL 1: ELECTION OF TRUSTEES

The Board of Trustees of the Trust consists of six trustees. At the
Meeting, each of the six trustees will be elected to serve on the Board of
Trustees until the Trust's annual meeting in 2002 or until his successor is duly
elected and qualified or until his earlier death, resignation or removal. The
Board of Trustees has nominated each of the persons listed under the caption
"Information Regarding Trustee Nominees" below to serve as trustees of the
Trust. Each of these nominees is currently serving as trustee of the Trust.

If for any reason any of the nominees becomes unavailable for election, the
proxies solicited will be voted for such substitute nominees as are selected by
the Board of Trustees. The Trust has no reason to believe that any of the
nominees is not available or will not serve as a trustee if elected.

Information Regarding Trustee Nominees

Set forth in the following table is certain information with respect to
each nominee nominated to serve as a trustee:

Name of Trustee Age Principal Occupation Year First
/Nominee for --- -------------------- Became a
Election Trustee
- --------------- -------

Joel M. Pashcow..... 58 Chairman and President of the Trust 1996
since its inception on February 29,
1996. He has been a member of the
Bar of the State of New York since
1968. Chairman of RPS Realty Trust
("RPS" and now Ramco-Gershenson
Properties Trust), the predecessor
of the Trust, from inception
(December 1988) through May 1996.
Mr. Pashcow is a graduate of
Cornell University and Harvard Law
School. Mr. Pashcow is also a
trustee of Ramco-Gershenson
Properties Trust (f/k/a RPS) and
Chairman of its Executive
Committee.

Edwin J. Glickman....68 Executive Vice President of Capital 1996
Lease Funding Corp., a company
engaged in commercial real estate
lending, since January 1995. Prior
to that, Mr. Glickman was President
of the Glickman Organization, Inc.
("Glickman") from January 1992 to
December 1994. Glickman conducted
real estate investment consulting
services and real estate financial
services, including mortgage
brokerage, arranging joint ventures
and equity financing. Prior to
that, Mr. Glickman was Chairman of
the Executive Committee of
Schoenfeld Glickman Maloy Inc. from
May 1989, a company that conducted
real estate financial services,
including mortgage brokerage,
arranging joint ventures and equity
financing. He also served
successively as Executive Vice
President, President and Vice
Chairman of Sybedon Corporation
from 1977 to 1993, which is a
company that conducted real estate
financial services, including
mortgage brokerage, arranging joint
ventures and equity financing. In
all positions, Mr. Glickman has
been engaged in real estate
financial services, including
mortgage brokerage, arranging joint
ventures and equity financing.

Stephen R. Blank....55 Senior Fellow, Finance of the Urban 1996
Land Institute ("ULI"). Mr. Blank
is also a director of West Coast
Hospitality Corporation, a New York
Stock Exchange-listed corporation
and BNP Residential Properties,
Inc., an American Stock
Exchange-listed REIT. Prior to
joining the ULI in December, 1998,
Mr. Blank was a Managing Director
of CIBC Oppenheimer Corp.
("Oppenheimer") since November 1,
1993. Prior to joining Oppenheimer,
Mr. Blank was a Managing Director,
Real Estate Corporate Finance, of
Cushman & Wakefield, Inc. for four
years. Prior to that, Mr. Blank was
associated for ten years with
Kidder, Peabody & Co. Incorporated
as a Managing Director of the
firm's Real Estate Group. Mr. Blank
graduated from Syracuse University
in 1967 and was awarded a Masters
Degree in Business Administration
(Finance Concentration) by Adelphi
University in 1971. He is a member
of the ULI and the American Society
of Real Estate Counselors. Since
September 1998, Mr. Blank has been
an adjunct professor in the Real
Estate Executive MBA Program at
Columbia University Graduate School
of Business. He has lectured before
the Practicing Law Institute, the
Urban Land Institute and the
International Council of Shopping
Centers. Mr. Blank is also a
trustee of Ramco-Gershenson
Properties Trust (f/k/a RPS).

Edward Blumenfeld...60 A principal of Blumenfeld 1996
Development Group, Ltd., a real
estate development firm principally
engaged in the development of
commercial properties, since 1978.

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Arthur H. Goldberg..58 President of Manhattan Associates, 1996
LLC, a merchant and investment
banking firm since February 1994.
Prior to that, Mr. Goldberg was
Chairman of Reich & Company, Inc.
(f/k/a Vantage Securities, Inc.), a
securities brokerage and investment
brokerage firm from January 1990 to
December 1993. Mr. Goldberg was
employed by Integrated Resources,
Inc. from its inception in December
1968, as President and Chief
Operating Officer from May 1973 and
as Chief Executive Officer from
February 1989 until January 1990.
On February 13, 1990, Integrated
Resources, Inc. filed a voluntary
petition for reorganization under
Chapter 11 of the United States
Bankruptcy Code. Mr. Goldberg has
been a member of the Bar of the
State of New York since 1967. He is
a graduate of New York University
School of Commerce and its School
of Law. Mr. Goldberg is also a
trustee of Ramco-Gershenson
Properties Trust (f/k/a RPS).

William A. Rosoff...57 Vice Chairman of the Board of 1996
Directors of Advanta Corporation, a
financial services company, since
January 1996 and President of
Advanta Corporation since October
1999. Prior thereto, Mr. Rosoff was
associated with the law firm of
Wolf, Block, Schorr and Solis-Cohen
since 1969, where he was a partner
since 1975. Mr. Rosoff is a past
chairman of that firm's Executive
Committee and is a past chairman of
its tax department. Mr. Rosoff
serves on the Legal Activities
Policy Board of Tax Analyst, the
Advisory Board for Warren, Gorham
and Lamont's Journal of Partnership
Taxation, and has served on the Tax
Advisory Boards of Commerce
Clearing House, and Little, Brown
and Company. Mr Rosoff also serves
on the Advisory Group for the
American Law Institute's ongoing
Federal Income Tax Project; as a
consultant for the ALI's current
study of the Taxation of Pass
Through Entities. He is a fellow of
the American College of Tax
Counsel. Mr. Rosoff also serves as
a member of the Board of Directors
of the Philadelphia Chapter of the
American Jewish Congress and is a
member of the Board of Regents of
the Philadelphia Chapter of the
American Society for Technion. Mr.
Rosoff earned a B.S. degree with
honors from Temple University in
1964, and earned an L.L.B. magna
cum laude from the University of
Pennsylvania Law School in 1967.

Recommendation of the Board of Trustees

The Board of Trustees of the Trust recommends a vote FOR each of Joel M.
Pashcow, Edwin J. Glickman, Stephen R. Blank, Edward Blumenfeld, Arthur H.
Goldberg and William A. Rosoff as trustees of the Trust to hold office until his
successor is duly elected and qualified or until his earlier death, resignation
or removal.

Executive Officers

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The following discussion sets forth the names, ages and business histories
of the executive officers of the Trust. Information concerning the business
experience of Mr. Pashcow is provided under the section caption "Information
Regarding Trustee Nominees."

Edwin R. Frankel (age 55) became Executive Vice President, Chief Financial
Officer and Secretary of the Trust in May 1996. From 1988 to May 1996, Mr.
Frankel was employed in a variety of positions with RPS (now known as
Ramco-Gershenson Properties Trust), most recently as its Senior Vice President
and Chief Financial Officer.

THE BOARD OF TRUSTEES AND ITS COMMITTEES

Trustee Meetings. The business of the Trust is conducted under the general
management of the Board of Trustees as required by the Trust's Bylaws and the
laws of Maryland, the Trust's state of formation. There are presently six
trustees. During the year ended December 31, 2000, the Board of Trustees held
two formal meetings, from one of which Messrs. Goldberg and Rosoff were absent.

The Trust's Board of Trustees presently has an Audit Committee and a
Disposition Committee. The Trust's Board of Trustees has no standing Nominating
Committee or Compensation Committee, with the entire Board of Trustees acting in
such capacities. The Trust may, from time to time, form other committees as
circumstances warrant. Such committees will have the authority and
responsibility as delegated by the Board of Trustees.

Audit Committee. The Audit Committee was established on October 22, 1997,
and currently consists of Messrs. Blank, Goldberg and Glickman. The Audit
Committee makes recommendations concerning the engagement of independent public
accountants, reviews with the independent public accountants the plans and
results of the audit engagement, approves professional services provided by the
independent public accountants, reviews the independence of the independent
public accountants, considers the range of audit and non-audit fees and reviews
the adequacy of the Company's internal accounting controls. The Audit Committee
held one formal meeting during 2000. On February 10, 2000, Mr. Glickman was
appointed as a third member of the Audit Committee in order for the Trust to be
in compliance with new regulations promulgated by the Securities and Exchange
Commission and the NASDAQ Stock Market regarding the size, duties and
responsibilities of audit committees of public companies. The Board of Trustees
has adopted a written charter for the Audit Committee. A copy of the Audit
Committee Charter is attached as Appendix 1 to this Proxy Statement.

Disposition Committee. The Disposition Committee consists of Messrs.
Blumenfeld, Glickman and Blank. The Disposition Committee makes recommendations
and helps to structure, with the cooperation of Management, the orderly
disposition of the Trust's assets, During 2000, the Disposition Committee
conducted ongoing discussions regarding the orderly disposition of the Trusts'
remaining real estate asset, however, no formal meetings of the Disposition
Committee were held.

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

The Trust's Board of Trustees determines compensation for the Trust's sole
executive officer that receives compensation from the Trust. Although Mr.
Pashcow, the Trust's Chairman and President, participates in these
deliberations, he is not compensated by the Trust for the services he provides
to the Trust. None of such persons had any relationships requiring disclosure
under applicable rules and regulations.

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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Shown below is certain information as of March 14, 2001, with respect to
the beneficial ownership of Shares by each Trustee, executive officer and each
person known to the Trust to beneficially hold more than 5% of the Shares:

Name of Number of Shares Percent
Beneficial Owner Beneficially Owned(1) of Class
- ---------------- --------------------- --------

Joel M. Pashcow................................ 95,142(2) 2.64%
Arthur H. Goldberg............................. 24,487(3) *
William A. Rosoff ............................. 125(4) *
Stephen R. Blank .............................. 981(5) *
Edward Blumenfeld ............................. 125 *
Edwin J. Glickman ............................. 0 *
Edwin R. Frankel .............................. 0 *
All Trustees and Executive Officers
as a group (7 persons)......................... 119,872 3.37%
Private Management Group, Inc., an investment
advisor in a fiduciary capacity ............... 681,891(6) 19.15%
Kimco Realty Corporation ...................... 345,498(7) 9.7%
Milton Cooper ................................. 688,479(8) 19.3%
Magten Asset Management Corp................... 193,750(9) 5.4%

- -----------------
* Less than 1% of class.
(1) All amounts are directly owned unless stated otherwise.
(2) Includes 25,890 Shares held in an individual retirement account (an "IRA")
for the benefit of Mr. Pashcow, a retirement savings plan, a pension and
profit sharing account and money purchase plan. Also includes 47,662 Shares
owned by an irrevocable trust of which Mr. Pashcow is a trustee, an
irrevocable trust for his daughter and a foundation of which Mr. Pashcow is
trustee (for all of which trusts Mr. Pashcow has shared voting and
investment powers). Mr. Pashcow disclaims beneficial ownership of the
Shares owned by the foundation and each of the trusts.
(3) Includes 19,563 Shares owned by Mr. Goldberg's wife, 1,875 Shares owned by
trusts for his daughters and 3,050 Shares owned by a pension trust. Mr.
Goldberg disclaims beneficial ownership of the Shares owned by his wife and
the trusts for his daughters.
(4) Includes 125 Shares held by Mr. Rosoff as trustee for his sister, Barbara
Rosoff, pursuant to a trust indenture dated December 30, 1991.
(5) Includes 706 Shares owned by trusts for Mr. Blank's daughters and 275
Shares held in an IRA account for the benefit of Mr. Blank. Mr. Blank
disclaims beneficial ownership of the Shares owned by the trusts for his
daughters.
(6) Beneficial ownership information is based on the Schedule 13G/A filed by
Private Management Group, Inc with the Securities and Exchange Commission
on February 6, 2001. The business address of Private Management Group, Inc.
is 20 Corporate Park, Suite 400, Irvine, California 92606.
(7) Beneficial ownership information is based on the Schedule 13D filed by
Milton Cooper and Kimco Realty Corporation with the Securities and Exchange
Commission on August 23, 2000. The business address of Milton Cooper and
Kimco Realty Corporation is 3333 New Hyde Park Rd., New Hyde Park, NY
11042.
(8) Beneficial ownership information is based on the Schedule 13D filed by
Milton Cooper and Kimco Realty Corporation with the Securities and Exchange
Commission on August 23, 2000, and information provided to the Trust by
Kimco Realty Corporation. The 688,479 shares include 32,951 shares owned by
Mr. Cooper, which are beneficially owned with sole voting and disposition
power, and 655,528 shares for which Kimco Realty Services, Inc., of which
Mr. Cooper owns 60% of the outstanding voting common stock, has shared
voting and disposition power. The business address of Milton Cooper and
Kimco Realty Corporation is 3333 New Hyde Park Rd., New Hyde Park, NY
11042.
(9) Beneficial ownership information is based on the Schedule 13G/A filed with
the Securities and Exchange Commission on February 13, 2001 by Magten Asset
Management Corp. Of the 193,750 shares

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beneficially owned, 45,350 shares are owned with shared power to vote or
direct the vote of such shares and all 193,750 shares are owned with shared
power to dispose or direct the disposition of such shares. The business
address of Magten Asset Management Corp. is 35 East 21st Street, New York,
NY 10010.

MANAGEMENT COMPENSATION AND TRANSACTIONS

Mr. Pashcow receives no cash compensation for serving as an executive
officer of the Trust. Except for Mr. Frankel, no other executive officer of the
Trust received total annual compensation in excess of $100,000 during any of the
Trust's three most recent fiscal years.

Long Term Compensation
Annual Compensating Payouts
Awards
Name and Year Salary($)Bonus($) Other Annual Restricted Securities LTIP All Other
Principal Compensation Stock Underlying Payouts($) Compensation
Position ($) Award(s) Options/

Edwin R. Frankel*...... 1998 146,634 None 3,762** None None None None
(Executive Vice
President, Chief 1999 160,735 None 4,837** None None None None
Financial Officer
and Secretary) 2000 165,557 None 5,142** None None None None

- -----------
* No other executive officer received compensation in excess of $100,000.

** Includes approximately $1,000 in imputed interest under a loan extended
from the Trust to Mr. Frankel under his employment agreement described
below. See "Report on Executive Compensation".

TRUSTEE COMPENSATION

The Trustees do not receive any compensation for serving as Trustees and
likewise do not receive any compensation for attending meetings or for serving
on any committee of the Board of Trustees; however, Trustees do receive
reimbursement of travel and other expenses and other out-of-pocket disbursements
incurred in connection with attending any meetings. During 2000, Messrs. Edwin
Glickman and Edward Blumenfeld each earned fees of $25,000 in connection with
services they provided to the Trust as members of the Disposition Committee. It
is expected that Messrs. Glickman and Blumenfeld will continue to be compensated
for the services that they provide to the Trust in their capacities as members
of the Disposition Committee.

REPORT ON EXECUTIVE COMPENSATION

All decisions regarding executive compensation were made by the Trust's
Board of Trustees. During 2000, the compensation payable to Edwin R. Frankel,
the Trust's Executive Vice President, Chief Financial Officer and Secretary, was
received pursuant to an employment agreement entered into between the Trust and
Mr. Frankel on June 11, 1998 (the "Frankel Employment Agreement"). The Frankel
Employment Agreement provides for a base salary of $158,000 (as adjusted from
time to time, the "Base Salary") per annum. The term of the Frankel Employment
Agreement is from June 11, 1998 until the date of a "change of control" of the
Trust (as defined in the Frankel Employment Agreement) unless earlier terminated
by either Mr. Frankel or the Trust upon written notice. The Frankel Employment
Agreement also provides that Mr. Frankel will be entitled to a one-time payment
upon the liquidation of the Trust or a Change of Control of 150% of Mr.
Frankel's Base Salary as in effect at such time. In addition, the Frankel
Employment Agreement provides for a loan in the principal amount of $37,500,
which loan is evidenced by a promissory note, dated June 11, 1998, made by Mr.
Frankel in favor of the Trust (the "Frankel Note"). The Frankel Note will be
canceled upon the occurrence of certain conditions, including a Change of
Control or liquidation of the Trust. In January 2000, the Frankel employment
Agreement was amended to additionally provide that Mr. Frankel's estate or
designated beneficiary will be entitled to receive a one-time payment of 150% of
his Base Salary as in effect

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at the time of his demise. Mr. Pashcow served as the Trust's Chairman and
President during 2000 without compensation.

Notwithstanding anything to the contrary set forth in any of the Company's
previous filings under the Securities Act of 1933, as amended, or the Securities
Exchange Act of 1934, as amended, that might incorporate future filings,
including this Proxy Statement, in whole or in part, the following Stock
Performance Graph and the Report on Executive Compensation set forth above shall
not be incorporated by reference into any such filings.

STOCK PERFORMANCE GRAPH

The following graph provides a comparison of the cumulative total
stockholder return for the period from May 10, 1996 (the date upon which the
Shares were issued) through December 31, 2000 (assuming reinvestment of any
dividends) among the Trust, the Standard & Poor's ("S&P") 500 Index and the
National Association of Real Estate Investment Trust Equity Index (the "NAREIT
Equity Index"). On the graph, total return equals appreciation in stock price
plus dividends paid. The Trust will provide upon request the names of the
companies included in the NAREIT Equity Index. The NAREIT Equity Index is
published monthly by the National Association of Real Estate Investment Trusts
("NAREIT") in its publication, REITWatch. The index is available to the public
upon request to NAREIT.

Period Ending
Index 05/14/96 12/31/96 12/31/97 12/31/98 12/31/99 12/31/00
Atlantic
Realty Trust 100.00 123.65 148.07 109.91 98.27 114.10

S&P 500 100.00 112.77 150.41 193.34 234.03 212.71

NAREIT All
Equity REIT Index 100.00 130.06 156.42 129.04 123.08 155.54

SOURCE: GATHERED BY SNL SECURITIES, L.C.

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COMPLIANCE WITH SECTION 16(A) OF THE SECURITIES EXCHANGE ACT OF 1934

Section 16(a) of the Securities Exchange Act of 1934, as amended, requires
the Trust's officers, executive officers and Trustees and persons who own more
than ten percent of a registered class of the Trust's equity securities to file
reports or ownership and changes in ownership with the Securities and Exchange
Commission (the "Commission"). Officers, trustees and greater than ten percent
shareholders are required by regulation of the Commission to furnish the Trust
with copies of all Section 16(a) forms they file.

Based solely on its review of the copies of such forms received by it, or
written representations from certain reporting persons that no Forms 5 were
required for those persons, the Trust believes that, during the fiscal year
ended December 31, 2000, all filing requirements applicable to its officers,
trustees and greater than ten percent beneficial owners were complied with.

PROPOSAL 2: RATIFICATION OF SELECTION OF
INDEPENDENT PUBLIC ACCOUNTANTS

The Board of Trustees of the Trust, upon recommendation of the Audit
Committee, has selected the accounting firm of Deloitte & Touche LLP to serve as
independent auditors of the Trust for the fiscal year ending December 31, 2001.
Deloitte & Touche LLP has served as the Trust's independent auditors since the
Trust's formation in February 1996 and is considered by management of the Trust
to be well qualified. The Trust has been advised by that firm that neither it
nor any member thereof has any financial interest, direct or indirect, in the
Trust or any of its subsidiaries in any capacity. A representative of Deloitte &
Touche LLP will be present at the Meeting, will be given the opportunity to make
a statement if he or she so desires and will be available to respond to
appropriate questions.

Although the Trust is not required to submit the ratification of the
selection of its independent auditors to a vote of shareholders, the Board of
Trustees believes that it is a sound policy to do so. In the event that the
majority of the votes cast are against the selection of Deloitte & Touche LLP,
the trustees will consider the vote and the reasons thereforin future decisions
on the selection of independent auditors.

Audit Fees. The aggregate fees billed for professional services rendered
for the audit of the Trust's annual financial statements for the fiscal year
ending December 31, 2000 and for reviews of the financial statements included in
the Trust's Form 10-Q for that year were $48,500.

Financial Information Systems Design and Implementation Fees. Deloitte &
Touche LLP did not render professional services relating to financial
information systems design and implementation for the fiscal year ended December
31, 2000.

Non-Audit Fees. The aggregate fees billed by Deloitte & Touche LLP for
services rendered to the Trust, other than services described above under "Audit
Fees" for the fiscal year ended December 31, 2000, were $13,000. These fees
relate to the tax activities of the Trust.

Recommendation of the Board of Trustees

The Board of Trustees recommends a vote FOR the proposal to ratify the
selection of Deloitte & Touche LLP as independent auditors of the Trust.

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AUDIT COMMITTEE REPORT

The audit committee has reviewed and discussed the audited financial statements
contained in the Trust's Annual Report on Form 10-K with the Trust's management
and the independent auditors.

The audit committee has discussed with the independent auditors the matters
required to be discussed by SAS 61 (Codification of Statements of Auditing
Standards, AU Section 380), as may be modified or supplemented.

The audit committee has received the written disclosures and the letter from the
independent accountants required by Independence Standards Board Standard No. 1
(Independence Standards Board Standard No. 1, Independence Discussions with
Audit Committees), as may be modified or supplemented, and has discussed with
the independent accountant the independent accountant's independence. The
Committee has also considered whether the provision of non-audit services is
compatible with the accountants' independence.

Based on discussions with management and with the independent accountants, the
audit committee recommended to the Board of Trustees that the audited financial
statements be included in the Trust's Annual Report on Form 10-K, for the year
ended December 31, 2000, filed with the Securities and Exchange Commission.

Members of the Audit Committee:
Stephen R. Blank, Chair
Edwin J. Glickman
Arthur H. Goldberg

SOLICITATION OF PROXIES

The accompanying form of proxy is being solicited on behalf of the Board of
Trustees of the Trust. The expenses of solicitation of proxies for the Meeting
will be paid by the Trust. In addition to the mailing of the proxy material,
such solicitation may be made in person or by telephone by directors, trustees
and employees of the Trust, who will receive no additional compensation
therefor. Upon request, the Trust will reimburse brokers, dealers, banks and
trustees, or their nominees, for reasonable expenses incurred by them in
forwarding material to beneficial owners of Shares.

ADVANCE NOTICE BY-LAW

The By-Laws of the Trust provide that in order to nominate a candidate for
election as a member of the Board of Trustees at an annual meeting, notice must
be delivered to the Secretary of the Trust no more than 90 days nor less than 60
days prior to the first anniversary of the preceding year's annual meeting;
provided, however, that if the 2002 annual meeting is advanced by more than 30
days or delayed for more than 60 days from the date of the first anniversary of
the 2001 annual meeting, such written notice must be received by the Trust not
earlier than the 90th day prior to the date of the 2002 annual meeting and not
later than the later of the 60th day prior to such meeting or the tenth day
after the first public announcement of the date of such meeting.

SHAREHOLDER PROPOSALS

The Board of Trustees will provide for presentation of proposals by the
Trust's shareholders at its Annual Meeting of Shareholders for 2002, provided
that such proposals are submitted by eligible shareholders who have complied
with the relevant regulations of the Securities and Exchange Commission
regarding shareholder proposals and the Trust's By-Laws, a copy of which is
available upon written request from the Secretary of the Trust. Shareholder
proposals intended to be submitted for presentation at the Trust's Annual
Meeting of Shareholders for 2002 must be in writing and must be received by the
Trust at its executive offices on or before December 18, 2001 for inclusion in
the Trust's Proxy Statement and the form of proxy relating to the 2002 Annual
Meeting. Any such proposal should be mailed to: Atlantic Realty Trust, 747 Third
Avenue, New York, New York, 10017, Attention: Edwin R. Frankel, Secretary.

OTHER MATTERS

The Board of Directors does not know of any matters other than those
described in this Proxy Statement that will be presented for action at the
Meeting. If other matters are presented, proxies will be voted in accordance
with the best judgment of the proxy holders.

BY ORDER OF THE BOARD OF TRUSTEES

Edwin R. Frankel
Secretary

New York, New York
April 12, 2001

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Appendix 1

ATLANTIC REALTY TRUST

Audit Committee Charter

Pursuant to Article IV of the Bylaws of Atlantic Realty Trust, a
Maryland real estate investment trust (the "Trust"), this charter (the
"Charter") of the audit committee (the "Audit Committee") of the board of
trustees (the "Board") of the Trust is adopted by the resolution of the Board
effective as of May 18, 2000. This Charter sets forth the responsibilities of
the Audit Committee and shall be annually reviewed, updated and approved, as
necessary, by the full Board.

1. Role and Independence

(a) The Audit committee has been established to (i) assist the Board in
fulfilling its responsibility and accountability to the shareholders of the
Trust for the oversight of the quality and integrity of the accounting, auditing
and reporting practices of the Trust and (ii) engage in such other duties and
activities as may be delegated to the Audit Committee by the Board pursuant to
the Trust's Bylaws. The membership of the Audit Committee shall consist of at
least three members of the Board ("Trustees") who are generally knowledgeable in
financial and auditing matters, including at least one Trustee with accounting
or related financial management expertise.

(b) Each member of the Audit Committee shall be free of any relationship
that, in the opinion of the Board, would interfere with his or her individual
exercise of independent judgment, and shall meet the independence requirements
for serving on audit committees as set forth in the corporate governance
standards of the NASDAQ Stock Market.

(c) The Audit Committee is expected to maintain free and open communication
(including private executive sessions at least annually) with the independent
accountants and the management of the Trust. In discharging this oversight role,
the Audit Committee is empowered to investigate any matter brought to its
attention, with full power to retain outside counsel or other experts for this
purpose.

(d) The Board shall appoint one member of the Audit committee as
chairperson (the "Chairperson"). The Chairperson shall be responsible for
leadership of the Audit Committee, including preparing the agenda, presiding
over the meetings, making committee assignments and reporting to the Board. The
Chairperson will also maintain regular liaison with the CEO, CFO, the lead
independent audit partner of the Trust's independent accountants.

2. Responsibilities

The Audit committee's primary responsibilities include:

(a) Recommending to the Board the independent accounting firm to be
selected or retained to audit the financial statements of the Trust. In so
doing, the Audit Committee shall:
17

(i) ensure that it receives from the auditor, on an annual basis and
no fewer than 30 days prior to the Trust's annual meeting of shareholders, a
written statement that (A) the auditor is in fact independent, and (B)
delineating all relationships between the auditor and the Trust, consistent with
Independence Standards Board Standard 1;

(ii) discuss and review with the auditor any disclosed relationships
or services that may impact the auditor's objectivity or independence (including
a review of the fees paid to the auditor); and

(iii) recommend to the Board any actions necessary to oversee the
auditor's independence.

(b) Overseeing the independent auditor relationship by discussing with the
auditor the nature, scope and rigor of the audit process, receiving and
receiving and reviewing audit reports, inquiring or investigating all matters
regarding or affecting the Trust that may affect the audit or any review of the
financial performance of the Trust and providing the auditor full access to the
Audit Committee and the Board to report on any and all appropriate matters.

(c) Reviewing the audited financial statements and related footnotes and
discussing them with management and the independent auditor. These discussions
shall include consideration of the quality of the Trust's accounting principles
as applied in its financial reporting, including review of estimates, reserves
and accruals, review of judgmental areas, review of audit adjustments (whether
or not recorded) and such other inquiries as may be appropriate. Based on its
review, the Audit Committee shall make its recommendation to the Board as to the
inclusion of the Trust's audited financial statements in the Trust's Annual
Report on Form 10-K and other filings with the Securities and Exchange
Commission or elsewhere.

(d) Reviewing with management and the independent auditor the quarterly
financial information and related footnotes prior to the Trust\'s filing of
Quarterly Reports on Form 10-Q. This review may be performed by the entire Audit
Committee or its Chairperson.

(e) Discussing with management and the external auditors the quality and
adequacy of the Trust's internal controls.

(f) Discussing with management the status of pending litigation, taxation
matters and other areas of oversight to the legal and compliance areas as may be
appropriate.

(g) Reporting the activities of the Audit Committee to the full Board and
issuing annually a report to be included in the Trust's Notice of Annual Meeting
and Proxy Statement (including appropriate oversight conclusions) for submission
to the Trust's shareholders.

(h) Recommending, when appropriate, the replacement of the outside auditor
or recommending to the Board for nomination to the Trust's shareholders, the
outside auditor to be proposed for shareholder approval in any proxy statement,
which outside auditor shall have ultimate accountability to the Committee and
the Board as representatives of the shareholders of the Trust.

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The Audit Committee and/or its Chairperson is also empowered to take any
actions or engage in such activities that it deems necessary or appropriate to
effectuate the foregoing responsibilities. The duties and responsibilities of a
member of the Audit Committee are in addition to the duties of a Trustee
generally.

# # #

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- PLEASE DETACH AND MAIL IN THE ENVELOPE PROVIDED -

A [X] Please mark your
votes as in this
example.

For all Withhold authority to
nominees listed vote for all
at right nominees listed at right

1. ELECTION [ ] [ ] Nominees: Stephen R. Blank
OF Edward Blumenfeld
TRUSTEES Edwin J. Glickman
Arthur H. Goldberg
Joel M. Pashcow
William A. Rosoff

INSTRUCTIONS: To withhold authority to vote for
individual nominee(s) strike a line through each such
nominee's name in the list at the right. Your shares
will be voted for the remaining nominee(s).

2. Ratification of the selection by the FOR AGAINST ABSTAIN
Board of Trustees of the Trust of [ ] [ ] [ ]
Deloitte & Touche LLP as the independent
auditors of the Trust for the fiscal year
commencing January 1, 2001.

In their discretion, the proxies are authorized to vote upon such matters as may
properly come before the 2001 Annual Meeting, or any adjournment thereof, or
upon matters incident to the conduct of the 2001 Annual Meeting.

Please read the reverse side of this card.

PLEASE SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE
ENCLOSED ENVELOPE.

HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?

- ------------------------- -------------------------

SIGNATURE DATE
---------------------------------------- -----------------------

Note: Please sign this proxy exactly as your name appears hereon. Joint owners
should each sign personally. Trustees and other fiduciaries should indicate the
capacity in which they sign. If a corporation or partnership, this signature
should be that of an authorized officer who should state his or her title.