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<SEC-DOCUMENT>0000950137-05-005362.txt : 20050504
<SEC-HEADER>0000950137-05-005362.hdr.sgml : 20050504
<ACCEPTANCE-DATETIME>20050504164045
ACCESSION NUMBER:		0000950137-05-005362
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20050325
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Other Events
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20050504
DATE AS OF CHANGE:		20050504

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			GETTY REALTY CORP /MD/
		CENTRAL INDEX KEY:			0001052752
		STANDARD INDUSTRIAL CLASSIFICATION:	REAL ESTATE [6500]
		IRS NUMBER:				113412575
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-13777
		FILM NUMBER:		05799730

	BUSINESS ADDRESS:	
		STREET 1:		125 JERICHO TURNPIKE
		CITY:			JERICHO
		STATE:			NY
		ZIP:			11753
		BUSINESS PHONE:		5163382600

	MAIL ADDRESS:	
		STREET 1:		125 JERICHO TURNPIKE
		CITY:			JERICHO
		STATE:			NY
		ZIP:			11753
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>c94921e8vk.txt
<DESCRIPTION>CURRENT REPORT
<TEXT>
<PAGE>

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

                                    FORM 8-K

                                 CURRENT REPORT
     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 25, 2005

                               Getty Realty Corp.
                       ----------------------------------
               (Exact name of registrant as specified in charter)

      Maryland                  001-13777                        11-3412575
      --------                  ---------                        ----------
      (State of                (Commission                      (IRS Employer
    Organization)              File Number)                  Identification No.)

125 Jericho Turnpike, Suite 103
Jericho, New York                                                    11753
- ---------------------------------------                              -----
(Address of principal executive offices)                           (Zip Code)

Registrant's Telephone Number, including area code: (516) 478-5400

                                 Not Applicable
                       -----------------------------------
         (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act

<PAGE>

Item 2.02. Results of Operations and Financial Condition

      On May 4, 2005, Getty Realty Corp. announced its earnings for the quarter
ended March 31, 2005.

      A copy of the press release announcing these earnings is attached as
Exhibit 99.1.

Item 8.01. Other Events

      On March 28, 2005, Getty Realty Corp. announced that, effective on March
25, 2005, it had completed the acquisition of 23 convenience store and motor
fuel properties located in Virginia. The aggregate consideration paid by Getty
in this transaction was approximately $29.0 million.

      All 23 of the properties are triple-net leased to a leading convenience
store operator with a network of more than 200 motor fuel/convenience stores in
the Mid Atlantic and New England States. The triple-net lease has an initial
term of 15 years and provides 3 renewal terms of 5 years each.

      A copy of the press release announcing this acquisition is attached as
Exhibit 99.2

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

<TABLE>
<CAPTION>
Exhibit
Number                                    Description
- -------        -----------------------------------------------------------------
<S>            <C>
99.1           Press Release, dated May 4, 2005, issued by Getty Realty Corp.
99.2           Press Release, dated March 28, 2005, issued by Getty Realty Corp.
</TABLE>

      The information contained in Item 2.02 and Exhibit 99.1 to this Current
Report is being furnished and shall not be deemed "filed" for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liabilities of that Section. Such information in this Current
Report shall not be incorporated by reference into any registration statement or
other document pursuant to the Securities Act of 1933, as amended, except as
shall be expressly set forth by specific reference in any such filing.

<PAGE>

                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                       GETTY REALTY CORP.

Date: May 4, 2005                      By: /s/Thomas J. Stirnweis
                                           --------------------------------
                                           Thomas J. Stirnweis
                                            Vice President, Treasurer and
                                            Chief Financial Officer

<PAGE>

INDEX TO EXHIBITS

<TABLE>
<CAPTION>
  Exhibit                                      Description
- ------------        -----------------------------------------------------------------
<S>                 <C>
Exhibit 99.1        Press Release, dated May 4, 2005, issued by Getty Realty Corp.

Exhibit 99.2        Press Release, dated March 28, 2005, issued by Getty Realty Corp.
</TABLE>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>c94921exv99w1.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>
<PAGE>

                                                                    EXHIBIT 99.1

            RELEASE: IMMEDIATE

                          GETTY REALTY CORP. ANNOUNCES
                        FINANCIAL RESULTS FOR THE QUARTER
                              ENDED MARCH 31, 2005

      JERICHO, NY, MAY 4, 2005 --- Getty Realty Corp., (NYSE-GTY) today reported
its financial results for the quarter ended March 31, 2005.

      Net earnings were $11.4 million for the quarter ended March 31, 2005, as
compared with $9.2 million for the comparable prior year period. Net earnings
for the quarter ended March 31, 2005 increased by 25%, or $2.3 million, over the
comparable period in 2004 due to an increase in rental revenue, primarily
attributable to recently acquired properties, and a net decrease in expenses,
principally environmental expenses.

      Funds from operations, or FFO, increased $2.3 million to $13.3 million and
adjusted funds from operations, or AFFO, increased $2.5 million to $12.4 million
for the quarter ended March 31, 2005 compared to the prior year period
principally due to the increase in net earnings described above. AFFO increased
more than FFO on both a dollar and percentage basis due to $0.2 million lower
deferred rental revenues (which are included in FFO, but excluded from AFFO)
recorded for the quarter ended March 31, 2005 as compared to the prior year
period. FFO and AFFO are supplemental non-GAAP measures of the performance of
real estate investment trusts and are defined and reconciled to net earnings in
the financial tables at the end of this release.

      Earnings per share for the quarter ended March 31, 2005 increased $0.09
per share to $0.46 per share as compared to the prior year period. FFO per share
and AFFO per share each increased $0.10 per share to FFO of $0.54 per share and
AFFO of $0.50 per share for the quarter ended March 31, 2005 as compared to the
quarter ended March 31, 2004.

      Revenues from rental properties for the quarter ended March 31, 2005 were
$17.4 million as compared to $16.5 million for the prior year period. Rent
received for the quarter ended March 31, 2005 was $16.5 million as compared with
$15.4 million for the prior year period. The increase in rent received was
primarily due to rental income from properties acquired in November 2004 and
rent escalations, and was partially offset by the effect of lease terminations
and property dispositions. In addition to rent received, revenues from rental
properties include deferred rental revenues accrued due to recognition of rental
income on a straight-line basis of $0.9 million for the quarter ended March 31,
2005 and $1.1 million for the prior year period.

      Environmental expenses, net of estimated recoveries, for the quarter ended
March 31, 2005 were $0.1 million, as compared to $1.7 million for the quarter
ended March 31, 2004. The decrease was due to a reduction in the net change in
estimated environmental costs and accretion

<PAGE>

expense of $0.8 million and a reduction in legal fees of $0.4 million as
compared to the prior year period. The decrease was also due to a $0.5 million
credit recorded in the quarter ended March 31, 2005 to reduce environmental
litigation loss reserves. The net change in estimated environmental costs and
accretion expense aggregated $0.3 million for the current quarter compared to
$1.0 million recorded in the comparable period last year.

      Rental property expenses, general and administrative expenses,
depreciation and amortization expense, interest expense and other income, net
for the quarter ended March 31, 2005 each were comparable to respective amounts
recorded for the prior year period.

      The results for the quarter ended March 31, 2005 were minimally impacted
by the acquisition of 23 convenience store and retail motor fuel fee properties
in Virginia that was completed on March 25, 2005. The consolidated balance sheet
as of March 31, 2005 includes an aggregate of approximately $29.0 million in
land and buildings and improvements related to the acquisition, as well as the
debt incurred to finance the transaction. Getty estimates that the acquisition
will be accretive to its annualized net earnings, FFO and AFFO in the amount of
approximately $0.03, $0.04 and $0.03 per share, respectively. FFO per share is
calculated by adding back depreciation and amortization expense of $0.01 per
share to net earnings per share. AFFO per share is calculated by subtracting
deferred rental revenues of $0.01 per share from FFO per share.

      Mr. Liebowitz, Getty's Chairman and CEO, stated, "I am excited about the
contribution to our bottom line realized from our existing operations and the
recently completed acquisitions, which results were in line with our
expectations." Mr. Liebowitz added, "I am also pleased with the reduction in our
environmental expenses for the current quarter. While our long-term expectation
is that these expenses will decline as remediation projects progress through
their lifecycle phases to completion, we anticipate that changes in reserves for
estimated environmental expenses, net of recoveries from underground storage
tank funds, and litigation will continue."

      Getty Realty's First Quarter Earnings Conference Call is scheduled for
tomorrow, Thursday, May 5, 2005 at 9:00 a.m. Eastern Time. To participate in the
conference call, please dial 719-457-2649 five to ten minutes before the
scheduled start time and reference pass code 8024049. If you cannot participate
in the live event, a replay will be available beginning on May 5, 2005 at noon
though midnight, May 11, 2005. To access the replay, please dial 719-457-0820
and reference pass code 8024049.

      Getty Realty Corp. is the largest publicly-traded real estate investment
trust in the United States specializing in ownership and leasing of motor
fuel/convenience store properties and petroleum distribution terminals. The
Company owns and leases over 1,050 properties in the Eastern United States.

      CERTAIN STATEMENTS IN THIS NEWS RELEASE CONSTITUTE "FORWARD LOOKING
STATEMENTS" WITHIN THE MEANING OF PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995. WHEN USED HEREIN, THE WORDS "BELIEVES", "EXPECTS", "PLANS", "PROJECTS",
"ESTIMATES" AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING
STATEMENTS. SUCH FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS,
UNCERTAINTIES AND OTHER

<PAGE>

FACTORS WHICH MAY CAUSE THE ACTUAL RESULTS, PERFORMANCE AND ACHIEVEMENTS OF THE
COMPANY TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR
ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. EXAMPLES
OF SUCH FORWARD-LOOKING STATEMENTS INCLUDE ESTIMATES OF THE ACCRETIVE NATURE OF
THE ACQUISITION COMPLETED ON MARCH 25, 2005 AND EXPECTATIONS ABOUT ENVIRONMENTAL
EXPENSES AND LITIGATION.

                                     -more-

<PAGE>

                       GETTY REALTY CORP. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                        (in thousands, except share data)
                                   (unaudited)

<TABLE>
<CAPTION>
                                                              March 31,   December 31,
                                                              ---------   ------------
                                                                2005          2004
                                                              ---------   ------------
<S>                                                           <C>         <C>
Assets:
Real Estate:
   Land                                                       $ 171,891   $    156,571
   Buildings and improvements                                   199,454        190,019
                                                              ---------   ------------
                                                                371,345        346,590
   Less - accumulated depreciation and amortization            (104,908)      (106,463)
                                                              ---------   ------------
     Real estate, net                                           266,437        240,127

Deferred rent receivable                                         26,017         25,117
Cash and equivalents                                              1,603         15,700
Recoveries from state underground storage tank funds, net         5,583          5,437
Mortgages and accounts receivable, net                            4,187          3,961
Prepaid expenses and other assets                                   545            386
                                                              ---------   ------------
     Total assets                                             $ 304,372   $    290,728
                                                              =========   ============

Liabilities and Shareholders' Equity:

Debt                                                          $  38,745   $     24,509
Environmental remediation costs                                  20,426         20,626
Dividends payable                                                10,760         10,495
Accounts payable and accrued expenses                             7,958          9,595
                                                              ---------   ------------
     Total liabilities                                           77,889         65,225
                                                              ---------   ------------
Commitments and contingencies
Shareholders' equity:
   Common stock, par value $.01 per share; authorized
     50,000,000 shares; issued 24,712,861 at March 31, 2005
     and 24,694,071 at December 31, 2004                            247            247
   Paid-in capital                                              257,599        257,295
   Dividends paid in excess of earnings                         (31,363)       (32,039)
                                                              ---------   ------------
     Total shareholders' equity                                 226,483        225,503
                                                              ---------   ------------
     Total liabilities and shareholders' equity               $ 304,372   $    290,728
                                                              =========   ============
</TABLE>

<PAGE>

                       GETTY REALTY CORP. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                    (in thousands, except per share amounts)
                                   (unaudited)

<TABLE>
<CAPTION>
                                           Three  months ended March 31,
                                           -----------------------------
                                             2005                2004
                                           --------             --------
<S>                                        <C>                  <C>
Revenues from rental properties            $ 17,396             $ 16,511
Expenses:
  Rental property expenses                    2,624                2,521
  Environmental expenses, net                    63                1,732
  General and administrative expenses         1,311                1,377
  Depreciation and amortization expense       1,949                1,836
                                           --------             --------
    Total expenses                            5,947                7,466
                                           --------             --------
Operating income                             11,449                9,045
  Other income, net                             136                  133
  Interest expense                             (149)                 (21)
                                           --------             --------
Net earnings                               $ 11,436                9,157
                                           ========             ========

Net earnings per share:
  Basic                                    $    .46             $    .37
  Diluted                                  $    .46             $    .37

Weighted average shares outstanding:
  Basic                                      24,700               24,671
  Diluted                                    24,714               24,717

Dividends declared per share               $   .435             $   .425
</TABLE>

<PAGE>

                      GETTY REALTY CORP. AND SUBSIDIARIES
                       RECONCILIATION OF NET EARNINGS TO
                           FUNDS FROM OPERATIONS AND
                         ADJUSTED FUNDS FROM OPERATIONS
                    (in thousands, except per share amounts)
                                  (unaudited)

<TABLE>
<CAPTION>
                                              Three months ended March 31,
                                              ----------------------------
                                                2005                2004
                                              --------            --------
<S>                                           <C>                 <C>
Net earnings                                  $ 11,436            $  9,157

Depreciation and amortization expense            1,949               1,836
Gains on sales of real estate                      (72)                  -
                                              --------            --------
Funds from operations                           13,313              10,993
Straight-line rent                                (900)             (1,116)
                                              --------            --------
Adjusted funds from operations                $ 12,413            $  9,877
                                              ========            ========

Diluted per share amounts (a):
  Earnings per share                          $    .46            $    .37
  Funds from operations per share             $    .54            $    .44
  Adjusted funds from operations per share    $    .50            $    .40

Diluted weighted average shares outstanding     24,714              24,717
</TABLE>

IN ADDITION TO MEASUREMENTS DEFINED BY GENERALLY ACCEPTED ACCOUNTING PRINCIPLES
("GAAP"), GETTY ALSO FOCUSES ON FUNDS FROM OPERATIONS ("FFO") AND ADJUSTED FUNDS
FROM OPERATIONS ("AFFO") TO MEASURE ITS PERFORMANCE. FFO IS GENERALLY CONSIDERED
TO BE AN APPROPRIATE SUPPLEMENTAL NON-GAAP MEASURE OF PERFORMANCE OF REITS. FFO
IS DEFINED BY THE NATIONAL ASSOCIATION OF REAL ESTATE INVESTMENT TRUSTS AS NET
EARNINGS BEFORE DEPRECIATION AND AMORTIZATION, GAINS OR LOSSES ON SALES OF REAL
ESTATE, NON-FFO ITEMS REPORTED IN DISCONTINUED OPERATIONS AND EXTRAORDINARY
ITEMS. OTHER REITS MAY USE DEFINITIONS OF FFO AND OR AFFO THAT ARE DIFFERENT
THAN GETTY'S AND, ACCORDINGLY, MAY NOT BE COMPARABLE.

GETTY BELIEVES THAT FFO IS HELPFUL TO INVESTORS IN MEASURING ITS PERFORMANCE
BECAUSE FFO EXCLUDES VARIOUS ITEMS INCLUDED IN GAAP NET EARNINGS THAT DO NOT
RELATE TO, OR ARE NOT INDICATIVE OF, GETTY'S FUNDAMENTAL OPERATING PERFORMANCE
SUCH AS GAINS OR LOSSES FROM PROPERTY SALES AND DEPRECIATION AND AMORTIZATION.
IN GETTY'S CASE, HOWEVER, GAAP NET EARNINGS AND FFO INCLUDE THE SIGNIFICANT
IMPACT OF STRAIGHT-LINE RENT ON ITS RECOGNITION OF REVENUES FROM RENTAL
PROPERTIES, WHICH LARGELY RESULTS FROM 2% ANNUAL RENTAL INCREASES SCHEDULED
UNDER A MASTER LEASE. IN ACCORDANCE WITH GAAP, THE AGGREGATE MINIMUM RENT DUE
OVER THE INITIAL FIFTEEN-YEAR TERM OF THE MASTER LEASE IS RECOGNIZED ON A
STRAIGHT-LINE BASIS RATHER THAN WHEN DUE. AS A RESULT, GETTY PAYS PARTICULAR
ATTENTION TO AFFO, A SUPPLEMENTAL NON-GAAP PERFORMANCE MEASURE THAT GETTY
DEFINES AS FFO LESS STRAIGHT-LINE RENT. IN GETTY'S VIEW, AFFO PROVIDES A MORE
ACCURATE DEPICTION OF THE IMPACT OF SCHEDULED RENT INCREASES UNDER THE MASTER
LEASE, THAN FFO. NEITHER FFO NOR AFFO REPRESENT CASH GENERATED FROM OPERATING
ACTIVITIES CALCULATED IN ACCORDANCE WITH GAAP AND THEREFORE SHOULD NOT BE
CONSIDERED AN ALTERNATIVE FOR GAAP NET EARNINGS OR AS A MEASURE OF LIQUIDITY.

(a) Diluted per share amounts are computed by dividing net earnings, funds from
operations and adjusted funds from operations, respectively, by the diluted
weighted average shares outstanding during the period.

Contact:     Thomas J. Stirnweis

             (516) 478-5403

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.2
<SEQUENCE>3
<FILENAME>c94921exv99w2.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>
<PAGE>

                                                                    EXHIBIT 99.2

RELEASE: IMMEDIATE

                               GETTY REALTY CORP.
                             ACQUIRES 23 PROPERTIES

JERICHO, NY, MARCH 28, 2005 - Getty Realty Corp. (NYSE: GTY) announced today
that it has completed the acquisition of 23 convenience store and motor fuel
properties located in Virginia. The aggregate consideration paid by Getty in
this transaction was approximately $29 million. The acquisition was announced on
February 23, 2005.

All 23 of the properties are triple net leased to a leading convenience store
operator with a network of more than 200 motor fuel/convenience stores in the
Mid Atlantic and New England States. The triple net lease has an initial term of
15 years and provides 3 renewal terms of 5 years each.

Getty estimates that the acquisition and triple net lease transaction will be
accretive to its annual earnings in the amount of approximately $0.03 per share
of common stock. Mr. Leo Liebowitz, Getty's Chairman and CEO, said "We are
pleased to be adding these quality properties to our portfolio. This acquisition
and net lease transaction is consistent with our continuing focus on profitable
growth through acquisitions of quality properties throughout the United States."
Getty Realty Corp. is the largest publicly-traded real estate investment trust
in the United States specializing in the ownership and leasing of motor
fuel/convenience store properties and petroleum distribution terminals. The
Company owns and leases over 1,000 properties in the Eastern United States.

                                          Investor Relations Contact: Kevin Shea

                                                                  (516) 478-5480

CERTAIN STATEMENTS IN THIS NEWS RELEASE MAY CONSTITUTE "FORWARD LOOKING
STATEMENTS" WITHIN THE MEANING OF PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995. WHEN THE WORDS "BELIEVES", "EXPECTS", "PLANS", "PROJECTS", "ESTIMATES" AND
SIMILAR EXPRESSIONS ARE USED IN THIS RELEASE, THEY IDENTIFY FORWARD-LOOKING
STATEMENTS. THESE FORWARD-LOOKING STATEMENTS ARE BASED ON MANAGEMENT'S CURRENT
BELIEFS AND ASSUMPTIONS AND INFORMATION CURRENTLY AVAILABLE TO MANAGEMENT AND
INVOLVE KNOWN AND UNKNOWN RISKS (INCLUDING THE RISKS THAT ARE DESCRIBED FROM
TIME TO TIME IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE
COMMISSION), UNCERTAINTIES AND OTHER FACTORS WHICH MAY CAUSE THE ACTUAL RESULTS,
PERFORMANCE AND ACHIEVEMENTS OF THE COMPANY TO BE MATERIALLY DIFFERENT FROM ANY
FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY THESE
FORWARD-LOOKING STATEMENTS. GETTY UNDERTAKES NO OBLIGATION TO PUBLICLY RELEASE
REVISIONS TO THESE FORWARD-LOOKING STATEMENTS THAT REFLECT FUTURE EVENTS OR
CIRCUMSTANCES OR THE OCCURRENCE OF UNANTICIPATED EVENTS.
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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