EXHIBIT 1.1

                              ATLANTIC REALTY TRUST
                                747 THIRD AVENUE
                            NEW YORK, NEW YORK 10017

                              FOR IMMEDIATE RELEASE

                         ATLANTIC REALTY TRUST ANNOUNCES
                            TAX INDEMNIFICATION CLAIM

NEW YORK,  NY, MAY 11, 2005 - ATLANTIC  REALTY TRUST,  A REAL ESTATE  INVESTMENT
TRUST (THE  "TRUST"),  WHICH IS INCLUDED  FOR  QUOTATION ON THE NASDAQ SMALL CAP
MARKET  (ATLRS),  TODAY  ANNOUNCED  THAT ON APRIL 22, 2005, THE TRUST RECEIVED A
LETTER FROM  RAMCO-GERSHENSON  PROPERTIES  TRUST  (FORMERLY  KNOWN AS RPS REALTY
TRUST,  "RAMCO")  STATING THAT RAMCO HAD  RECEIVED A 30-DAY  LETTER (THE "30-DAY
LETTER") FROM THE INTERNAL  REVENUE  SERVICE (THE "IRS") COVERING THE YEARS 1996
AND 1997. THE 30-DAY LETTER TAKES THE POSITION THAT RAMCO SHOULD BE DISQUALIFIED
AS A REAL  ESTATE  INVESTMENT  TRUST  ("REIT")  FOR 1996 AND 1997 AND  DISALLOWS
CERTAIN CLAIMED  DEDUCTIONS OF RAMCO.  BECAUSE THE TRUST IS A SUCCESSOR TO RAMCO
FOR REIT TAX QUALIFICATION  PURPOSES,  THERE IS A RISK THAT IF THE IRS' POSITION
IS  SUSTAINED,  THE  TRUST'S  STATUS AS A REIT COULD BE  JEOPARDIZED.  THE FACTS
PRESENTED RAISE COMPLEX ISSUES, MANY OF WHICH ARE ISSUES OF FIRST IMPRESSION AND
THEREFORE THE OUTCOME CANNOT BE PREDICTED WITH CERTAINTY. WHILE THERE CAN BE NO
ASSURANCE,  OUTSIDE TAX  COUNSEL HAS ADVISED THE TRUST THAT,  BASED ON THE FACTS
KNOWN TO DATE,  THE IRS  POSITION  ON  RAMCO'S  REIT  STATUS  IS  INCORRECT  AND
MOREOVER, THE POSSIBLE  DISQUALIFICATION OF RAMCO AS A REIT SHOULD NOT RESULT IN
ANY MATERIAL TAX LIABILITY FOR THE TRUST. THE LETTER FROM RAMCO ALSO STATED THAT
RAMCO  MIGHT SEEK  INDEMNIFICATION  FROM THE TRUST WITH  REGARD TO THE 1996 YEAR
PURSUANT TO THE TAX AGREEMENT  DATED AS OF MAY 10, 1996 BY AND BETWEEN RAMCO AND
THE TRUST. WHILE THERE CAN BE NO ASSURANCE,  COUNSEL ADVISES THAT THE TRUST DOES
NOT HAVE ANY OBLIGATION TO MAKE ANY PAYMENT TO OR INDEMNIFY  RAMCO IN ANY MANNER
FOR ANY TAX,  INTEREST  OR PENALTY SET FORTH IN THE 30-DAY  LETTER.  FOR FURTHER
INFORMATION CONTACT EDWIN R. FRANKEL AT (212) 702-8561.

EXCEPT FOR THE HISTORICAL  INFORMATION CONTAINED HEREIN,  CERTAIN STATEMENTS SET
FORTH HEREIN CONTAIN  FORWARD-LOOKING  STATEMENTS WITHIN THE MEANING OF THE SAFE
HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. WORDS
SUCH AS "EXPECTS,"  "ANTICIPATES,"  "INTENDS," "PLANS," "BELIEVES," "ESTIMATES,"
AND VARIATIONS OF SUCH WORDS AND SIMILAR EXPRESSIONS THAT INDICATE FUTURE EVENTS
AND TRENDS ARE  INTENDED  TO IDENTIFY  SUCH  FORWARD-LOOKING  STATEMENTS,  WHICH
INVOLVE  CERTAIN  RISKS  AND  UNCERTAINTIES   INCLUDING,   WITHOUT   LIMITATION,
STATEMENTS  RELATING TO THE ABOVE REFERENCED  INCOME  INDEMNIFICATION  CLAIM FOR
1996.  ALTHOUGH  THE  MANAGEMENT  OF ATLANTIC  REALTY  TRUST  BELIEVES  THAT THE
EXPECTATIONS   REFLECTED  IN  SUCH  FORWARD-LOOKING   STATEMENTS  ARE  BASED  ON
REASONABLE ASSUMPTIONS,  THE ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE SET
FORTH IN THE FORWARD-LOOKING STATEMENTS.