SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549


SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No.  27)*


UMH PROPERTIES, INC.

Formerly United Mobile Homes, Inc.

 (Name of Issuer)


COMMON STOCK

(Title of Class of Securities)


903002103

(CUSIP Number)


Eugene W. Landy, Esq.

Juniper Business Plaza,  Suite 3-C

3499 Route 9 North

Freehold, New Jersey  07728

732-577-9997

(Name, address and telephone number of Person Authorized To Receive Notices

and Communications)


 January 30, 2009  

(Date of Event Which Requires Filing this Statement)


ANNUAL REPORT --  NO MATERIAL CHANGE


If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this statement, and is filing this statement because of Rule 13d-1(b)(3) or (4), check the following:          [        ]    


*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.


The information required on the remainder of this cover page shall not be needed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).



CUSIP No. 903002103

Page 2 of 7



1.

Name of Reporting Person, S.S. or I.R.S. Identification No. of Reporting Person:


Eugene W. Landy

S.S. ####-##-####


2.

Check appropriate box if member of a group:


a)

[ X  ]


b)

[      ]


3.

SEC Use Only



4.

Source of Funds:

PF


5.

Check if Disclosure of Legal Proceedings is Required pursuant to Items 2(d) or

2(e):


6.

Citizen or Place of Organization:  Citizen of U.S.A.


Number of Shares Beneficially Owned by Reporting Person



Number of Shares Beneficially Owned by Reporting Person



7.

 



Sole Voting Power



693,428.095

 

8.

 

Shared Voting Power

431,757.523

 

9.

 

Sole Dispositive Power

693,428.095

 

10.

 

Shared Dispositive Power

431,757.523



11.

Aggregate Amount Beneficially Owned by Reporting Person:


1,125,185.618 shares


12.

Check if the Aggregate Amount in Row (11) excludes Certain Shares:


[   X   ]



CUSIP No. 903002103

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13.

Percent of Class Represented by Amount in Row (11):  10.20%


14.

Type of Reporting Person:  IN


ITEM 1.

SECURITY AND ISSUER


Common Stock issued by UMH Properties, Inc. (formerly United Mobile Homes, Inc.), Juniper Business Plaza, Suite 3-C, 3499 Route 9 North, Freehold, New Jersey 07728.



ITEM 2.

IDENTITY AND BACKGROUND


(a)

The person filing this statement is Eugene W. Landy.


(b)

Mr. Landy’s business address is Juniper Business Plaza, Suite 3-C,

Route 9 North,  Freehold, New Jersey 07728.


(c)

Mr. Landy’s present principal occupation is an attorney;

President of Monmouth Real Estate Investment Corporation (formerly Monmouth Real Estate Investment Trust); and Chairman of the Board of UMH Properties, Inc. (formerly United Mobile Homes, Inc.).


(d)

Mr. Landy has not been convicted in a criminal proceeding during the past

five years.


(e)

Mr. Landy, has not, during the past five years, been a party to a civil

proceeding of a judicial or administrative body of competent jurisdiction

that resulted in a judgment, decree, or final order enjoining future

violations of, or prohibiting or mandating activities subject to federal or

state security laws or finding any violations with respect to such laws.


(f)

Mr. Landy is a United States citizen.



ITEM 3.

SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION


Answers to this Item 3 for Mr. Landy are set forth above.



CUSIP No. 903002103

Page 4 of 7



ITEM 4.

PURPOSE OF TRANSACTION


Common Stock of UMH Properties, Inc. (formerly United Mobile Homes, Inc. was acquired for investment purposes.  The acquisition involves no change of control of UMH Properties, Inc. (formerly United Mobile Homes, Inc.).  Eugene W. Landy is Chairman of the Board, Director and Founder.  Therefore, Item 4 is somewhat inapplicable.  Mr. Landy has no plans for the following:  


(a)

The acquisition by any person or additional securities of the issuer,

or the disposition of securities of the issuer; except that purchases of

UMH Properties, Inc. (formerly United Mobile Homes, Inc.) common stock may be made under the UMH Properties, Inc. (formerly United Mobile Homes, Inc.) Dividend Reinvestment and Stock Purchase Plan;


(b)

the extraordinary corporate transaction, such as a merger, reorgani-

zation or liquidation, involving the issuer or any of its subsidiaries;


(c)

a sale or transfer of a material amount of assets of the issuer or

any of its subsidiaries;


(d)

any change in the present board of directors or management of the

issuer, including any plans or proposals to change the number or term of

directors or to fill any existing vacancies on the board;


(e)

Any material change in the present capitalization or dividend

policy of the issuer:


(f)

any other material change in the issuer’s business or corporate

structure;


(g)

changes in the issuer’s charter, by-laws or instruments cor-

responding thereto or other actions which may impede the acquisition

or control of the issuer by any person;


(h)

causing a class of securities of the issuer to be delisted from a

national securities exchange or to cease to be authorized to be quoted

in an interdealer quotation system of a registered national securities

association;


(i)

a class of equity securities of the issuer becoming eligible for

termination or registration; or



CUSIP No. 903002103

Page 5 of 7


(j)

any action similar to any of those enumerated above.

 


ITEM 5.

INTEREST IN SECURITIES OF THE ISSUER


(a)

As of the close of business on January 30, 2009, the following

table lists the aggregate number of shares and the percentage of the shares

of common stock owned:



Name

Aggregate Number

of Shares Owned

Percentage of

Shares Owned

   

Eugene W. Landy

572,716.91

5.19

Gloria Landy

120,711.185

1.09

Landy Investments

172,607.725

1.56

Landy & Landy Employees’ Profit Sharing Plan

65,912.51

0.61

Landy & Landy Employees’ Pension Plan

  57,561.288

0.52

Eugene W. and Gloria Landy Family Foundation

75,000

0.69

Eugene W. Landy Charitable Lead Annuity Trust

  50,000

0.45

Windsor Industrial Park Associates

5,000

0.04

Juniper Plaza Associates

5,676

0.05

   

Total:

1,125,185.618*

10.20

______________________________

*Excludes shares held by Mr. Landy’s adult children in which he disclaims

  any beneficial interest.


(b)

The information required by this sub-paragraph is contained in the

responses to ITEMS 7-10 of the second part of the cover page hereto,

which items are hereby incorporated by reference.


(c)

The following transactions were effected by Mr. Landy with

respect to the Common Stock of UMH Properties, Inc. (formerly

United Mobile Homes, Inc. during the past 60 days:



CUSIP No. 903002103

Page 6 of 7



Name


Date

Amount of

Shares


Character of

Transaction

Price Per

Share

Eugene W. Landy

12/5/2008

   900

Open Market Purchase

$5.30

Eugene W. Landy

12/5/2008

   100

Open Market Purchase

$5.25

Eugene W. Landy

12/5/2008

   300

Open Market Purchase

$5.50

Eugene W. Landy

12/5/2008

   700

Open Market Purchase

$5.45

Eugene W. Landy

12/10/2008

 7,300

(1)

$5.95

Landy & Landy Employees’ Profit Sharing Plan

12/10/2008

 7,300

(2)

$5.95

Eugene W. Landy

12/15/2008

10,139.67

(3)

$5.75

Gloria Landy

12/15/2008

  3,488.03

(4)

$5.75

Eugene W. Landy

12/24/2008

     600

Open Market Purchase

$5.17

Eugene W. Landy

12/24/2008

     200

Open Market Purchase

$5.19

Eugene W. Landy

12/24/2008

  2,059

Open Market Purchase

$5.20

Eugene W. Landy

12/24/2008

     900

Open Market Purchase

$5.23

Eugene W. Landy

12/24/2008

  1,200

Open Market Purchase

$5.25

Eugene W. Landy

12/24/2008

  1,041

Open Market Purchase

$5.30

Eugene W. Landy

12/26/2008

  1,600

Open Market Purchase

$5.35

Eugene W. Landy

12/26/2008

  1,100

Open Market Purchase

$5.40

Eugene W. Landy

12/26/2008

  1,300

Open Market Purchase

$5.45

     

(1)

Eugene W. Landy acquired 7,300 shares from the Landy & Landy Employees’ Profit Sharing Plan, representing retirement distribution to Eugene W. Landy.


(2)

The Landy & Landy Employees’ Profit  Sharing Plan disposed 7,300 shares, representing retirement distribution to Eugene W. Landy.


(3)

Shares acquired pursuant to the UMH Properties, Inc. Dividend Reinvestment and Stock Purchase Plan.


(4)

Shares acquired pursuant to the UMH Properties, Inc. Dividend Reinvestment and Stock Purchase Plan.


(d)

This item is not applicable.


(e)

The reporting person has not ceased to be the beneficial owner of

more than five percent of the class of securities.



CUSIP No. 903002103

Page 7 of 7




ITEM 6.

CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR

RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE

ISSUER


There are no contracts, arrangements, understandings or relation-

ships (legal or otherwise) between the person named in ITEM 2 hereof or

between such person and any person with respect to any securities of

UMH Properties, Inc. (formerly United Mobile Homes, Inc.).


ITEM 7.

MATERIAL TO BE FILED AS EXHIBITS


None.


SIGNATURE


    

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.






Dated:

January 30, 2009


 

/S/ Eugene W. Landy

 

Eugene W. Landy

 

Chairman of the Board