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 September 30, 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 0-768

                        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 5 of this Report.
        Number of pages (including exhibits) in this filing:  7 <PAGE>


                         PART I.  FINANCIAL INFORMATION


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

		Registrant was organized solely for the purposes of 
        acquiring the Property subject to the Operating Lease.  Registrant was 
        required to pay from Basic Rent the mortgage charges and supervisory 
        services and to distribute the balance of such Basic Rent to the 
        Participants.  Pursuant to the Operating Lease, the holder of the 
        leasehold interest thereunder had sole responsibility for the 
        condition, operation, repair, maintenance and management of the 
        Property.  Registrant did not maintain substantial reserves or 
        otherwise maintain liquid assets to defray any operating expenses of 
        the Property.  Registrant's results of operations were affected 
        primarily by the amount of rent payable to it under the Operating 
        Lease.  

		Registrant is aware of the following events.  The
        Original Lessee operated the Property at a substantial loss during the 
        years ended December 31, 1995 and December 31, 1994.  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.  

		The downturn and changes in methods of operations in the 
        garment industry had a major impact on the Property and its operations 
        and profitability.  Registrant had been advised that the loss of 
        tenants at the Property and the related reduction in rent received 
        were primarily due to insolvencies affecting tenants in the garment 
        business and reduced demand for space.  

		The New Lessee had the right to abandon or assign its 
        interest in the Operating Lease (see Item 1 above).  

		As a result of the Sale, on July 23, 1997, Registrant made a 
        final distribution to the Participants of the remaining sales 
        proceeds.  At the closing of the sale pursuant to the Contract of 
        Sale, the interests of Registrant, as lessor, and the New Lessee, as 
        lessee, under the Operating Lease were assigned to the purchaser, and 
        the Operating Lease was terminated.  There were no additional regular 
        monthly distributions following the distribution on April 1, 1997 in 
        respect of March 1997 rent under the Operating Lease.  

                        Liquidity and Capital Resources

                                        N/A

                                     -2-     <PAGE>
        Inflation

		Inflationary trends in the economy did not directly affect 
        Registrant's operations, since, as noted above, Registrant did not 
        actively engage in the operation of the Property.  Inflation may have 
        affected the operations of the New Lessee.  The New Lessee was 
        required to pay Basic Rent, regardless of the results of its 
        operations.  Inflation and other operating factors affected only the 
        amount of Additional Rent payable by the New Lessee, which was based 
        on the New Lessee's net operating profit.  


        Year 2000 Issues

		Pursuant to SEC Release No. 33-7558, the Securities and 
        Exchange Commission ("SEC") has instructed registrants to make 
        suitable disclosure regarding year 2000 readiness.  Accordingly, 
        Registrant reports the following:

        Registrant has liquidated its assets and distributed the 
        proceeds except for a designated cash reserve.  Registrant conducts no 
        operations.  In these circumstances, Registrant anticipates no further 
        requirements for year 2000 readiness.








                                   -3-  <PAGE>

                                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 April 10, 1996 and 
        May 14, 1998 (collectively, the "Power").



        GARMENT CAPITOL ASSOCIATES
        (Registrant)



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


        Dated: March 31, 1999


		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*


        Dated: March 31, 1999










        __________________________
        *       Mr. Katzman supervises accounting functions for Registrant.
                                   -4- <PAGE>

        EXHIBIT INDEX


        Number                  Document                Page*

        3 (a)   Registrant's Partnership Agreement, dated 
                January 10, 1957, which was filed as Exhibit 
                No. 1 to Registrant's Registration Statement 
                on Form S-1 as amended (the "Registration 
                Statement") effective February 13, 1957 and 
                assigned File No. 2-13034, is incorporated by 
                reference as an exhibit hereto.

        3 (b)   Amended Business Certificate of Registrant 
                filed with the Clerk of New York County on 
                August 13, 1998 reflecting a change in the 
                Partners of Registrant effective as of April 
                15, 1998.

        24      Powers of Attorney dated April 10, 1996 
                and May 14, 1998 between Partners of 
                Registrant and Stanley Katzman and Richard A. 
                Shapiro which were filed as Exhibit 24 to 
                Registrant's 10-Q for the quarter ended March 
                31, 1998 and is incorporated by reference as 
                an exhibit hereto.






















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

                                 -5-  <PAGE>





                                                                 EXHIBIT 3(b)


                        AMENDED BUSINESS CERTIFICATE


                The undersigned hereby certify that a certificate of business 
        under the assumed name 

                        GARMENT CAPITOL ASSOCIATES

        for the conduct of business at 60 East 42nd Street, New York, New 
        York, was filed in the office of the County Clerk New York County, 
        State of New York, on the 11th day of January, 1957, under index 
        number 442/57; that the last amended certificate was filed on the 21st 
        day of February, 1996 in the office of said County Clerk under index 
        number 442/57.

                It is hereby further certified that this amended certificate is 
        made for the purposes of more accurately setting forth the facts 
        recited in the original certificate or the last amended certificate 
        and to set forth the following changes in such facts;


        STANLEY KATZMAN, residing at 30 East 62nd Street, New York, New York 
        10021, has been succeeded as a member of Garment Capitol Associates by 
        THOMAS N. KELTNER, JR., residing at 1111 Park Avenue, New York, New 
        York 10128.

        JOHN L. LOEHR, residing at 286 Alpine Circle, River Vale, New Jersey 
        07675 has been succeeded as a member of Garment Capitol Associates by 
        RICHARD A. SHAPIRO, residing at 38 Flint Avenue, Larchmont, New York 
        10538.


        The members of GARMENT CAPITOL ASSOCIATES now consist of:  

        Peter L. Malkin, Thomas N. Keltner, Jr. and Richard A. Shapiro.


	In Witness Whereof, the undersigned have as of this 15th day of 
        April, 1998, made and signed this certificate.



        s/s Peter L. Malkin             /s Richrd A. Shapiro
            PETER L. MALKIN                RICHARD A. SHAPIRO

        s/s Thomas N. Keltner, Jr.      s/s Stanley Katzman              
            THOMAS N. KELTNER, JR.          STANLEY KATZMAN

        s/s John L. Loehr
            JOHN L. LOEHR


                             -6-    <PAGE>
        State of New York, County of New York       ss.:


                On this 29th day of July, 1998, before me personally appeared 
        STANLEY KATZMAN, JOHN L. LOEHR, THOMAS N. KELTNER, JR., RICHARD A. 
        SHAPIRO and PETER L. MALKIN, to me known and known to me to be the 
        individual described in and who executed the foregoing certificate, 
        and they thereupon duly acknowledged to me that they executed the 
        same.




							s/s Notary Public			
							    Notary Public








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