ALLEN & CO INC
13F-NT, 2000-05-12
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 13F

                               FORM 13F COVER PAGE

  Report for the Calendar Year or Quarter Ended:    March 31, 2000.
  Check here if Amendment                     [   ];  Amendment Number:
  This Amendment (Check only one.):           [   ]   is a restatement
                                              [   ]   adds new holdings entries.

  Institutional Investment Manager Filing this Report:

  Name              Allen & Company Incorporated
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  Address           711 Fifth Avenue
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                  New York, New York 10022
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  Form 13F File Number:      28- 5910


  The institutional investment manager filing this report and the person
  by whom it is signed hereby represent that the person igning the report is
  authorized to submit it, that all information contained herein is true,
  correct and complete, and that it is understood that all required items,
  statements, schedules, lists, and tables, are considered integral parts
  of this form.

  Person Signing this Report on Behalf of Reporting Manager:

  Name:         Howard M. Felson
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  Title:        Vice President
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  Phone:       (212) 832-8000
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  Signature, Place, and Date of Signing:

  /s/ Howard M. Felson    New York, New York            May 12, 2000
  --------------------- ------------------------- ----------------------
  [Signature]            [City, State]                   [Date]

<PAGE>

  Report Type (Check only one.):

  [  ] 13F HOLDINGS REPORT. (Check here if all holdings of this reporting
  manager are reported in this report.)

  [ X ] 13F NOTICE. (Check here if no holdings reported are in this report,
  and all holdings are reported by other reporting manager(s).)

  [  ] 13F COMBINATION REPORT. (Check here if a portion of the holdings
  for this reporting manager are reported in this report and a portion are
  reported by other reporting manager(s).)

<PAGE>

             Attachment to Form 13F for Allen & Company Incorporated





  Allen & Company Incorporated (ACI) hereby advises that Allen Holding, Inc.
  (AHI), of which ACI is a wholly-owned subsidiary, is filing on ACIs
  behalf in AHIs Form 13F for the quarter ended March 31, 2000, which
  includes 13f securities with respect to which ACI and AHI share
  investment discretion. This statement is being filed pursuant to
  General Instruction B to Form 13F.



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