Item 1.01 Entry into a Material Definitive Agreement.

On January 21, 2021, Mountain Hawk West Development Company LLC ("MHWDC"), a subsidiary of the Company, entered into a Development Loan Agreement with BOKF, NA dba Bank of Albuquerque ("BOKF"). The Development Loan Agreement is evidenced by a Non-Revolving Line of Credit Promissory Note and is secured by a Mortgage, Security Agreement and Financing Statement, between MHWDC and BOKF, with respect to certain planned residential lots within the Hawk Site subdivision located in Rio Rancho, New Mexico. Pursuant to a Guaranty Agreement entered into by AMREP Southwest Inc. ("ASW"), a subsidiary of the Company, in favor of BOKF, ASW guaranteed MHWDC's obligations under each of the above agreements.

o Initial Available Principal: Pursuant to the loan documentation, BOKF agrees to

lend up to $2,700,000 to MHWDC on a non-revolving line of credit basis to

partially fund the development of certain planned residential lots within the


   Hawk Site subdivision.

o Repayments: MHWDC is required to make periodic principal repayments of borrowed

funds not previously repaid as follows: $1,033,600 on or before October 21,

2022, $760,050 on or before January 21, 2023, $760,050 on or before April 21,

2023 and $146,300 on or before July 21, 2023. The outstanding principal amount

of the loan may be prepaid at any time without penalty.

o Maturity Date: The loan is scheduled to mature in July 2023.

o Interest Rate: Interest on the outstanding principal amount of the loan is

payable monthly at the annual rate equal to the London Interbank Offered Rate

for a thirty-day interest period plus a spread of 3.0%, adjusted monthly,

subject to a minimum interest rate of 3.75%.

o Lot Release Price: BOKF is required to release the lien of its mortgage on any

lot upon MHWDC making a principal payment of $35,250 or $48,650 depending on


   the size of the lot.

MHWDC and ASW made certain representations and warranties in connection with this loan and are required to comply with various covenants, reporting requirements and other customary requirements for similar loans. The loan documentation contains customary events of default for similar financing transactions, including: MHWDC's failure to make principal, interest or other payments when due; the failure of MHWDC or ASW to observe or perform their respective covenants under the loan documentation; the representations and warranties of MHWDC or ASW being false; the insolvency or bankruptcy of MHWDC or ASW; and the failure of ASW to maintain a net worth of at least $32 million. Upon the occurrence and during the continuance of an event of default, BOKF may declare the outstanding principal amount and all other obligations under the loan immediately due and payable. MHWDC incurred customary costs and expenses and paid certain fees to BOKF in connection with the loan.

The foregoing description of the loan documentation is a summary only and is qualified in all respects by the provisions of the loan documentation; copies of the Development Loan Agreement, Non-Revolving Line of Credit Promissory Note, Mortgage, Security Agreement and Financing Statement and Guaranty Agreement are attached hereto as Exhibits 10.1 through 10.4 and are incorporated herein by reference.

Item 1.02 Termination of a Material Definitive Agreement.

Reference is made to Note 8 to the consolidated financial statements contained in the annual report on Form 10-K of the Company for the year ended April 30, 2020, which was filed with the Securities and Exchange Commission on July 27, 2020, regarding the Development Loan Agreement entered into between BOKF and Lomas Encantadas Development Company LLC ("LEDC"), a subsidiary of the Company, in June 2019, in which BOKF agreed to lend up to $2,475,000 to LEDC on a non-revolving line of credit basis to partially fund the development of certain residential lots within the Lomas Encantadas subdivision. LEDC has repaid all outstanding amounts due to BOKF under such loan and, on January 21, 2021, the loan was terminated.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits.



Exhibit Number                             Description
     10.1        Development Loan Agreement, dated as of January 21, 2021, between
               BOKF, NA dba Bank of Albuquerque and Mountain Hawk West Development
               Company LLC.
     10.2        Non-Revolving Line of Credit Promissory Note, dated January 21,
               2021, by Mountain Hawk West Development Company LLC in favor of
               BOKF, NA dba Bank of Albuquerque.
     10.3        Mortgage, Security Agreement and Financing Statement, dated as of
               January 21, 2021, between BOKF, NA dba Bank of Albuquerque and
               Mountain Hawk West Development Company LLC.
     10.4        Guaranty Agreement, dated as of January 21, 2021, made by AMREP
               Southwest Inc. for the benefit of BOKF, NA dba Bank of
               Albuquerque.

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