FORM 10-Q-A

                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549


         [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 0-827

                          EMPIRE STATE BUILDING ASSOCIATES
               (Exact name of registrant as specified in its charter)

            A New York Partnership                   13-6084254
            (State or other jurisdiction of          (I.R.S. Employer
            incorporation or organization)           Identification No.)

                       60 East 42nd Street, New York, New York
                       (Address of principal executive offices)
                                        10165
                                     (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 3 of this Report.
               Number of pages (including exhibits) in this filing:  <PAGE>

         Empire State Building 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
         August 6, 1996 and May 14, 1998 (collectively, the "Power").  



         EMPIRE STATE BUILDING 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<PAGE>
         Empire State Building Associates                               3.
         March 31, 1998





                                    EXHIBIT INDEX


            Number                   Document                      Page*


            3(a)      Registrant's Partnership Agreement
                      dated July 11, 1961, filed as Exhibit
                      No. 1 to Registrant's Registration
                      Statement on Form S-1 as amended (the
                      "Registration Statement") by letter
                      dated August 8, 1962 and assigned File
                      No. 2-18741, is incorporated by refer-
                      ence as an exhibit hereto.

            3(b)      Amended Business Certificate of
                      Registrant filed with the Clerk of New
                      York County on August 19, 1996
                      reflecting a change in the Partners of
                      Registrant which was filed as Exhibit
                      3(b) to Registrant's Annual Report on
                      10-K for the fiscal year ended
                      December 31, 1996 and is incorporated
                      by reference as an exhibit hereto.  

            4         Registrant's form of Participating
                      Agreement, filed as Exhibit No. 6 to
                      the Registration Statement by letter
                      dated August 8, 1962 and assigned File
                      No. 2-18741, is incorporated by
                      reference as an exhibit hereto.


            24        Powers of Attorney dated August 6,
                      1996 and May 14, 1998 between the
                      Partners of Registrant and Stanley
                      Katzman and Richard A. Shapiro.  










         ______________________
         *    Page references are based on sequential numbering system.