60 EAST 42ND STREET ASSOCIATES
NT 10-Q, 1997-11-14
OPERATORS OF NONRESIDENTIAL BUILDINGS
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                       U.S. SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549

                                     FORM 12b-25

                             NOTIFICATION OF LATE FILING


                                                 SEC File Number: 0-2670
                                                 Cusip Number:
                    (Check One):

         [  ] Form 10-K and Form 10-KSB     [  ] Form 20-F
         [  ] Form 11-K                     [XX] Form 10-Q and Form 10-QSB
         [  ] Form N-SAR

              For Period Ended: Setpember 30, 1997

              [  ] Transition Report on Form 10-K
              [  ] Transition Report on Form 20-F
              [  ] Transition Report on Form 11-K
              [  ] Transition Report on Form 10-Q
              [  ] Transition Report on Form N-SAR
              For the Transition Period Ended:_________________

         Read attached Instruction Sheet Before Preparing Form. 
         Please Print or Type.

         Nothing in this form shall be construed to imply that the
         Commission has verified any information contained herein.  

         If the notification relates to a portion of the filing checked
         above, identify the Item(s) to which the notification relates:
         ___________________________________

         Part I - Registrant Information 

         60 East 42nd St. Associates
         Full Name of Registrant

         _____________________________
         (Former Name if Applicable) 

         60 East 42nd Street
         Address of Principal Executive Office
         (Street and Number) 

         New York, New York 10165
         City, State and Zip Code








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         Part II - Rules 12b-25(b) and (c)

         If the subject report could not be filed without unreasonable
         effort or expense and the registrant seeks relief pursuant to Rule
         12b-25(b), the following should be completed (Check box if
         appropriate)

               (a) The reasons described in reasonable detail in Part III
               of this form could not be eliminated without unreasonable
             [ effort or expense; 
             [
             [ (b) The subject annual report, semi-annual report,
             [ transition report on Form 10-K, Form 20-F, 11-K or Form
             [ N-SAR, or portion thereof will be filed on or before the
         [X] [ fifteenth calendar day following the prescribed due date; or
             [ the subject quarterly report or transition report on Form
             [ 10-Q, or portion thereof will be filed on or before the 
             [ fifth calendar day following the prescribed due date; and 
             [
             [ (c) The accountant's statement or other exhibit required by
               Rule 12b-25(c) has been attached if applicable. 

         Part III - Narrative

         State below in reasonable detail the reasons why Form 10-K and
         Form 10-KSB, 20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the
         transition report or portion thereof could not be filed within the
         prescribed period.  


              We are awaiting certain financial information regarding the
         Registrant.























                                         -2-<PAGE>




         Part IV - Other Information

         (1)  Name and telephone number of person to contact in regard to
              this notification

                 Mark Labell                 (212) 850-2677
                   (Name)              (Area Code)(Telephone Number)

         (2)  Have all other periodic reports required under section 13 or
              15(d) of the Securities Exchange Act of 1934 or section 30 of
              the Investment Company Act of 1940 during the preceding 12
              months or for such shorter period that the registrant was
              required to file such report(s) been filed?  If the answer is
              no, identify report(s).  
                                                      [XX] Yes  [  ] No

         (3)  Is it anticipated that any significant change in results of
              operations from the corresponding period for the last fiscal
              year will be reflected by the earnings statements to be
              included in the subject report or portion thereof?

                                                      [  ] Yes  [XX] No

              If so:  attach an explanation of the anticipated change, both
              narratively and quantitatively, and, if appropriate, state
              the reasons why a reasonable estimate of the results cannot
              be made.  

                             60 East 42nd St. Associates
                    (Name of Registrant as specified in charter)


         has caused this Notification to be signed on its behalf by the
         undersigned thereunto duly authorized Attorney-in-Fact for
         Registrant and each of the Partners in Registrant, pursuant to a
         Power of Attorney, dated August 6, 1996, and attached hereto as
         Exhibit 1.

         Date: November 14, 1997       


                                  60 EAST 42ND ST. ASSOCIATES
                                       (Registrant)

                                  By /s/Stanley Katzman
                                        Stanley Katzman, 
                                         Attorney-in-Fact








                                         -3-<PAGE>




                                                           EXHIBIT 1

                             60 EAST 42ND ST. ASSOCIATES

                                   FILE NO. 0-2670

                                  POWER OF ATTORNEY


                   We, the undersigned general partners of 60 East 42nd St.

         Associates ("Associates"), hereby severally constitute and appoint

         Stanley Katzman and Richard A. Shapiro and each of them,

         individually, our true and lawful attorneys with full power to

         them and each of them to sign for us, and in our names and in the

         capacities indicated below on behalf of Associates, any and all

         reports or other statements required to be filed with the

         Securities and Exchange Commission under Section 13 or 15(d) of

         the Securities Exchange Act of 1934. 

              Signature              Title                    Date

         /s/Donald A. Bettex
            Donald A. Bettex         General Partner     August 10, 1996

         /s/Ralph W. Felsten
            Ralph W. Felsten         General Partner     August 6, 1996

         /s/Stanley Katzman
            Stanley Katzman          General Partner     August 6, 1996

         /s/Peter L. Malkin
            Peter L. Malkin          General Partner     August 6, 1996

         /s/John L. Loehr
            John L. Loehr            General Partner     August 6, 1996

         /s/Richard A. Shapiro
            Richard A. Shapiro       General Partner     August 6, 1996

         /s/Thomas N. Keltner, Jr.
            Thomas N. Keltner, Jr.   General Partner     August 6, 1996






                                         -4-<PAGE>




         STATE OF NEW YORK   )
                             : ss.:
         COUNTY OF NEW YORK  )


                   On the 6th day of August, 1996 before me personally came

         JOHN L. LOEHR, RALPH W. FELSTEN, STANLEY KATZMAN, PETER L. MALKIN,

         RICHARD A. SHAPIRO and THOMAS N. KELTNER, JR., to me known to be

         the individuals described in and who executed the foregoing

         instrument, and acknowledged that they executed the same.  


                                       /s/Notary Public    
                                          NOTARY PUBLIC

         STATE OF NEW YORK   )
                             : ss.:
         COUNTY OF NEW YORK  )


                   On the 10th day of August, 1996 before me personally

         came DONALD A. BETTEX, to me known to be the individual described

         in and who executed the foregoing instrument, and acknowledged

         that he executed the same.  



                                  /s/Notary Public    
                                     NOTARY PUBLIC
















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