March 18, 2022

Exhibit 1.1

March 18, 2022

X.X. Xxxxxxxx & Co.

0 Xxxxx Xxxxxx Xxxxx

Xxxxx Xxxxx, XX 00000

Attention: Equity Syndicate Department

Fax No.: (000) 000-0000

X. Xxxxx Securities, Inc.

000 Xxxx Xxxxxx, 00xx Xxxxx

Xxx Xxxx, XX 00000

Attention: General Counsel

Fax No.: (000) 000-0000

Re:  Amended and Restated Equity Offering Sales Agreement dated August  19,

2020 (the “Agreement”) between One Liberty Properties, Inc. and X.X. Xxxxxxxx

& Co. (“Davidson”) and X. Xxxxx Securities, Inc. (“Xxxxx”)

Ladies and Gentlemen:

The parties hereto agree that Davidson is, as of 5:00 pm EDT on the date hereof (the “Effective Time”), no longer acting as an Agent and its rights and obligations under this Agreement have terminated, other than those arising prior to the Effective Time, and other than its rights and obligations with respect to Sections 1, 5, 7 and 8, which shall remain in full force and effect notwithstanding such termination.  Notwithstanding the foregoing, the Agreement continues in full force and effect with respect to the other parties thereto.  Capitalized terms used without being defined herein shall have the meaning ascribed to such terms by the Agreement.

Sincerely,

One Liberty Properties, Inc.

By:

Xxxxx X. Xxxxxx, Chief Financial

Office and Senior Vice President

	X.X. Xxxxxxxx & Co.			X. Xxxxx Securities, Inc.
By:
	Name:		By:	Name:
	Title:			Title:

DWK/sc

(22/olp/olp atm/Davidson B Xxxxx termination)

cc: X.X. Xxxxxxxx & Co X. Xxxxx Securities, Inc. Xxxxxxx X. Xxxxxx, Xx.