1
                                                        Exhibit Index on Page 16

      As filed with the Securities and Exchange Commission on April 8, 1998

                       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

Date of Report (Date of earliest event reported) APRIL 1, 1998

Commission File Number: 1-11954

                              VORNADO REALTY TRUST
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

MARYLAND                                                     22-1657560
- --------------------------------------------------------------------------------
(State or other jurisdiction                              (I.R.S. Employer
 of incorporation)                                     Identification Number)

PARK 80 WEST, PLAZA II, SADDLE BROOK, NEW JERSEY                07663
- --------------------------------------------------------------------------------
(Address of principal executive offices)                      (Zip Code)

                                 (201)587-1000
- --------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

                                      N/A
- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)

                                     Page 1
   2
ITEM 1.     NOT APPLICABLE.

ITEM 2.     On April 1, 1998, Vornado Realty Trust ("Vornado") closed its
            previously announced acquisition of a real estate portfolio from the
            Kennedy Family for approximately $630 million, consisting of $187
            million in cash, $116 million in Operating Partnership Units, $77
            million in existing debt and $250 million of newly issued debt. The
            transaction was financed with borrowings under the Company's
            revolving credit facility.

            The acquired real estate assets consist of a portfolio of properties
            used for office, retail and trade showroom space which aggregate
            approximately 5.3 million square feet and include the Merchandise
            Mart in Chicago. The transaction also includes the acquisition of
            Merchandise Mart Properties, Inc. which manages the properties and
            trade shows.

            This transaction was arrived at through an arms-length negotiation
            and was consummated through a subsidiary of Vornado Realty L.P., a
            limited partnership of which Vornado owns 92.7% and is the sole
            general partner.

ITEMS 3-6.  NOT APPLICABLE

                                     Page 2
   3
ITEM 7.     FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

      (a)-(b) There are filed herewith:

      (a)   the historical Combined Statements of Revenues and Certain Operating
            Expenses of The Merchandise Mart Group of Properties and

      (b)   the Condensed Consolidated Pro Forma Balance Sheet of Vornado Realty
            Trust as of December 31, 1997 and the Condensed Consolidated Pro
            Forma Income Statement of Vornado Realty Trust for the year ended
            December 31, 1997 commencing on page 11, prepared to give Pro Forma
            effect to the acquisition of The Merchandise Mart Group of
            Properties and the previously completed acquisitions and investments
            (Mendik Company, 90 Park Avenue, Arbor Property Trust, Americold
            Corporation and URS Logistics, Inc., The Montehiedra Town Center, 
            The Riese Transaction, Charles E. Smith Commercial Realty L.P., 
            The Hotel Pennsylvania, 640 Fifth Avenue, One Penn Plaza and 
            150 East 58th Street). The Pro Forma data also includes information
            updated through December 31, 1997 for certain previously completed 
            acquisitions which were disclosed in Form 8-K's previously filed 
            with the Securities and Exchange Commission.

                                                                         PAGE
                                                                       REFERENCE
                                                                       ---------
                                                                    
      The Merchandise Mart Group of Properties
      Independent Auditors' Report ..................................     4
      Audited Combined Statements of Revenues and Certain Operating
       Expenses for the Year Ended December 31, 1997 ................     5
      Notes to Statements of Revenues and Certain Operating Expenses
       for the Year Ended December 31, 1997 .........................     6

      Pro Forma financial information
      Condensed Consolidated Pro Forma Balance Sheet at
        December 31, 1997 ...........................................    11
      Condensed Consolidated Pro Forma Income Statement
        for the Year Ended December 31, 1997 ........................    12
      Notes to Condensed Consolidated Pro Forma Financial Statements     14

      EXHIBIT NO.                   EXHIBIT
      -----------                   -------
                    
         99.1          Press release dated April 2, 1998, of Vornado Realty
                       Trust, announcing the completion of its acquisition of
                       The Merchandise Mart and other properties from the
                       Kennedy Family.

ITEM 7A.    NOT APPLICABLE.

ITEM 8-9.   NOT APPLICABLE.

                                     Page 3
   4
                              ARTHUR ANDERSEN LLP

                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Partners of the Partnerships and Members of the LLC's:

We have audited the accompanying combined statement of revenue and certain
operating expenses (described in Note 2) of THE MERCHANDISE MART GROUP OF
PROPERTIES ("Properties")(See Note 1) for the year ended December 31, 1997.
This financial statement is the responsibility of the Properties' management.
Our responsibility is to express an opinion on this financial statement based
on our audit.

We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statement is free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statement. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.

The accompanying combined statement of revenue and certain expenses was prepared
for the purpose of complying with Rule 3-14 of Regulation S-X of the Securities
and Exchange Commission for inclusion in the Form 8-K of Vornado Realty Trust
and is not intended to be a complete presentation of the Properties' revenue and
certain expenses.

In our opinion, the combined financial statement referred to above presents
fairly, in all material respects, the revenue and certain operating expenses 
of The Merchandise Mart Group of Properties (See Note 1) for the year ended 
December 31, 1997, in conformity with generally accepted accounting principles.

                                  
                                   ARTHUR ANDERSEN LLP

Chicago, Illinois
April 8, 1998

                                    Page 4
   5
                    THE MERCHANDISE MART GROUP OF PROPERTIES
                                  (SEE NOTE 1)

                      COMBINED STATEMENTS OF REVENUES AND
                           CERTAIN OPERATING EXPENSES

                      FOR THE YEAR ENDED DECEMBER 31, 1997

                                    YEAR ENDED
                                   DECEMBER 31,
                                      1997
                                   ------------
                                
REVENUES:
     Rentals, net                  $96,451,473
     Parking revenues                1,124,720
     Interest income                   897,384
     Other income                      602,528
                                   -----------
         Total operating revenues   99,076,105
                                   -----------
CERTAIN OPERATING EXPENSES:
     Operating                      14,414,929
     Real estate taxes              14,186,862
     Marketing                       8,572,659
     Utilities                       7,048,119
     Administrative                  3,703,852
     Management fees (Note 5)        2,095,183
                                   -----------
         Total certain expenses     50,021,604
                                   -----------

REVENUE IN EXCESS OF CERTAIN
     OPERATING EXPENSES            $49,054,501
                                   ===========

                                    Page 5

   6
                    THE MERCHANDISE MART GROUP OF PROPERTIES

         NOTES TO STATEMENTS OF REVENUE AND CERTAIN OPERATING EXPENSES

                      FOR THE YEAR ENDED DECEMBER 31, 1997

1.   ORGANIZATION

     The accompanying statement includes the accounts of the properties known as
     "The Merchandise Mart" owned by Merchandise Mart Owners, Ltd. ("MMOL"),
     "The Apparel Center" owned by World Trade Center Chicago, L.L.C. ("WTCC"),
     "The Washington Office Center" of which the building is owned by WDC
     Associates Limited Partnerships ("WDCLP"), and the land is owned by Fourth
     and D Street Partners Limited Partnership ("FDS"), and "The Washington
     Design Center", of which the building is owned by Washington Design Center
     Limited Liability Company ("WDCLLC") and the land is owned by FDS (80.7514%
     interest) and Virginia Avenue Limited Partnership ("VALP")(19.4286%
     interest)(collectively referred to as the "Properties"). All of these
     properties are owned by the various interests of the Joseph P. Kennedy
     family, and all of these properties were sold to Vornado Realty Trust on
     April 1, 1998.

     A breakdown of the occupied space of the Properties as of December 31, 1997
     is as follows:

                                       PERCENT SQUARE FOOTAGE 1997
                                   -----------------------------------
                                            Apparel
                                   MMOL      Center   WDCLP     WDCLLC
                                   ----     --------  -----     ------
                                                     
          Office/Retail             39%       59%      100%        6%
          Home furnishing           21        --        --        82
          Contract furnishings      17        --        --        12
          Gift                      13        --        --        --
          Apparel                   --        41        --        --
          Expo Center                8        --        --        --
          Building products          2        --        --        --
                                   ---       ---       ---       ---
                                   100%      100%      100%      100%

2.   BASIS OF PRESENTATION

     The combined statement of revenue and certain operating expenses for the
     year ended December 31, 1997 relates to the operations of the Properties.
     The accompanying financial statement excludes certain expenses, such as
     interest, depreciation and amortization, professional fees, revenue and
     expenses related to land held for development which is not being sold to
     Vornado Realty Trust, and other costs not directly related to the
     operations of the Properties, in accordance with Rule 3-14 of Regulation
     S-X of the Securities and Exchange Commission. Management is not aware of
     any material factors relating to the Properties which would cause the
     reported financial information not to be necessarily indicative of future
     operating results.

                                    Page 6

   7
3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     a.   BASIS OF REPORTING -- The financial statement is presented on the
          accrual basis of accounting.

     b.   RENTAL REVENUE -- Rentals from tenants with scheduled rent increases
          and rent abatements are recognized as revenue on a straight-line basis
          over the respective lease term.

     c.   USE OF ESTIMATES -- The preparation of financial statements in
          conformity with generally accepted accounting principles requires
          management to make estimates and assumptions that affect the reported
          amounts of revenues and expenses during the reporting period. Actual
          results could differ from those estimates.

4.   HOTEL LEASE

     WTCC is a party to a lease with a hotel operator whereby the operator, at
     its own expense, constructed a hotel atop The Apparel Center. The lease,
     which has a term of 65 years commencing January, 1977, provides for an
     annual base rental of $159,600, additional rent payable based on hotel
     revenue, as defined, and an allocation of certain real estate taxes,
     rehabilitation and maintenance costs.

5.   TRANSACTIONS WITH AFFILIATES

     Merchandise Mart Properties, Inc. (Delaware)("MMPI-(Del.)"), which is owned
     by certain of the owners of the Properties, owns Merchandise Mart
     Properties, Inc. ("MMPI"). As a convenience, certain amounts are disbursed
     or collected by one entity on behalf of another.

     a.   The Properties reimburse MMPI for certain payroll-related expenses
          incurred on behalf of The Properties.

     b.   The Properties paid MMPI management fees of $1,992,255 during 1997.
          Fees are calculated using various percentages of gross revenues as
          adjusted for uncollectible accounts and as summarized below:

                                                   APPLICABLE
                       TYPE OF REVENUE             PERCENTAGE
               ---------------------------------  -------------
                                                    
               Showroom (Chicago)                      3.0%
               Showroom (Washington, D.C.)             2.0%
               Office, retail, exposition, hotel
                    parking and tenant services        1.5%

     Beginning 1996, MMPI became a tenant of MMOL. MMPI is master leasing the
     entire 8th floor for the development and operations of the new market suite
     showrooms. The space consists of 163,133 rentable square feet. The lease
     period commenced June 1, 1996 through December 31, 2006, a term of 10
     years, 7 months. In 1997, the market suite showrooms added an additional
     102,366 square feet on the 8th and 12th floors. The area was added by lease
     amendment and is coterminous with the original lease. MMPI shall pay to 
     MMOL a monthly amount equal to the base rent, as defined. MMPI paid MMOL 
     $4,070,112 during 1997.

     Mart Franchise Center, Inc., a subsidiary of MMPI, doing business as
     Franchising and Licensing World Center ("FLWC"), Inc., is currently master
     leasing 35,498

                                    Page 7
   8
     rentable square feet located on the 2nd floor of MMOL. The FLWC is a
     permanent exhibition/sales facility for the franchising and licensing
     industries as well as provides related support services. The lease period
     commenced January 1, 1996, and continues through March 31, 2016, a term of
     20 years, 3 months. FLWC's monthly base rent is equal to $32,000 as
     required by the lease.

6.   FUTURE MINIMUM RENTALS UNDER TENANT LEASES:

     The Properties lease showroom, office and retail space under noncancellable
     operating leases with terms ranging from 1 to 15 years. Future minimum
     rentals to be received as of December 31, 1997, are summarized as follows:

               Year ending December 31 --
                                               
               1998                              $ 80,145,725
               1999                                76,239,847
               2000                                70,328,042
               2001                                62,426,073
               2002                                56,035,641
               Future years                       256,707,314
                                                 ------------
                   Total future minimum rentals  $601,882,642
                                                 ============

7.   PROPERTY DAMAGE INSURANCE

     Property damage insurance for The Apparel Center and The Merchandise Mart
     is written on a combined, agreed amount basis. The combined, agreed amount
     exceeds the replacement value of The Apparel Center. However, based on
     management's evaluation, the combined replacement of The Apparel Center 
     and The Merchandise Mart structures and other personal property exceeds 
     the insured coverage.

8.   SALE OF EQUIPMENT

     On December 31, 1996, pursuant to the Asset Purchase Agreement, MMOL sold
     and transferred to Unicom Thermal Technologies, Inc. ("UTT") certain
     fixtures and equipment to be used by UTT in the production of chilled
     water.

     The purchase price for the fixtures and equipment was, in the aggregate,
     $7,680,000. Payment of the purchase price is divided into three equal
     installments of $2,560,000. The first installment was received by MMOL on
     December 31, 1996. The second installment was received on December 30, 1997
     and the third installment is due on December 31, 1998.

     Contemporaneously with the sale of fixtures and equipment, MMOL and UTT
     entered into a lease, pursuant to which MMOL will lease certain space to
     UTT in The Merchandise Mart and a chilled water service agreement by which
     UTT will provide The Merchandise Mart with chilled water.

                                    Page 8
   9
Pursuant to the chilled water service agreement UTT agreed to meet MMOL's
cooling needs in the building up to the contract capacity on the terms and
subject to the conditions set forth within the chilled water service agreement.
MMOL is obligated to pay UTT the contract capacity charge equal to $90,735
usage charge or any other charges every month with respect to service during
the term of this agreement.

The commencement date was January 1, 1997. The term of this agreement is for
twenty (20) years subject to early termination or extension as provided for
within the agreement, as defined. The lease term is the same as specifically 
provided in the chilled water service agreement. Commencing on January 1, 2002 
(the rent commencement date) UTT shall pay to MMOL an annual base rent equal to
$155,000, payable in equal monthly installments. The base rent shall be 
adjusted on an annual basis in accordance with the escalation provision, as 
defined.

UTT is obligated to pay all costs of the operation of UTT's business in the
building, including utility charges. Following the expiration or termination of
the chilled water service agreement, certain fixtures and equipment purchased
by UTT pursuant to the asset purchase agreement are required to be returned to
MMOL.

                                    Page 9
   10
PRO FORMA FINANCIAL INFORMATION:

      The unaudited condensed consolidated pro forma financial information
attached presents: (A) the condensed consolidated pro forma income statements of
Vornado Realty Trust ("Vornado") for the year ended December 31, 1997, as if (i)
the acquisition of The Merchandise Mart Group of Properties ("Merchandise Mart")
and (ii) the previously completed acquisitions and investments (Mendik Company,
90 Park Avenue, Arbor Property Trust, Americold Corportion and URS Logistics,
Inc., The Montehiedra Town Center, The Riese Transaction, Charles E. Smith 
Commercial Realty L.P., The Hotel Pennsylvania, 640 Fifth Avenue, One Penn 
Plaza and 150 East 58th Street) and the financings attributable thereto, had 
occurred on January 1, 1997 and (B) the condensed consolidated pro forma 
balance sheet of Vornado as of December 31, 1997, as if the above acquisitions 
had occurred on December 31, 1997. The Pro Forma data also includes information
updated through December 31, 1997 for certain previously completed acquisitions
which were disclosed in Form 8-K's previously filed with the Securities and 
Exchange Commission.

      The unaudited condensed consolidated pro forma financial information is
not necessarily indicative of what Vornado's actual results of operations or
financial position would have been had these transactions been consummated on
the dates indicated, nor does it purport to represent Vornado's results of
operations or financial position for any future period.

      The unaudited condensed consolidated pro forma financial information
should be read in conjunction with the Consolidated Financial Statements and
notes thereto included in Vornado's Annual Report on Form 10-K for the year
ended December 31, 1997 and the Combined Statements of Revenues and Certain
Operating Expenses of The Merchandise Mart Group of Properties included herein.
In management's opinion, all adjustments necessary to reflect these transactions
have been made.

                                     Page 10
   11
                 CONDENSED CONSOLIDATED PRO FORMA BALANCE SHEET
                               DECEMBER 31, 1997
                                  (UNAUDITED)
                             (AMOUNTS IN THOUSANDS)

                                                            HISTORICAL
                                                   ----------------------------                         PRO FORMA
                                                                    PREVIOUSLY                         ADJUSTMENTS
                                                                    COMPLETED           COMPANY      FOR MERCHANDISE      TOTAL
                                                    VORNADO        ACQUISITIONS         PRO FORMA     MART ACQUISITION   PRO FORMA
                                                   ------------    ------------        ----------     -----------------  ---------
ASSETS:
                                                                                                          
      Real estate, net                               $1,390,659      $ 410,000         $1,918,659     $ 600,000 (A)      $2,518,659
                                                                       118,000
      Cash and cash equivalents                         417,502       (118,000)           299,502      (187,000)(A)         112,502
      Investment in partially-owned
         entities, including investment in
         and advances to Alexander's                    482,787                           482,787        30,000 (A)         512,787
      Mortgage loans receivable                          88,663                            88,663                            88,663
      Receivable arising from straight-
         lining of rents                                 24,127                            24,127                            24,127
      Other assets                                      120,351                           120,351                           120,351
                                                     ----------      ---------         ----------     ---------          ----------
                                                     $2,524,089      $ 410,000         $2,934,089     $ 443,000          $3,377,089
                                                     ==========      =========         ==========     =========          ==========

LIABILITIES:
      Notes and mortgages payable                    $  956,654      $ 410,000         $1,366,654     $ 327,000 (A)      $1,693,654
      Deferred leasing fee income                         9,927                             9,927                             9,927
      Officer's deferred compensation
         payable                                         25,000                            25,000                            25,000
      Other liabilities                                  40,179                            40,179                            40,179
                                                     ----------      ---------         ----------     ---------          ----------
                                                      1,031,760        410,000          1,441,760       327,000           1,768,760
                                                     ----------      ---------         ----------     ---------          ----------
Minority interest of unitholders in the
      Operating Partnership                             178,567                           178,567       116,000 (A)         294,567
                                                     ----------      ---------         ----------     ---------          ----------

EQUITY:
      Total equity                                    1,313,762                         1,313,762                         1,313,762

                                                     ----------      ---------         ----------     ---------          ----------
                                                     $2,524,089      $ 410,000         $2,934,089     $ 443,000          $3,377,089
                                                     ==========      =========         ==========     =========          ==========

                                    Page 11
   12
                CONDENSED CONSOLIDATED PRO FORMA INCOME STATEMENT
                      FOR THE YEAR ENDED DECEMBER 31, 1997
                                  (UNAUDITED)
                (AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

                                                                                        HISTORICAL      PRO FORMA
                                                        PREVIOUSLY                      MERCHANDISE     ADJUSTMENTS
                                           HISTORICAL    COMPLETED           COMPANY        MART        FOR MERCHANDISE     TOTAL
                                           VORNADO      ACQUISITIONS (1)    PRO FORMA   ACQUISITION    MART ACQUISITION   PRO FORMA
                                           ----------   ----------------    ---------   ------------   ----------------   ---------
                                                                                                       
REVENUES:
    Property rentals                        $168,321       $145,182           $313,503     $ 96,451      $  1,922 (B)    $ 411,876
    Expense reimbursements                    36,652         31,622             68,274            -                         68,274
    Other income                               4,158          9,538             13,696        2,625                         16,321
                                            --------       --------           --------     --------      --------        ---------
                                             209,131        186,342            395,473       99,076         1,922          496,471
                                            --------       --------           --------     --------      --------        ---------
EXPENSES:
    Operating                                 74,745         88,215            162,960       50,022        (1,993)(C)      210,989
    Depreciation and amortization             22,983         26,703             49,686            -        11,392 (D)       61,078
    General and administrative                13,580          4,026             17,606            -                         17,606
    Amortization of officer's deferred
       compensation expense                   22,917                            22,917            -                         22,917
                                            --------       --------           --------     --------      --------        ---------
                                             134,225        118,945            253,170       50,022         9,399          312,591
                                            --------       --------           --------     --------      --------        ---------
Operating income (loss)                       74,906         67,398            142,304       49,054        (7,477)         183,881
    Income applicable to Alexander's           7,873                             7,873                                       7,873
    Income from partially owned entities       4,658          8,468             13,126                                      13,126
    Interest and other investment
       income                                 23,767         (1,688)            22,079                                      22,079
    Interest and debt expense                (42,888)       (33,114)           (76,002)                   (36,398)(E)     (112,400)
    Minority interest of unitholders in
       the Operating Partnership              (7,293)        (3,077)           (10,370)                    (4,048)(F)      (14,418)
                                            --------       --------           --------     --------      --------        ---------
Net income (loss)                             61,023         37,987             99,010       49,054       (47,923)         100,140
Preferred stock dividends                    (15,549)        (5,137)           (20,686)                                    (20,686)
                                            --------       --------           --------     --------      --------        ---------
Net income (loss) applicable to
   common shares                            $ 45,474       $ 32,850           $ 78,324     $ 49,054      $(47,923)       $  79,455
                                            ========       ========           ========     ========      ========        =========

Net income per common share - basic         
   (based on 55,098 shares and 80,874
   shares)                                  $   0.83                                                                     $     .98
                                            ========                                                                     =========
Net income per common share - diluted   
   (based on 57,217 shares and 82,993
   shares)                                  $   0.79                                                                     $     .96
                                            ========                                                                     =========

                                    Page 12
   13
         NOTES TO CONDENSED CONSOLIDATED PRO FORMA FINANCIAL STATEMENTS
                (AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Basis of Pro Forma:
- -------------------

         The unaudited Condensed Consolidated Pro Forma Financial Statements
were prepared to give Pro Forma effect to the acquisition of The Merchandise
Mart Group of Properties ("Merchandise Mart"). The previously completed
acquisitions and investments (Mendik Company, 90 Park Avenue, Arbor Property
Trust, Americold Corporation and URS Logistics, Inc. The Montehiedra Town 
Center, The Riese Transaction, Charles E. Smith Commercial Realty L.P., The 
Hotel Pennsylvania, 640 Fifth Avenue, One Penn Plaza and 150 East 58th Street) 
are included in "Historical Vornado" from their respective dates of 
acquisition. The column headed "Previously Completed Acquisitions" includes the
results of operations of those entities for the period of time during 1997 
prior to their acquisition. The Pro Forma data also includes information 
updated through December 31, 1997 for certain previously completed acquisitions
which were disclosed in Form 8-K's previously filed with the Securities and 
Exchange Commission.

         Acquisitions were consummated through subsidiaries or preferred stock
affiliates of Vornado and were recorded under the purchase method of accounting.
Net assets and have been included in these financial statements since their 
respective dates of acquisition. The respective purchase costs were allocated 
to acquired assets and assumed liabilities using their relative fair values as 
of the closing dates, based on valuations and other studies which are not yet 
complete. Accordingly, the initial valuations are subject to change as such 
information is finalized. Vornado believes that any such change will not be 
significant since the allocations were principally to real estate.

The following adjustments were required to give pro forma effect to the
Merchandise Mart acquisition:

Pro Forma December 31, 1997 Balance Sheet:

         (A)      Reflects the acquisition of a real estate portfolio from the
                  Kennedy Family for approximately $630 million (including $30
                  million for the acquisition of Merchandise Mart Properties,
                  Inc. which manages the properties and trade shows), consisting
                  of $187 million in cash, $116 million in Operating Partnership
                  Units, $77 million in existing debt and $250 million of newly
                  issued debt.

Pro Forma December 31, 1997 Income Statement:

         (B)      To adjust rentals for the year ended December 31, 1997 arising
                  from the straight-lining of tenant leases that contain
                  escalations over the lease term.
         (C)      To record equity in Management Company equal to management
                  fees charged to properties.
         (D)      Adjustment to depreciation expense for the year ended December
                  31, 1997 for the acquisition of The Merchandise Mart Group of
                  Properties.
         (E)      To reflect (i) interest for newly issued debt of approximately
                  $250,000 at LIBOR plus 1.35% (6.85% at January 1, 1997) (ii)
                  historical interest for existing debt of approximately
                  $77,000 and (iii) interest on the revolving credit facility
                  at LIBOR plus .83% (6.8% at December 31, 1997).
         (F)      To reflect preferred dividend at a blended rate of 6.0% on
                  $67,467 of preferred units.

                                    Page 14
   14
                              VORNADO REALTY TRUST

                                   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.

                                                  VORNADO REALTY TRUST
                                                  --------------------
                                                     (Registrant)

Date: April 8, 1998                                  /s/ Irwin Goldberg
                                                  -----------------------
                                                      IRWIN GOLDBERG
                                                      Vice President,
                                                   Chief Financial Officer

                                     Page 15
   15
                                INDEX TO EXHIBITS

                                                                        PAGE
   EXHIBIT NO.                      EXHIBIT                          REFERENCE
   -----------                      -------                          ---------
      99.1          Press release dated April 2, 1998, of
                    Vornado Realty Trust, announcing the
                    completion of its acquisition of The
                    Merchandise Mart and other properties
                    from the Kennedy Family..............................17

                                     Page 16
   1
                                  EXHIBIT 99.1

CONTACT:  JOSEPH MACNOW
           (201) 587-1000

                                                        Park 80 West, Plaza II
                                                        Saddle Brook, NJ 07663

                      FOR IMMEDIATE RELEASE - APRIL 2, 1998

              VORNADO REALTY TRUST COMPLETES THE ACQUISITION OF
                  THE MERCHANDISE MART AND OTHER PROPERTIES
                             FROM THE KENNEDY FAMILY

      SADDLE BROOK, NEW JERSEY.....VORNADO REALTY TRUST (NYSE:VNO) today
announced that it has closed its previously announced acquisition of a real
estate portfolio from the Kennedy Family for approximately $630 million,
consisting of $187 million in cash, $116 million in Operating Partnership Units,
$77 million in existing debt and $250 million of newly issued debt.

      The acquired real estate assets consist of a portfolio of properties used
for office, retail and trade showroom space which aggregate approximately 5.3
million square feet and include the famed Merchandise Mart in Chicago. The
transaction also includes the acquisition of Merchandise Mart Properties, Inc.
which manages the properties and trade shows.

      Vornado is a fully-integrated equity real estate investment trust.

      Certain statements contained herein may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results, performance
or achievements of the Company to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. Such factors include, among others, risks associated
with the timing of and costs associated with property improvements, financing
commitments and general competitive factors.

                                     ####

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