GARMENT CAPITOL ASSOCIATES
10-Q, 1996-08-15
OPERATORS OF NONRESIDENTIAL BUILDINGS
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			       FORM 10-Q

		   SECURITIES AND EXCHANGE COMMISSION
			 Washington, D.C. 20549

	 (Mark One)

	 [x]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
	 OF 
		  THE SECURITIES EXCHANGE ACT OF 1934

	 For the quarterly period ended June 30, 1996

				   OR

	 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
	 OF
		  THE SECURITIES EXCHANGE ACT OF 1934

	 For the transition period from ____________ to
	 ___________

	 Commission file number 0-768

		       GARMENT CAPITOL ASSOCIATES
	 (Exact name of registrant as specified in its
	 charter)

	    A New York Partnership                  13-6083208 
	    (State or other jurisdiction of         (I.R.S. Employer
	    incorporation or organization)          Identification No.)

		    60 East 42nd Street, New York, New York 10165
		       (Address of principal executive offices)
				      (Zip Code)

				    (212) 687-8700
		 (Registrant's telephone number, including area code)

					 N/A
	    (Former name, former address and former fiscal year, if
	    changed since last report)

	    Indicate by check mark whether the Registrant (1) has filed
	    all reports required to be filed by Section 13 or 15(d) of
	    the Securities Exchange Act of 1934 during the preceding 12
	    months (or for such shorter period that the Registrant was
	    required to file such reports), and (2) has been subject to
	    such filing requirements for the past 90 days. 
	    Yes [ X ].  No [   ].


		An Exhibit Index is located on Page 14 of this Report.
	       Number of pages (including exhibits) in this filing: 17
<PAGE>

									    2.
			  PART I.  FINANCIAL INFORMATION

 Item 1.  Financial Statements.

			    Garment Capitol Associates
			  Condensed Statement of Income
				  (Unaudited)          


				    For the Three Months    For the Six Months
				       Ended June 30,         Ended June 30,  
				      1996       1995         1996      1995

  Income:

     Rent income, from a related
       party (Note B)             $272,500    $272,500     $545,000   $545,000 
     Dividend income                    10          80           21      2,926 
     Interest income                26,819         -0-       26,819        -0- 
				  --------    --------     --------   -------- 
       Total income                299,329     272,580      571,840    547,926 
				  --------    --------     --------   -------- 
  Expenses:

     Interest on mortgage          111,883      82,609      192,039    165,994 
     Supervisory services, to a 
       related party (Note C)       10,625      10,625       21,250     21,250 
     Amortization of mortgage
       refinancing costs             7,042       7,042       14,084     14,085 
				  --------    --------     --------   -------- 
       Total expenses              129,550     100,276      227,373    201,329 
				  --------    --------     --------   -------- 
  Net income                      $169,779    $172,304     $344,467   $346,597 
				  ========    ========     ========   ======== 

  Earnings per $5,000 partici-
     pation unit, based on 1,050
     participation units outstand-
     ing during the year          $ 161.69    $ 164.10     $ 328.06   $ 330.09 
				  ========    ========     ========   ======== 

  Distributions per $5,000 parti-
     cipation unit consisted of the 
     following:

     Income                       $ 142.36    $ 145.74     $ 284.72   $ 291.48 
				  ========    ========     ========   ======== 

  At June 30, 1996 and 1995, there were $5,250,000 of participations
  outstanding.
<PAGE>

									     3.
			    Garment Capitol Associates
			      Condensed Balance Sheet
				    (Unaudited)


 Assets                                       June 30, 1996   December 31, 1995
 Current assets
   Cash                                         $  106,352           $   88,199 
   Due from lessee                               1,011,896                  -0- 
						----------           ---------- 
   Total current assets                          1,118,248               88,199 
						----------           ---------- 
 Real Estate  
   Land                                          2,500,000            2,500,000 
						----------           ---------- 
   Building                                      8,000,000            8,000,000 
     Less, allowance for depreciation            8,000,000            8,000,000 
						----------           ---------- 
						       -0-                  -0- 
						----------           ---------- 
 Intangible assets
   Mortgage refinancing costs                      107,050              107,050 
     Less, allowance for amortization               67,109               53,025 
						----------           ---------- 
						    39,941               54,025 
						----------           ---------- 
   Total assets                                 $3,658,189           $2,642,224 
						==========           ========== 
 Liabilities and Capital
 Current liabilities
   Accrued interest payable                     $   34,335           $   26,906 
   Prepaid interest                                  9,066                  -0- 
   Principal payments of first mortgage
     payable within one year                     3,999,947              133,052 
						----------           ---------- 
       Total current liabilities                 4,043,348              159,958 
 Long-term debt                                        -0-            2,912,936 
						----------           ---------- 
						 4,043,348            3,072,894 
						----------           ---------- 
 Capital
   Capital deficit, January 1,                    (430,670)            (512,096)
   Add, Net income: 
     January 1, 1996 through June 30, 1996         344,467         
     January 1, 1995 through December 31, 1995                          693,538 

   Less, Distributions: 
     Monthly distributions,
     January 1, 1996 through June 30, 1996         298,956         
     January 1, 1995 through December 31, 1995                          612,112 
						----------           ---------- 
 Capital deficit:
   June 30, 1996                                  (385,159)        
   December 31, 1995                                                   (430,670)
						----------           ---------- 
     Total liabilities and capital deficit:
       June 30, 1996                            $3,658,189         
       December 31, 1995                                             $2,642,224 
						==========           ========== 
<PAGE>




									    4.
			   Garment Capitol Associates 
		       Condensed Statement of Cash Flows  
				    (Unaudited)           



					      January 1, 1996  January 1, 1995
						  through          through
					       June 30, 1966    June 30, 1995 


    Cash flows from operating activities:
      Net income                                 $ 344,467        $ 346,597
    Adjustments to reconcile net income 
      to cash provided by operating activities:
    Amortization of mortgage refinancing costs      14,084           14,085 
    Change in accrued interest payable               7,429          (37,922)
    Change in prepaid interest                       9,066              -0- 
						 ---------        --------- 
      Net cash provided by
	  operating activities                     375,046          322,760 

    Cash flows from financing activities:
      Cash distributions                          (298,956)        (306,056)
      Change in due from lessee                 (1,011,896)             -0- 
      Change in first mortgage                     953,959         (205,262)
      Mortgage refinancing costs                       -0-          (37,568)
						 ---------        --------- 
      Net cash used in financing activities       (356,893)        (548,886)
						 ---------        --------- 
      Net increase (decrease) in cash               18,153         (226,126)

    Cash, beginning of period                       88,199          321,323 
						 ---------        --------- 
    Cash, end of period                          $ 106,352        $  95,197     
						 =========        =========     


					    January 1, 1996  January 1, 1995    
						through          through    
					     June 30, 1996    June 30, 1995 


    Cash paid for:
      Interest                                   $ 184,610        $ 203,916     
						 =========         ========
<PAGE>
	 Garment Capitol Associates                                      5.

	 June 30, 1996






	 Notes to Condensed Financial Statements (Unaudited)

	 Note A - Basis of Presentation

	       The accompanying unaudited condensed financial statements
	 have been prepared in accordance with the instructions to Form
	 10-Q and therefore do not include all information and footnotes
	 necessary for a fair presentation of financial position, results
	 of operations and statement of cash flows in conformity with
	 generally accepted accounting principles.  The accompanying
	 unaudited condensed financial statements include all adjustments
	 (consisting only of normal recurring accruals) which are, in the
	 opinion of the partners in Registrant, necessary for a fair
	 statement of the results for such interim periods.  The partners
	 in Registrant believe that the accompanying unaudited condensed
	 financial statements and the notes thereto fairly disclose the
	 financial condition and results of Registrant's operations for the
	 periods indicated and are adequate to make the information pre-
	 sented therein not misleading.


	 Note B - Interim Period Reporting

	       The results for the interim period are not necessarily
	 indicative of the results to be expected for a full year. 

	       Registrant was organized on January 10, 1957.  On May 1,
	 1957, Registrant acquired fee title to the Garment Capitol
	 Building (the "Building") and the land thereunder, located at 498
	 Seventh Avenue, New York, New York (the "Property").  Registrant's
	 partners are Stanley Katzman, John L. Loehr and Peter L. Malkin
	 (collectively the "Partners"), each of whom also acts as an agent
	 for holders of participations in their respective partnership
	 interests in Registrant (the "Participants").

	       Registrant does not operate the Property.  Registrant leased
	 the Property to 498 Seventh Avenue Associates (the "Original
	 Lessee") under a net operating lease (the "Lease") which commenced
	 as of May 1, 1957 and currently expires on April 30, 2007.  Lessee
	 has one 25-year renewal option which has not been exercised and
	 which, if exercised, will extend the Lease to April 30, 2032.

	       In 1994 and 1995, the Original Lessee made capital calls on
	 its partners in the aggregate amount of $1,300,000 to defray
	 certain operating expenses and improvement costs at the Property.
	 Despite these new capital infusions, however, the Original Lessee
	 concluded that to return the Property to profitability would
	 require a very large additional capital investment, estimated by
<PAGE>
	 Garment Capitol Associates                                      6.

	 June 30, 1996




	 the Original Lessee to be as high as $16,000,000.  Therefore, on
	 December 29, 1995, in accordance with the terms of the Operating
	 Lease, the Original Lessee assigned the Operating Lease to 4987
	 Corporation (the "New Lessee"), thereby effectively terminating
	 the liability of the Original Lessee and its partners under the
	 Lease.  The shares in the New Lessee are owned by the partners in
	 the Original Lessee except that a substantial portion of the
	 shares owned by Peter L. Malkin are held by him for the benefit of
	 members of his family but he retains voting control.

	      The New Lessee has paid basic rent under the Lease through
	 August 1, 1996.  Registrant applied or reserved these rents to
	 cover (1) its monthly mortgage payments to the Apple Bank for
	 Savings ("Apple Bank") on Registrants' fee mortgage on the
	 Property (the "Mortgage Loan"), (2) its monthly fee for
	 supervisory services and (3) its distributions to the Participants
	 in Registrant.  The New Lessee did not pay the New York City real
	 estate taxes and Business Improvement District ("BID") assessments
	 in the amounts of $936,180.00 and $29,695.14, respectively, and
	 certain other minor assessments and charges aggregating less than
	 $1,500, all of which were due on January 1, 1996 or shortly
	 thereafter.  The New Lessee also failed to pay the New York City
	 real estate taxes and BID assessments in the amounts of
	 $1,053,254.50 and $28,529.26, respectively, which were due on July
	 1, 1996.  As a result, although payment of the January 1, 1996 and
	 July 1, 1996 real estate taxes and BID assessments has been made
	 as described below, the New Lessee is in default of the Operating
	 Lease as of January 1, 1996.

	      The New Lessee has requested that Registrant forbear from
	 exercising its rights and remedies under the Lease, including
	 termination of the Lease, by reason of the failure to pay the
	 January 1, 1996 and July 1, 1996 real estate taxes and BID
	 assessments, while Registrant solicits the consent of the
	 Participants to a sale of the Property.  On July 26, 1996, the
	 Partners mailed to the Participants a STATEMENT ISSUED BY THE
	 AGENTS IN CONNECTIONS WITH THE SOLICITATIONS OF THE CONSENTS OF
	 THE PARTICIPANTS (the "Statement") requesting their authorization
	 for a sale of the Property and forbearance in favor of the New
	 Lessee.  The details of the Partners' proposal are provided in the
	 Statement.  If Registrant does forbear, the New Lessee has agreed
	 to cooperate fully with Registrant in connection with the sale of
	 the Property and to continue to perform its other obligations
	 under the Lease, including payment of basic rent, to enable
	 Registrant to continue its monthly distributions to the
	 Participants, pay its supervisory fee and pay its monthly mortgage
	 obligation.  The continuation of the Lease will also serve to
	 insulate Registrant from third party liabilities attendant on
	 property operations.  Because the consent solicitation program
	 includes the continuation of the Lease with the New Lessee,
<PAGE>
	 Garment Capitol Associates                                      7.

	 June 30, 1996




	 Registrant has not yet sent a notice of default under the Lease
	 based on the failure of the New Lessee to pay the January 1, 1996
	 and July 1, 1996 real estate taxes and BID assessments but the
	 Partners have been advised that Registrant's right to send such a
	 notice has not been affected by this delay or by the acceptance of
	 rent since the default.

	      Although the failure to pay the January 1, 1996 and July 1,
	 1996 real estate taxes and BID assessments also constitutes a
	 breach of Registrant's obligations under the Mortgage Loan, Apple
	 Bank has agreed to forbear from exercising its rights and remedies 
	 during the period of the solicitation of consents through a sale
	 of the Property based on arrangements made between the
	 shareholders of the New Lessee (or designees on their behalf) and
	 Apple Bank to fund the January 1, 1996 real estate taxes and BID
	 assessments and certain future real estate taxes and BID
	 assessments on the Property (together with the January 1, 1996
	 real estate taxes, the "Real Estate Taxes") through protective
	 advances under the Mortgage Loan.  The shareholders of the New
	 Lessee (or designees on their behalf) have personally borrowed
	 from Apple Bank (a) on April 2, 1996, the sum of $1,012,274.18,
	 equal to the January 1, 1996 real estate taxes and BID assessments
	 and interest thereon to the date of the borrowing, and certain
	 other minor city charges and interest aggregating less than $1,500
	 and (b) on June 28, 1996, the sum of $1,081,783.76 equal to the
	 July 1, 1996 real estate taxes and BID assessment.  The April 2,
	 1996 borrowing was used to fund a protective advance by Apple Bank
	 to pay the January 1, 1996 real estate taxes and BID assessments,
	 interest thereon and such minor charges, through the purchase of a
	 subordinate participating interest in the Mortgage Loan in such
	 amount.  The June 28, 1996 borrowing was used to fund a protective
	 advance by Apple Bank to pay the July 1, 1996 Real Estate Taxes
	 and BID assessments through the purchase of an additional
	 subordinate participating interest in the Mortgage Loan in such
	 amount.  Interest and principal required to be paid on the
	 protective advances and on any future protective advances will be
	 paid by the New Lessee so long as the Lease continues in effect.

	      As to future Real Estate Taxes, Apple Bank has agreed to make
	 additional personal loans to such individual shareholders (or
	 their designees) to fund further protective advances to cover the
	 Real Estate Taxes due January 1, 1997 (covering the period to June
	 30, 1997).  Those individual borrowers intend to borrow the funds
	 from Apple Bank and fund the protective advances as required to
	 pay the January 1, 1997 Real Estate Taxes if the Participants
	 approve the program to sell the Property as described in the
	 Statement and so long as the Lease continues in effect.
<PAGE>
	 Garment Capitol Associates                                      8.

	 June 30, 1996




	      The Original Lessee was a partnership in which Peter L.
	 Malkin was among the partners.  The stockholders in the New Lessee
	 are the partners in the Original Lessee.  The Partners in
	 Registrant are also members of the law firm of Wien, Malkin &
	 Bettex, 60 East 42nd Street, New York, New York, counsel to
	 Registrant and to Original Lessee ("Counsel").  

	      Under the Lease, New Lessee must pay (i) annual basic rent of
	 $1,090,000 (the "Basic Rent") to Registrant and (ii) additional
	 rent equal to 50% of New Lessee's net operating profit in excess
	 of $200,000 for each Lease year (the "Additional Rent").  

	      Additional Rent income is recognized when earned from the New
	 Lessee, at the close of the lease years ending April 30.  Such
	 income, if any, is not determinable until the New Lessee, pursuant
	 to the Lease, renders to Registrant a certified report on the
	 operation of the Property.  The Lease does not provide for the New 

	 Lessee to render interim reports to Registrant, so no Additional
	 Rent income is reflected for the period between the end of the
	 lease year and the end of Registrant's fiscal year.  

	       The current term of the Lease expires on April 30, 2007, and
	 the Lease is subject to the renewal option described above.
	 Pursuant to the Lease, the Lessee has the option of surrendering
	 its leasehold interest, at any time, upon 60 days' prior written
	 notice without further liability after the date of surrender.  In
	 addition, the New Lessee has the right to assign the Lease,
	 without Registrant's consent, so long as the assignee assumes, in
	 writing, all of the obligations of the Lease. 

	       On March 23, 1995, Registrant entered into a Modification
	 and Extension Agreement (the "Modification"), as of December 1,
	 1992, with Apple Bank the Mortgage Loan, which was originally made
	 on November 30, 1987 in the principal amount of $3,485,000.  The
	 Mortgage Loan is secured by a first mortgage on the Property.  

	       Lessee reported net loss of $1,862,412 for the lease year
	 ended April 30, 1996; therefore, there was no additional rent
	 payable for such lease year.  Consequently, no additional payments
	 for supervisory services were payable to Counsel for the lease
	 year ended April 30, 1996.  


	 Note C - Supervisory Services

	       Registrant pays Counsel for supervisory services and
	 disbursements (i) the basic payment of $42,500 per annum ("Basic
	 Payment"); (ii) an additional annual basic payment of the first
	 $37,500 of Additional Rent paid by Lessee in any lease year
<PAGE>
	 Garment Capitol Associates                                      9.

	 June 30, 1996




	 ("Additional Basic Payment"); and (iii) an additional payment of
	 10% of all distributions to Participants in any year in excess of
	 the amount representing a return at the rate of 18% per annum on
	 their remaining cash investment in any year (the "Additional
	 Payment").  The Additional Basic Payment will be payable in each
	 year only from Additional Rent received by Registrant from New
	 Lessee.  If Additional Rent in any year is inadequate to cover the
	 Additional Basic Payment, such deficiency shall be payable in the
	 following year in which Additional Rent is sufficient.

	       No remuneration was paid during the three month period ended
	 June 30, 1996 by Registrant to any of the Partners as such.
	 Pursuant to the fee arrangements described herein, Registrant paid
	 Counsel $42,500 during the fiscal year ended December 31, 1995.
	 Registrant also paid Counsel $10,625 and $21,250, respectively, of
	 the Basic Payment for supervisory services for the three and six
	 month periods ended June 30, 1996.  

	       The supervisory services provided to Registrant by Counsel
	 include legal, administrative services and financial services.
	 The legal and administrative services include acting as general
	 counsel to Registrant, maintaining all of its partnership records,
	 performing physical inspections of the Building, reviewing 

	 insurance coverage and conducting annual partnership meetings.
	 Financial services include monthly receipt of rent from the New
	 Lessee, payment of monthly and additional distributions to the
	 Participants, payment of all other disbursements, confirmation of
	 the payment of real estate taxes, and active review of financial
	 statements submitted to Registrant by the Lessee and financial
	 statements audited by and tax information prepared by Registrants'
	 independent certified public accountant, and distribution of such
	 materials to the Participants.  Counsel also prepares quarterly,
	 annual and other periodic filings with the Securities and Exchange
	 Commission and applicable state authorities.

	       Reference is made to Note B of Item 1 ("Note B") for a
	 description of the terms of the Lease between Registrant and New
	 Lessee.  As of June 30, 1996, Mr. and Mrs. Peter L. Malkin own
	 shares in the New Lessee.  Mr. Malkin disclaims any beneficial
	 ownership of Mrs. Malkin's interest in the New Lessee.  

	       The respective interests of Messrs. Katzman, Loehr and
	 Malkin, if any, in Registrant arise solely from the ownership of
	 their respective participations in Registrant.  The Partners
	 receive no extra or special benefit not shared on a pro rata basis
	 with all other Participants in Registrant or partners in the New
	 Lessee.  However, each of the Partners, by reason of his
	 respective interest in Counsel, is entitled to receive his pro
<PAGE>
	 Garment Capitol Associates                                     10.

	 June 30, 1996




	 rata share of any legal fees or other remuneration paid to Counsel
	 for legal and supervisory services rendered to Registrant and the
	 New Lessee.

	       As of June 30, 1996, the Partners owned of record and
	 beneficially an aggregate $50,000 of Participations, representing
	 less than 1% of the currently outstanding Participations in
	 Registrant.

	       In addition, as of June 30, 1996, certain of the Partners in
	 Registrant (or their respective spouses) held additional
	 Participations in Registrant as follows:

	       Peter L. Malkin owned of record as trustee, but not
	       beneficially, $5,000 of Participations.  Mr. Malkin
	       disclaims any beneficial ownership of such Participations.

	       Isabel Malkin, the wife of Peter L. Malkin, owned of record
	       and beneficially, $21,250 of Participations.  Mr. Malkin
	       disclaims any beneficial ownership of such Participations.  

	 Item 2.   Management's Discussion and Analysis of 
		   Financial Condition and Results of Operations.

	       Registrant was organized solely for the purpose of acquiring
	 the Property subject to the Lease.  Registrant is required to pay
	 from Basic Rent the annual charges due under the Mortgage Loan and
	 the Basic Payment for supervisory services, and to distribute the
	 balance to the Participants.  Additional Rent is distributed to 
	 the Participants after the Additional Basic Payment and the
	 Additional Payment is made to Counsel.  See Note C of Item 1
	 ("Note C").  Pursuant to the Lease, the New Lessee has assumed
	 responsibility for the condition, operation, repair, maintenance
	 and management of the Property.  Registrant need not maintain
	 substantial reserves or otherwise maintain liquid assets to defray
	 any operating expenses of the Property.

	       Registrant does not pay dividends.  During the three and six
	 month periods ended June 30, 1996, Registrant made regular monthly
	 distributions of $47.45 for each $5,000 participation ($569.40 per
	 annum for each $5,000 participation).  As a result of no
	 Additional Rent being payable to Registrant for the lease year
	 ended April 30, 1996, there was no additional distribution for
	 1996.  There are no restrictions on Registrant's present or future
	 ability to make distributions; however, the amount of such distri-
	 butions depends solely on the ability of New Lessee to make
	 monthly payments of Basic Rent and Additional Rent to Registrant
<PAGE>
	 Garment Capitol Associates                                     11.

	 June 30, 1996




	 in accordance with the terms of the Lease.  Registrant expects to
	 make distributions so long as it receives the payments provided
	 for under the Lease.  See Note B.

	       Registrant's results of operations are affected primarily by
	 the amount of rent payable to it under the Lease.  The following
	 summarizes, with respect to the current period and the
	 corresponding period of the previous year, the material factors
	 affecting Registrant's results of operations for such periods:

		Total income increased for the three and six month
		periods ended June 30, 1996, as compared with the
		three and six month periods ended June 30, 1995.
		Such increase resulted mainly from interest income
		on a loan to the Lessee.  Total expenses increased
		for the three and six month periods ended June 30,
		1996, as compared with the three and six month
		periods ended June 30, 1995.  Such increase
		resulted from an increase in interest expense on
		the first mortgage reflecting interest on
		additional principal borrowed for the payment of
		Real Estate Taxes.  See Note B.  

			   Liquidity and Capital Resources

		   There has been no significant change in Registrant's
	 liquidity for the three and six month periods ended June 30, 1996
	 as compared with the three and six month periods ended June 30,
	 1995.  As stated in Note B, Apple Bank has extended the Mortgage
	 Loan until December 1, 1997.

		   Registrant believes that the value of the Property is
	 currently in excess of the amount of the mortgage balance and
	 anticipates that the value of the Property will be in excess of
	 the mortgage balance at maturity.  Changes in the short-term or
	 long-term financial liquidity position of Registrant are dependent 

	 on the payments made by New Lessee under the Lease.  Registrant
	 foresees no need for it to make material commitments for capital
	 expenditures while the Lease is in effect.

				      Inflation

		   Registrant believes that there has been no material
	 change in the impact of inflation on its operations since the
	 filing of its report on Form 10-K for the year ended December 31,
	 1995, which report and all exhibits thereto are incorporated
	 herein by reference and made a part hereof.
<PAGE>
	 Garment Capitol Associates                                     12.

	 June 30, 1996




			     PART II.  OTHER INFORMATION

	 Item 1.  Legal Proceedings.

		   There are no material pending legal proceedings to which
	 Registrant is a party.

	 Item 6.   Exhibits and Reports on Form 8-K.

		   (a)  The exhibits hereto are being incorporated by
			reference.  

		   (b)  Registrant filed a Definitive Proxy Statement on
			Schedule 14A on July 25, 1996.
<PAGE>
	 Garment Capitol Associates                                     13.

	 June 30, 1996





				     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 thereunto duly authorized.  

		   The individual signing this report on behalf of
	 Registrant is Attorney-in-Fact for Registrant and each of the
	 Partners in Registrant, pursuant to a Power of Attorney, dated
	 April 10, 1996 (the "Power").



	 GARMENT CAPITOL ASSOCIATES
	 (Registrant)



	 By:  /s/ Stanley Katzman
	      Stanley Katzman, Attorney-in-fact*


	 Date:  August 14, 1996


		   Pursuant to the requirements of the Securities Exchange
	 Act of 1934, this report has been signed by the undersigned as
	 Attorney-in-Fact for each of the Partners in Registrant, pursuant
	 to the Power, on behalf of Registrant and as a Partner in
	 Registrant on the date indicated.



	 By:  /s/ Stanley Katzman
	      Stanley Katzman, Attorney-in-fact*


	 Date:  August 14, 1996





	 ______________________
	    *   Mr. Katzman supervises accounting functions for
		Registrant.
<PAGE>
	 Garment Capitol Associates                                     14.

	 June 30, 1996






				    EXHIBIT INDEX


	 Number                     Document                       Page*

	 2(a)         Proxy Statement issued by the Agents
		      in connection with the solicitation
		      of consents of the Participants, which
		      was filed on Schedule 14A by Registrant
		      on July 25, 1996 and is incorporated
		      herein by reference. 

	 2(b)         Letter to Participant dated August 8, 
		      1996 and accompanying financial reports 
		      for the lease years ended April 30, 1996 
		      and April 30, 1995.  Foregoing material 
		      shall not be deemed to be "filed" with 
		      the Commission or otherwise subject to 
		      the liabilities of Section 18 of the 
		      Securities Exchange Act of 1934.  

	 25           Power of Attorney dated April 10, 1996
		      between Peter L. Malkin, John L. Loehr 
		      and Stanley Katzman as Partners in 
		      Registrant and Richard A. Shapiro and 
		      Stanley Katzman, which was filed as 
		      Exhibit 25 to Registrant's 10-Q for
		      the quarter ended March 31, 1996 and
		      is incorporated herein by reference.














	 ______________________
	 *   Page references are based on a sequential numbering system.


       [LETTERHEAD OF WIEN, MALKIN & BETTEX]










						      Exhibit 2(b)


				       August 8, 1996




	 TO PARTICIPANTS IN GARMENT CAPITOL ASSOCIATES:

	      We enclose the comparative combined operating report of
	 4987 Corporation and 498 Seventh Avenue Associates, for the
	 lease years ended April 30, 1996 and April 30, 1995.  Additional
	 rent is payable to Garment Capitol Associates equal to 50% of
	 net profit in excess of $200,000 per annum.  The lessee incurred
	 a loss of $1,862,412 for the lease year ended April 30, 1996;
	 therefore, there was no additional rent.  

	      On July 26, 1996, we wrote to inform you of recent
	 developments regarding your investment in Garment Capitol
	 Associates, the fee owner of 498 Seventh Avenue in New York
	 City, and to request your consent to a sale of the property.

	      If you have any question, please communicate with Stanley
	 Katzman (212) 850-2630.

				       Cordially yours,

				       WIEN, MALKIN & BETTEX

				       BY:  Stanley Katzman
	 SK:fm
	 Encs.
<PAGE>

	[LETTERHEAD OF KAUFMAN GOLDSTEIN] 














	 4987 Corporation
	 60 East 42nd Street
	 New York, New York 10165

	 Gentlemen:

	       In accordance with our engagement, we have reviewed the
	 special-purpose comparative combined statement of income and
	 expense, as defined, of 4987 Corporation and 498 Seventh Avenue
	 Associates for the lease years ended April 30, 1996 and 1995.

	       Our engagement included the examination of statements of
	 receipts and disbursements, together with supporting records,
	 submitted by Helmsley-Spear, Inc., the managing agent for the
	 property, but did not include the verification by direct
	 communication of the income from tenants or liabilities and
	 disbursements to vendors.

	       In our opinion, subject to the above, the accompanying
	 special-purpose comparative combined statement of income and
	 expense presents fairly the combined net operating (loss), as
	 defined, of 4987 Corporation and 498 Seventh Avenue Associates
	 for the lease years ended April 30, 1996 and 1995.

				    Respectfully submitted,



				    Kaufman Goldstein


	 New York, New York
	 May 22, 1996
<PAGE>




		4987 Corporation and 498 Seventh Avenue Associates
	       Comparative Combined Statement of Income and Expense
				    (Unaudited)



				      May l, 1995     May 1, 1994
					through         through      Increase
				     April 30, 1996  April 30, 1995 (Decrease)

  Income:
     Rent                               $6,280,797     $6,395,782    ($114,985)
     Electricity - net                     (52,167)       (32,770)   (  19,397)
     Real estate tax refund                    -0-        470,454    ( 470,454)
     Miscellaneous                         113,276        105,293        7,983 
					 ---------      ---------    --------- 
	Total Income                     6,341,906      6,938,759    ( 596,853)
					 ---------      ---------    --------- 
  Expenses:

     Rent paid                           1,090,000      1,090,000          -0- 
     Labor costs                         1,467,021      1,348,879      118,142 
     Real estate taxes                   1,999,790      2,455,608    ( 455,818)
     Repairs, supplies and improvements  1,874,920      2,684,061    ( 809,141)
     Management and leasing                689,280        588,076      101,204 
     Steam                                 294,386        196,903       97,483 
     Water - net                           123,975    (    28,315)     152,290 
     Professional fees                     207,839        280,256    (  72,417)
     Insurance                             187,832        190,016    (   2,184)
     Amortization of elevator 
       improvements                        201,183        201,183          -0- 
     Interest on notes payable -
	re elevator improvements               -0-          2,937    (   2,937)
     Fire alarm service                     27,559         30,356    (   2,797)
     Cartage                                12,882         50,240    (  37,358)
     Miscellaneous                          27,651         70,590    (  42,939)
					----------     ----------    --------- 

     Total Expenses                      8,204,318      9,160,790    ( 956,472)
					 ---------      ---------    --------- 
  Net (loss) for the lease year        ( 1,862,412)   ( 2,222,031)   ( 359,619)

  Less, Exclusion under lease                  -0-            -0-          -0- 
					-----------    -----------   ----------
  Net income subject to 
     additional rent                           -0-            -0-          -0- 
					$==========    $==========   $=========

  Additional rent, at 50%                      -0-            -0-          -0- 
					$==========    $==========    $========




  The accompanying letter of transmittal is an integral part of this statement.

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the 
Company's Balance Sheet as of June 30, 1996 and the Statement Of Income
for the period ended June 30, 1996, and is qualified in its entirety by 
reference to such financial statements
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               JUN-30-1996
<CASH>                                         106,352
<SECURITIES>                                         0
<RECEIVABLES>                                1,011,896<F1>
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                             1,118,248
<PP&E>                                      10,500,000
<DEPRECIATION>                               8,000,000
<TOTAL-ASSETS>                               3,658,189<F2>
<CURRENT-LIABILITIES>                        4,043,348<F3>
<BONDS>                                              0
<COMMON>                                             0
                                0
                                          0
<OTHER-SE>                                    (385,159)
<TOTAL-LIABILITY-AND-EQUITY>                 3,658,189
<SALES>                                        545,000<F4>
<TOTAL-REVENUES>                               571,840<F5>
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                35,334<F6>
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                             192,039
<INCOME-PRETAX>                                344,467
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            344,467
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   344,467
<EPS-PRIMARY>                                   328.06<F7>
<EPS-DILUTED>                                   328.06<F7>
<FN>
<F1>Due from lessee
<F2>Includes unamortized mortgage refinancing costs
<F3>Accrued interest and first mortgage principal payment due 
    within one year and prepaid interest
<F4>Rental income
<F5>Includes dividend income and interest income
<F6>Supervisory services and amortization of mortgage refinancing costs 
<F7>Earnings per $5,000 participation unit, based on 1,050 participation 
    units outstanding during the period
</FN>
        

</TABLE>


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