FORM 10-Q-A

                         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 March 31, 1998

                                         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 0-2670

                             60 EAST 42ND ST. ASSOCIATES
               (Exact name of registrant as specified in its charter)

         A New York Partnership                  13-6077181 
         (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 require-
         ments for the past 90 days. 
         Yes  [ X ].  No  [  ].


               An Exhibit Index is located on Page 3 of this Report. 
              Number of pages (including exhibits) in this filing:  





         60 East 42nd St. Associates                                    2.
         March 31, 1998





                                     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 Powers of Attorney, dated
         March 18, 1998, March 20, 1998 and May 14, 1998 (collectively, the
         "Power").

         60 EAST 42ND ST. ASSOCIATES
         (Registrant)



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


         Dated:  June 3, 1998


                   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 on the date indicated.


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


         Dated:  June 3, 1998











         ______________________
            *   Mr. Katzman supervises accounting functions for
                Registrant.
         60 East 42nd St. Associates                                    3.
         March 31, 1998





                                    EXHIBIT INDEX


         Number                   Document                      Page*

         3(a)                Partnership Agreement, dated
                             September 25, 1958, which was
                             filed by letter dated March 31,
                             1981 (Commission File No.
                             0-2670) as Exhibit No. 3 to
                             Registrant's Form 10-K for the
                             fiscal year ended December 31,
                             1980, is incorporated by
                             reference as an exhibit hereto.

         3(b)                Amended Business Certificate of
                             Registrant filed with the Clerk
                             of New York County on November
                             28, 1997, reflecting a change
                             in the Partners of Registrant.

         24                  Powers of Attorney dated
                             March 18, 1998, March 20, 1998
                             and May 14, 1998 between the
                             Partners of Registrant and
                             Stanley Katzman and Richard A.
                             Shapiro.




















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