ATLANTIC REALTY TRUST
<DOCUMENT>
<TYPE>EX-10.1
<SEQUENCE>2
<FILENAME>e942854.txt
<TEXT>
                                                                   Exhibit 10.1


                  AMENDMENT 4 TO THE INDEMNIFICATION AGREEMENT
                  --------------------------------------------

     THIS AMENDMENT (this "Amendment") is entered into as of the 5th day of
August, 2005, by and among Atlantic Realty Trust ("Seller" ) and Kimco Realty
Corporation ("Buyer") and amends the Indemnification Agreement entered into as
of March 28, 2005 by and among the Seller and Buyer (as amended by those certain
Amendments dated May 12, 2005, June 14, 2005, July 11, 2005 and by this
Amendment, the "Indemnification Agreement").

                                    RECITALS

     A.   Buyer and Seller entered into the Indemnification Agreement which,
inter alia, provided for a 45 day Exclusivity Period;

     B.   On May 12, 2005, Buyer and Seller entered into an amendment to the
Indemnification agreement which extended the Exclusivity Period until June 12,
2005; and

     C.   On June 14, 2005, Buyer and Seller entered into an amendment to the
Indemnification agreement which extended the Exclusivity Period until July 11,
2005;

     C.   On July 11, 2005, Buyer and Seller entered into an amendment to the
Indemnification agreement which extended the Exclusivity Period until August 5,
2005; and

     D.   Buyer and Seller desire to further extend the Exclusivity Period.

     NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereby agree as
follows:

                                    AGREEMENT

1.   The Indemnification Agreement is hereby amended to provide that all
     references therein to the Exclusivity Period shall refer to the period
     commencing on March 28th, 2005 and ending on August 26, 2005. All other
     provisions of the Indemnification Agreement shall remain in full force and
     effect in accordance with their terms.

2.   The laws of the State of New York shall govern the validity, construction,
     enforcement, and interpretation of this Amendment, except for the conflict
     of law provisions thereof which would result in the application of the laws
     of another jurisdiction. This Amendment may be executed in a number of
     identical counterparts. If so executed, each of such counterparts is to be
     deemed an original for all purposes and all such counterparts shall,
     collectively, constitute one agreement.

                  [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK.]


<PAGE>


     NOW WHEREFORE, the parties hereto have executed this Amendment as of the
date first set forth above.

                                        SELLER:

                                        ATLANTIC REALTY TRUST


                                        By: /s/ Joel M. Pashcow
                                            ------------------------------------
                                            Name:  Joel M. Pashcow
                                            Title:  President


                                            Address for notices:

                                            Atlantic Realty Trust
                                            747 3rd Avenue
                                            New York, New York 10017
                                            Attention: Joel Pashcow

                                            With a copy to
                                            (which shall
                                            not constitute
                                            notice):

                                            Proskauer Rose LLP
                                            1585 Broadway
                                            New York, New York 10036-8200
                                            Attention: Peter M. Fass, Esq.



          [Signature Page to Amendment 4 to Indemnification Agreement]

<PAGE>



                                        BUYER:

                                        KIMCO REALTY CORPORATION


                                        By: /s/ Bruce M. Kauderer
                                            ------------------------------------
                                            Name:  Bruce M. Kauderer
                                            Title: Vice President


                                            Address for notices:

                                            Kimco Realty Corporation
                                            3333 New Hyde Park Road
                                            New Hyde Park, New York 11042-0020
                                            Attention: General Counsel

                                            With a copy to
                                            (which shall
                                            not constitute
                                            notice):

                                            Wachtell, Lipton, Rosen & Katz
                                            51 West 52nd Street
                                            New York, NY 10019
                                            Attention: Adam O. Emmerich, Esq.



          [Signature Page to Amendment 4 to Indemnification Agreement]

</TEXT>
</DOCUMENT>
