THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

One Liberty Properties, Inc. (OLP)

4/27/2006 Proxy Information

Fredric H. Gould is the father of Jeffrey A. Gould and Matthew J. Gould.

Fredric H. Gould, chairman of our board of directors, is chairman of the board of trustees of BRT Realty Trust, a REIT engaged in mortgage lending. He is also chairman of the board of directors and sole stockholder of the managing general partner of Gould Investors L.P. and sole member of a limited liability company which is also a general partner of Gould Investors L.P. Jeffrey A. Gould, a director and senior vice president of our company, is president and chief executive officer of BRT Realty Trust and a senior vice president of the managing general partner of Gould Investors L.P. Matthew J. Gould, a director and senior vice president of our company, is a senior vice president of BRT Realty Trust and president of the managing general partner of Gould Investors L.P. In addition, Simeon Brinberg, David W. Kalish, Mark H. Lundy and Israel Rosenzweig, each of whom is an executive officer of our company, are executive officers of BRT Realty Trust and of the managing general partner of Gould Investors L.P. Gould Investors L.P. owns approximately 8.2% of our outstanding shares of common stock.

We and certain related entities, including Gould Investors L.P. and BRT Realty Trust, occupy common office space and use certain services and personnel in common. In 2005, we paid to Gould Investors L.P. under a shared services agreement $1,208,000 for general and administrative expenses, including rent, telecommunication services, computer services, bookkeeping, secretarial and other clerical services and legal and accounting services. This amount includes $53,000 contributed to the annual rent of $452,000 paid by Gould Investors L.P., BRT Realty Trust and related entities to a subsidiary of Gould Investors L.P. which owns the building in which the offices of these entities are located, and an aggregate of $478,000 allocated to us for services (primarily legal and accounting) performed by some executive officers who are not engaged by us on a full time basis, including the amounts allocated to us for services rendered by Simeon Brinberg and David W. Kalish, as set forth in the “Summary Compensation Table.” The allocation of general and administrative expenses is computed in accordance with a shared services agreement and is based on the estimated time devoted by executive, legal, administrative, accounting and other personnel to the affairs of each participating entity. The services of secretarial personnel generally is allocated on the same basis as that of the executive to whom each secretary is assigned. In addition to the space we occupy and pay for under the shared services agreement, we lease under a direct lease with a subsidiary of Gould Investors L.P. approximately 1,200 square feet at an annual rent of $40,000, which is a competitive rent for comparable office space in the area in which the building is located.

Majestic Property Management Corp., an entity which is 100% owned by Fredric H. Gould and for which certain of our executive officers are officers, acts as managing agent, mortgage, sales and leasing broker and construction supervisor for our company, related entities (including Gould Investors L.P. and BRT Realty Trust) and unrelated entities. Majestic Property Affiliates, Inc., an entity which is 100% owned by Fredric H. Gould and for which certain of our executive officers are officers, also acts as a sales broker for our company and for related and unrelated entities. In 2005, we paid an aggregate of $992,000 to Majestic Property Management Corp. consisting of mortgage brokerage fees of $543,000 relating to mortgages in the principal amount of $57,700,000 placed on eleven of our properties; sales commissions of $370,000 relating to the sale of one property and the sale of air rights for an aggregate consideration of $27,500,000; construction supervisory fees of $37,000 for supervision of improvements to properties we own; and management fees of $42,000 relating to two properties that we own. The amount paid by us to Majestic Property Management Corp. represents approximately 20% of the 2005 revenues of Majestic Property Management Corp. In 2005, we also paid a sales commission of $34,000 to Majestic Property Affiliates, Inc. relating to the sale of one property for a consideration of $3,000,000.

Fees paid to Majestic Property Management Corp. and Majestic Property Affiliates, Inc. were approved by our board of directors, including a majority of the independent directors, and are no greater than the fees which would be charged by unaffiliated persons for comparable services.

A management fee equal to 1% of the rent paid to our movie theater joint ventures by its tenants and a management fee equal to 1% of the rent paid to another of our joint ventures by its tenant was paid to Majestic Property Management Corp. under management agreements negotiated by Majestic Property Management Corp. with our joint ventures and joint venture partners. The total management fee for 2005 was $131,000. In 2005, two of our joint ventures paid mortgage brokerage fees of $156,000 to Majestic Property Management Corp. relating to mortgages in the principal amount of $17,500,000 placed on two properties. The amount paid to Majestic Property Management Corp. represents approximately 5.8% of the 2005 revenues of Majestic Property Management Corp.

Fredric H. Gould receives an annual chairman’s fee of $50,000 from our company. Mr. Gould does not allocate any of his compensation from other affiliated entities under the shared services agreement to our company. In 2005, Mr. Gould received compensation of $253,000 from Majestic Property Management Corp. Jeffrey A. Gould, Matthew J. Gould, Israel Rosenzweig, Simeon Brinberg, David W. Kalish and Mark H. Lundy, officers of our company, received compensation from Majestic Property Management Corp. in 2005 of $826,000, $301,000, $746,000, $40,000, $74,000, and $184,000, respectively. Jeffrey A. Gould and Israel Rosenzweig each received compensation from Majestic Property Affiliates, Inc. in 2005 of $6,000. Jeffrey A. Gould and Israel Rosenzweig did not allocate any time to the company in 2005 or 2004 and the amount allocated by Matthew J. Gould was minimal.

Jeffrey Fishman, president and chief executive officer until July 20, 2005, devoted substantially all of his time to the affairs of our company. Mr. Fishman also provided consulting services to service oriented companies owned by Fredric H. Gould. In 2005, Mr. Fishman received compensation of $203,000 from these service oriented companies. In 2005, Mr. Fishman received no compensation from Majestic Property Management Corp. or Majestic Property Affiliates, Inc. Messrs. Jeffrey A. Gould, Matthew J. Gould, Israel Rosenzweig, Simeon Brinberg, David W. Kalish and Mark H. Lundy also received compensation from other service oriented companies owned by Fredric H. Gould, in addition to the compensation received by them from Majestic Property Management Corp. and Majestic Property Affiliates, Inc. described above.