8-K: Current report

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

January 13, 1998
Date of Report (Date of earliest event reported)

Kimco Realty Corporation
(Exact name of registrant as specified in its charter)

Maryland 1-10899 13-2744380
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)

3333 New Hyde Park Road
New Hyde Park, New York 11042-0020
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(Address of principal (zip code)
executive offices)

516/869-9000
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Registrant's telephone,
including area code

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

KIMCO REALTY CORPORATION AND SUBSIDIARIES
CURRENT REPORT
ON
FORM 8-K

Item 5. Other Events

Attached and incorporated by reference as Exhibit 99.1 and Exhibit
99.2, respectively, are copies of (1) a press release of Kimco Realty
Corporation and The Price REIT, Inc. announcing the signing of a definitive
agreement to merge the two companies and (2) the agreement and plan of
merger among Kimco Realty Corporation, REIT Sub, Inc. and The Price REIT, Inc.
dated as of January 13, 1998.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

(c) Exhibits

3.5 Form of Articles Supplementary to the 7.5% Class D Cumulative Convertible
Preferred Stock, par value $1.00 per share of Kimco Realty Corporation.

99.1 Press release dated January 14, 1998 announcing the signing of a definitive
agreement to merge Kimco Realty Corporation and The Price REIT, Inc.

99.2 The agreement and plan of merger among Kimco Realty Corporation, REIT Sub,
Inc. and The Price REIT, Inc. dated as of January 13, 1998.


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 hereunto duly authorized.

Kimco Realty Corporation
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Registrant
Date: January 20, 1998
By: /s/ Michael V. Pappagallo
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Michael V. Pappagallo
Chief Financial Officer