SecProbe.io

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November 30, 2005

Division of Corporation Finance
United States Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549-0404

Attention:  Rufus Decker, Branch Chief

Re:  AMREP Corporation
File Number 1-4702

Dear Mr. Decker:

The following  comments are in response to the comments contained in your letter
dated October 25, 2005 regarding the review of the Annual Report on Form 10-K of
AMREP  Corporation  (the  "Company")  for the fiscal  year ended  April 30, 2005
("2005  Form  10-K")  and the  Company's  Quarterly  Report on Form 10-Q for the
fiscal quarter ended July 31, 2005.

Comments with Respect to the 2005 Form 10-K:
--------------------------------------------

Comment Number 1 (General):
---------------------------

Please be advised that the Company will include the additional  disclosures  and
revisions  responsive to the comments contained in the  above-referenced  letter
and discussed below in its future filings.

Comment Number 2 (Critical Accounting Policies and Estimates, page 8):
----------------------------------------------------------------------

The Company identified six major areas of accounting policy that require the use
of judgments and estimates in the preparation of its financial  statements.  The
Company  will  expand the  disclosures  in future  filings  for certain of these
practices, as discussed below.

Revenue recognition/allowance for magazine returns
--------------------------------------------------

As  disclosed  in Note 1 to the  consolidated  financial  statements,  Newsstand
Distribution  revenues  represent  commissions  earned from the  distribution of
publications.  The  commission  is the  difference  between  the sale  price the
Company  receives  from its  wholesaler  customers  and the  purchase  price the
Company pays to its  publisher  clients.  It is the  prevailing  practice in the
magazine distribution industry to distribute for retail sale three to four times
the number of copies of a magazine  title that are estimated by the  distributor
will be sold,  with a right of return for all unsold copies at all levels of the
distribution  chain.  Consequently,  approximately  70% to 75% of the  magazines
distributed to wholesalers are returned to the Company,  and the Company is able
to  pass-through  all  magazine  returns  that it receives  from its  wholesaler
customers for credit to the publishers  from whom the magazines were  purchased,
with the difference  between the two credit amounts  representing the commission
which would have been earned by the Company on the returned  magazines  had they

<PAGE>

been sold.  Thus,  variations  in the  estimates  that the Company  makes in its
financial  statements for future returns from  wholesalers are largely offset by
similar  variations in the estimates of the related  publisher  credits to which
the Company is entitled.

In  future  filings,  the  list of areas  requiring  significant  judgments  and
estimates set forth in the second paragraph under "Critical Accounting Policies"
will be modified to explain that "returns"  include both  magazines  returned to
the Company  from  wholesalers  and the  offsetting  return of  magazines by the
Company to  publishers  for credit,  by expanding the  description  under clause
"(i)" as follows:

"(i)  the  determination  of  revenue  recognition  for  the  magazine  services
business,  which is based on estimates of allowances for magazine returns to the
Company from  wholesalers and the offsetting  return of magazines by the Company
to publishers for credit;"

In addition,  the third paragraph under "Critical  Accounting  Policies" will be
modified to describe that the Company receives  offsetting  credits for returned
magazines  and to quantify  the effect of a potential  difference  in the actual
rate of return of publications  compared to the Company's estimate, by expanding
the description under clause "(i)" as follows:

"(i) distribution revenues represent commissions earned from the distribution of
publications for client publishers which are recorded by the Company at the time
the publications go on sale; however, since such publications are generally sold
on a fully returnable  basis  management also provides for estimated  returns by
charges to income  which are  determined  on an issue by issue  basis  utilizing
current  sales  information  and other  relevant  data,  including  wholesalers'
historical  return practices and publisher and like-title  sales histories.  The
financial  impact to the Company of a change to the sales  estimate for magazine
returns to it from its wholesalers is  substantially  offset by the simultaneous
change in the Company's  estimate of its cost of purchase since it passes on the
returns to the  publishers for credit.  As a result,  the effect of a difference
between  the  actual  and  estimated  return  rate on the  Company's  commission
revenues is the amount of the commission  attributable  to the  difference.  The
effect of an increase or decrease in the Company's  estimated rate of returns of
1% during any period would be dependent  upon the mix of magazines  involved and
the related selling prices and commission rates, but would generally result in a
change in that period's net commission revenue of approximately $125,000."

Pension Plan accounting
-----------------------

As disclosed, major assumptions incorporated in the pension computations include
the  expected  investment  rate of  return on  retirement  plan  assets  and the
interest rate used to determine the present value of  liabilities  (the discount
rate).  The  Company  will expand its  disclosures  in the future to include the
effect on pension  expense of changes in the rates used in its  assumptions.  In
future filings,  clause "(v)" of the third paragraph under "Critical  Accounting
Policies"  will be modified by adding the following  information  to the present
description:

"(v)...  The effect of every  .25%  change in the  investment  rate of return on
retirement  plan  assets  would  increase or  decrease  the  pension  expense by
approximately  $65,000 per year,  and a change in the discount rate of .25% at a
fiscal year-end would result in an increase or decrease in the subsequent year's
pension cost of approximately  $55,000." (Note - the amounts included herein are
based on underlying, relevant information as reported for fiscal 2005, and would
be modified in future disclosures, as appropriate).

                                       2
<PAGE>

Other
-----

Cost of sales  calculations  are dependent upon estimates of future  development
budgets and  estimates of costs to complete.  The effect of changes in these two
estimates  is  accounted  for  prospectively,   in  accordance  with  prescribed
accounting rules for changes in accounting  estimates.  Typically,  however, the
Company is required to complete a substantial  portion of improvements  that are
directly related to a site before a buyer will close on the property.

The effect of changes in the other identified Critical Accounting Policies where
estimates are utilized (i.e.,  allowance for bad debts,  cash flow and valuation
assumptions  for  long-lived  assets,  and  legal  contingencies)  are  based on
judgments that are specific to the underlying  facts and  circumstances  in each
situation, and therefore the effect of "generalized" variations in estimates are
not readily quantifiable.

The Company proposes to make no revisions to these disclosures.

Prior Material Changes in Accounting Estimates
----------------------------------------------

There have been no material changes made to the Company's  accounting  estimates
in the past three years. In the event of significant  changes in the future, the
Company would add the appropriate disclosure.

Comment Number 3 (Management's  Discussion and Analysis - Results of Operations,
--------------------------------------------------------------------------------
pages 8 though 10):
-------------------

In the Fulfillment Services business segment there are multiple revenue streams,
including  revenues  from the  maintenance  of customer  computer  files and the
performance of other fulfillment-related  activities,  including telephone (call
center) support,  graphic arts and lettershop  services.  Generally,  a customer
contracts for and utilizes all available  services as a total  package,  and the
Company  would not provide its ancillary  services to a customer  unless it were
also  providing  the core  service of  maintaining  a data base of names.  Thus,
variations in fulfillment  revenues are the result of fluctuations in the number
and sizes of  customers  rather  than in the  demand for a  particular  service.
Accordingly,  explanations to describe revenue fluctuations have typically noted
customer  gains and losses  rather  than any other  reason,  such as a change in
demand for individual  product  services.  This is also particularly true in the
Newsstand Distribution Services business where there is only one primary service
provided  which  results in one revenue  source,  the  commission  earned on the
distribution of magazines.

In  future  filings,  the  Company  will  incorporate  the  information  that is
presently  included in Item 1 of the Form 10-K into Management's  Discussion and
Analysis.  This will  specifically  state that the Company  competes  with other
companies,  including  larger  companies,  in  the  Newsstand  Distribution  and
Fulfillment Services  businesses,  and that the competition for new customers is
intense in both  segments.  The Company will add language  clarifying  that this
competition  results in a price  sensitive  industry,  and will specify  whether
changes in revenue  resulted from changes in the customer base or other factors.
Historically,  when the Company has been aware of a future  trend,  favorable or
adverse,  it has  disclosed  such trend,  as it has done in recent years when it
disclosed an expected decline in Fulfillment  Services revenues due to a loss of
customers, and will continue to do so.

                                       3
<PAGE>

Future filings will also be modified to  specifically  indicate that the primary
expenses in both  segments are  payroll,  equipment  and  occupancy  costs.  The
Company will continue to provide  detail on significant  cost variances  between
periods and on future  trends should they arise.  In addition,  the Company will
continue to provide the margin information and explanations of changes or future
trends should they exist.

Comment   Number  4  (Summary  of  Significant   Accounting   Policies-Newsstand
--------------------------------------------------------------------------------
Distribution  Services Revenue  Recognition and related Accounts  Receivable and
--------------------------------------------------------------------------------
Accounts Payable, page 20):
---------------------------

The revenue  recognition  policy for distribution  revenues,  beginning with the
second sentence of the "Revenue  recognition" portion of Note 1, will be revised
as follows:

"Distribution  revenues  represent  commissions  earned from the distribution of
publications for client publishers and are recorded at the time the publications
go on sale at the retail  level,  in  accordance  with  Statement  of  Financial
Accounting  Standards ("SFAS") No. 48, "Revenue Recognition When Right of Return
Exists".  Because  publications are sold throughout the distribution  chain on a
fully-returnable  basis in accordance with  prevailing  industry  practice,  the
Company  provides  for  estimated  returns  from  wholesalers  at the  time  the
publications  go on sale by  charges  to  income  that are  based on  historical
experience  and most  recent  sales data for  publications  on a  title-by-title
basis, and then  simultaneously  provides for estimated  credits from publishers
for the related returns. Accordingly,  revenues represent the difference between
the Company's  estimate of net sales to  independent  wholesalers  offset by its
estimate of net purchases  from  publisher  clients.  Estimates are  continually
reevaluated throughout the sales process, and final settlement is typically made
90 days after a magazine's "off-sale" date."

An  additional  paragraph  will be included  in the "Cash  Flows From  Financing
Activities"  section of "Liquidity and Capital  Resources" within the Management
Discussion and Analysis, as follows:

"The Newsstand  Distribution  Services business generally makes substantial cash
advances to publishers  against future sales,  which  publishers may use to help
pay for printing, paper and production costs prior to the product going on sale.
The Company is usually not paid by wholesalers for product until some time after
the product has gone on sale,  however,  and is  therefore  exposed to potential
credit risks with both the publishers and the wholesalers.  Its ability to limit
its  credit  risk  and  make a  profit  is  dependent  in part on its  skill  in
estimating  the number of copies of an issue which are expected to be sold,  and
on limiting its advances to the publisher accordingly."

In future filings, the Company will also separately identify accounts receivable
from  wholesalers  and accounts  payable to publishers in its footnote  data, as
follows:

     o    The table in Note 3 will separately  identify accounts receivable from
          wholesalers,  fulfillment services receivables,  and other receivables
          (if significant).

     o    Accounts  payable  presented  on the  balance  sheet  will  separately
          identify   "accounts   payable  to  publishers"  and  "other  accounts
          payable".

                                       4
<PAGE>

Comment Number 5:
-----------------

The allowance for estimated  returns of $57,524,000  in 2005 and  $53,808,000 in
2004  was  approximately  70.2%  and  76.1%  of the  total  amount  of  accounts
receivable from wholesalers in the Newsstand Distribution Services business that
matured within one year of April 30, 2005 and 2004,  respectively.  As stated in
the  response to Comment  Number 2, it is  prevailing  industry  practice in the
magazine   distribution   industry  to   distribute  a  much  higher  number  of
publications than are expected to sell at the retail level, and a return rate of
70% or higher is not unusual.

As stated below in the response to Comment Number 6, the information reported on
Schedule  II  for  the  charges  (credits)  recorded  in  magazine   circulation
operations are gross amounts which are offset by credits received by the Company
from  publishers for returns,  and the net amounts do not have a material effect
on income.

Comment Number 6:
-----------------

The charges  and credits  reflected  on  Schedule  II for  magazine  circulation
operations  are  recorded  in the  allowance  for bad debts and the  estimate of
magazine returns from wholesalers  during the fiscal year;  because all products
are sold with the right of return throughout the distribution chain, the Company
receives  offsetting  credits  related  to the  return  of  these  magazines  to
publishers,  who bear the ultimate risk and responsibility for unsold magazines.
The amounts of the wholesaler and publisher  credits  substantially  offset each
other and thus do not have a material  effect on income.  A footnote  indicating
such will be added to Schedule II in future filings, as follows:

"Charges (credits) recorded in magazine circulation operations include a reserve
for the  estimate  of  magazine  returns  from  wholesalers  of  (amounts  to be
disclosed),  which are substantially offset by offsetting credits related to the
return of these magazines to publishers."

Comment Number 7:
-----------------

A sentence will be added to