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 March 31, 1999

                                       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 12 of this Report.
Number of pages (including exhibits) in this filing: 12




                          PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements.

                             Garment Capitol Associates
                            Condensed Statement of Income
                                    (Unaudited)

                                                   For the Three Months
                                                      Ended March 31,
                                                    1999           1998
Income:
  Basic rent income, from a
   related party (Note B)                     $     -0-       $      -0-
  Dividend income                                 2,301              -0-
  Interest income                                   -0-              -0-
						---------	----------
                   Total income                   2,301              -0-
						---------	----------
Expenses:
  Interest on mortgage                              -0-              -0-
  Supervisory services, to a
    related party (Note C)                          -0-              -0-
  Amortization of mortgage
    refinancing costs                               -0-              -0-
  Legal fees                                      4,418              -0-
						---------	----------
                   Total expenses                 4,418              -0-
						---------	----------

Net loss for period                           $  (2,117)      $      -0-
						=========	==========
Earnings per $5,000
	participation unit, based on
	1,050 participation units
        outstanding during the year           $   (2.02)      $      -0-
						=========	==========
Distributions per $5,000
	participation consisted of
	the following:

        Income                                $     -0-       $      -0-
						=========	==========

As of March 31, 1999, the investment of the Participants had been repaid in
full but the Participants continue to hold pro rata interests in Registrant
based on the original participating interests.


                             Garment Capitol Associates
                              Condensed Balance Sheet
                                    (Unaudited)


Assets                                  March 31, 1999  December 31, 1998
Escrow Account held by
  Wien & Malkin LLP                     $  205,866      $   207,983
					----------	-----------
  Total Assets                             205,866          207,983
					==========	===========

Liabilities
  Accrued legal costs reserved
   re: pending litigation
   concerning sale of real estate	   205,866	    207,983
					----------	-----------
        Total liabilities               $  205,866      $   207,983
					==========	===========
Capital
  March 31, 1999                            -0-              -0-
  December 31, 1998                         -0-              -0-
					----------	-----------
   Total liabilities and capital:
        March 31, 1999                     205,866              -0-
        December 31, 1998                   -0-             207,983
					==========	===========



                             Garment Capitol Associates
                           Condensed Statement of Income
                                    (Unaudited)

                                        January 1, 1999 January 1, 1998
                                             through        through
                                         March 31, 1999  March 31, 1998
Cash flows from operating
  activities:
        Net loss                          $   (2,117)     $     -0-
	Adjustments to reconcile
	  net income to cash provided
	  by operating activities:
Amortization of mortgage
  refinancing costs                             -0-             -0-
Gain on sale of property			-0-		-0-
Changes in operating liabilities:
Change in accrued legal cost reserve           2,117            -0-
                                           ----------      ---------
	Net cash provided by
          operating activities                  -0-             -0-
                                           ----------      ---------

Cash flows from investing activities:
	Advances to lessee			-0-		-0-
        Payments from lessee                    -0-             -0-
	Proceeds from sale of property		-0-		-0-
                                           ----------      ---------

	Net cash provided by investing
	  activities 				-0-		-0-
                                           ----------      ---------

Cash flows from financing activities:
	Cash distributions			-0-		-0-
	Principal payments on first mortgage	-0-		-0-
                                           ----------      ---------
	Net cash used in financing
       activities 				-0-		-0-
                                           ----------      ---------
        Net increase in cash                    -0-             -0-

Cash, beginning of period                       -0-             -0-
                                           ----------      ---------
Cash, end of period                             -0-             -0-
                                           ==========      =========

                                        January 1, 1999  January 1, 1998
                                            through         through
                                         March 31, 1999   March 31, 1998
Cash paid for:
        Interest                        $       -0-     $       -0-
                                           ==========      =========


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
  presented 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 Peter L.
     Malkin, Thomas N. Keltner, Jr. and Richard A. Shapiro (collectively the
     "Partners"), each of whom also acts as an agent for holders of
     participations in their respective partnership interests in Registrant
     (the "Participants").  As described below, the Property has been sold,
     Registrant has been terminated for tax purposes, and distributions from
     sale proceeds have been made to the Participants.

                Registrant did not operate the Property.  Registrant leased the
     Property to 498 Seventh Avenue Associates (the "Original Lessee") under a
     net operating lease (the "Operating Lease") which commenced as of May 1,
     1957 and was scheduled to expire on April 30, 2007.

                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 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 Operating
     Lease.  The shares in the New Lessee were owned by the partners in the
     Original Lessee, except that a substantial portion of the shares
     originally owned by Peter L. Malkin is held for the benefit of members of
     his family but he retains voting control.

		The New Lessee had paid basic rent under the Operating Lease
     through March 27, 1997, the date of the sale of the Property, as
     hereinafter described.  Registrant applied 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 and $740,845.50 and $28,529.26, respectively, which were
     due on January 1, 1997.  As a result, although payment of the January 1,
     1996 and July 1, 1996 and January 1, 1997 real estate taxes and BID
     assessments has been made as described below, the New Lessee was in
     default of the Operating Lease as of January 1, 1996.

		The New Lessee requested that Registrant forbear from
     exercising its rights and remedies under the Operating Lease, including
     termination of the Operating Lease, by reason of the failure to pay the
     January 1, 1996 and July 1, 1996 real estate taxes and BID assessments,
     while management of Registrant solicited the consent of the Participants
     to a sale of the Property (the "Solicitation").  On July 26, 1996, the
     Partners mailed to the Participants a STATEMENT ISSUED BY THE AGENTS IN
     CONNECTION WITH THE SOLICITATION OF 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 Definitive Proxy Statement which was filed
     with the Securities and Exchange Commission as Schedule 14-A on July 25,
     1996, and is incorporated herein by reference.  If Registrant did forbear,
     the New Lessee agreed to cooperate fully with Registrant in connection
     with the sale of the Property and to continue to perform its other
     obligations under the Operating 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 Operating Lease was also to serve to
     insulate Registrant from third party liabilities attendant on property
     operations.  Because the consent solicitation program included the
     continuation of the Operating Lease with the New Lessee, Registrant did
     not send a notice of default under the Operating 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.

		Although the failure to pay the January 1, 1996, July 1, 1996
     and January 1, 1997 real estate taxes and BID assessments also constituted
     a breach of Registrant's obligations under the Mortgage Loan, Apple Bank
     had 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 consummated in March 1996 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) had 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 and (c) on December 31, 1996, the sum of $769,374.76 equal to
     the January 1, 1997 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 and December 31, 1996 borrowings were used to fund protective
     advances by Apple Bank to pay, respectively, the July 1, 1996 and January
     1, 1997 Real Estate Taxes and BID assessments through the purchase of
     additional subordinate participating interests in the Mortgage Loan in
     such amounts.  Interest and principal required to be paid on the
     protective advances and on any future protective advances have been paid
     by the New Lessee.

		On January 29, 1997, Registrant received the consent of the
     Participants for the sale and forbearance program and for the liquidation
     of Registrant, as described in the Statement.  See Note C and Item 2 hereof
     for a description of the services rendered by, and compensation paid to,
     Counsel and for a discussion of certain relationships which may pose actual
     or potential conflicts of interest among Registrant, Original Lessee, New
     Lessee and certain of their respective affiliates.

		Registrant, together with the New Lessee, entered into a
     contract with George Comfort & Sons, Inc., as Agent, and Tirrem Management
     Company, Inc., collectively as Purchasers, to sell the Property to the
     Purchasers for $42,000,000, subject to adjustments  (the "Contract of
     Sale").  The sale closed as of March 27, 1997.  After priority allocation
     for certain payments, as more particularly described in the Statement, net
     sale proceeds of $34,885,810 were allocated between Registrant and the New
     Lessee pursuant to the formula described in the Statement, as approved by
     the Participants.  From its share of the proceeds, Registrant had made an
     initial distribution on March 31, 1997 of $27,000,000 to the Participants,
     and each holder of an original $10,000 Participation, as reduced to $5,000,
     received an initial distribution of sale proceeds of $25,714, which
     included the return of the Participant's remaining original capital
     investment.  On July 23, 1997, an additional distribution of $800,000
     ($761.90 per $5,000 participation unit) was made to the Participants out
     of the proceeds of sale.

		Based on advice from legal counsel, the partnership was
     terminated for tax purposes on November 30, 1997.  At the time of
     termination, Registrant was still involved in litigation.  In order to
     provide for the anticipated costs of the litigation and for any other
     post-closing expenses, an escrow account, in the amount of $205,866, is
     being held by counsel.

     Note C - Supervisory Services

                Registrant paid 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 ("Additional Basic
     Payment"); and (iii) an additional payment of 10% of all distributions to
     Participants in any year from Basic Rent and Additional Rent 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 was payable in each year only from Additional
     Rent received by Registrant from New Lessee.  If Additional Rent in any
     year was inadequate to cover the Additional Basic Payment, such
     deficiency was payable in the following year in which Additional Rent
     was sufficient.

		No remuneration was paid during the three month period ended
     March 31, 1999 and March 31, 1998 by Registrant to any of the Partners as
     such.  Legal fees for the period ended March 31, 1999 included $2,550 for
     services rendered by Wien & Malkin LLP.

		The supervisory services provided to Registrant by Counsel
     included legal, administrative and financial services.  The legal and
     administrative services included acting as general counsel to Registrant,
     maintaining all of its partnership and Participant records, performing
     physical inspections of the Building, reviewing insurance coverage and
     conducting annual partnership meetings.  Financial services included
     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, active
     review of financial statements submitted to Registrant by the New Lessee
     and financial statements audited by and tax information prepared by
     Registrant's 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.

		Counsel did not receive a Supervisory Fee based on sale
     proceeds allocated to Registrant but has been paid for its legal services
     in connection with the Statement and in connection with the sale.  Counsel
     has also been paid legal fees by the New Lessee for various work in 1996
     and 1997.

		The respective interests of Messrs. Malkin, Keltner, and
     Shapiro, if any, in Registrant arose solely from the ownership of their
     respective participations in Registrant and Mr. Malkin's interests in the
     New Lessee.  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 share of
     payments in respect of supervisory services and in respect of any legal
     fees or other remuneration paid to Counsel for legal and supervisory
     services rendered to Registrant and the New Lessee.

     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

                                          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.

                                PART II.  OTHER INFORMATION

     Item 1.  Legal Proceedings.

		The Property of Registrant is the subject of the following
     pending litigation:

		On October 4, 1996, the alleged holder of three participation
     interests in Registrant brought suit in the U.S. District Court for the
     Southern District of New York against the New Lessee, the Original Lessee,
     the partners in Registrant, and Counsel.  Registrant is a nominal
     defendant.  The suit claims that defendants violated the anti-fraud
     provisions of the federal securities laws and committed breaches of
     fiduciary duty and fraud in relation to the Solicitation.  The suit is
     styled as a class action, but the plaintiff has not applied for class
     certification to date.  The suit seeks to enjoin the allocation of sale
     proceeds to the New Lessee approved by the Participants, money damages
     and related relief.  Defendants responded to the complaint with a motion
     seeking dismissal of the action in its entirety.  The Court granted that
     motion and dismissed the action by order and decision dated December 8,
     1997.  Upon plaintiff's appeal of that order, the U.S. Court of Appeals
     affirmed in part and reversed in part the dismissal of the action.   The
     complaint does not seek any relief against Registrant, and, accordingly,
     Registrant's litigation counsel is of the opinion that no material loss
     or other unfavorable outcome of the action against Registrant is
     anticipated.  In accordance with the Solicitation, sale proceeds were
     allocated to repay the Fee Mortgagee the protective advances as well as
     all other sums then outstanding on the Fee Mortgage.  Pursuant to an
     agreement between counsel for the plaintiff in the 1996 proceeding and
     counsel for the defendants, net sale proceeds allocated to the New Lessee
     in accordance with the formula set forth in the Solicitation will not be
     distributed to the New Lessee, except upon 30 days' notice to counsel for
     the plaintiff.  Such allocated proceeds are currently being held by
     Counsel.

		On March 13, 1997, the alleged holder of a fractional
     participation interest in Registrant brought suit in the U.S. District
     Court for the Southern District of New York against New Lessee, Original
     Lessee, Registrant's Partners and Counsel.  Registrant is a nominal
     defendant.  The suit is essentially similar to the legal action described
     in the preceding paragraph, alleging that defendants violated the Federal
     proxy rules, committed breaches of fiduciary duty and fraud in relation to
     the Solicitation for the sale and forbearance program and for liquidation
     of Registrant.  The suit seeks to enjoin the allocation of sale proceeds
     to New Lessee approved by the Participants, money damages and related
     relief.  Defendants responded to the complaint with a motion seeking
     dismissal of the action in its entirety.  The Court granted the motion
     and dismissed the action by the same order and decision dated December 8,
     1997 and referred to in the preceding paragraph.  Upon plaintiff's appeal
     of the order, the U.S. Court of Appeals affirmed in part and reversed in
     part the dismissal of the action.  The complaint does not seek any relief
     against Registrant, and, accordingly, Registrant's litigation counsel is
     of the opinion that no loss or other unfavorable outcome of the action
     against Registrant is anticipated.

		On July 24, 1997, a former holder of a 1.66% partnership
     interest in the Original Lessee filed a complaint in New York Supreme
     Court against Registrant, Original Lessee, New Lessee and Peter L. Malkin,
     individually and as a partner or shareholder in those entities.  As
     against Registrant, the complaint alleges a claim for damages or other
     relief based on the sale of the Property and the allocation of sale
     proceeds to Registrant.  An answer for Registrant denying all allegations
     of liability and damages asserted by plaintiff has been filed.  The
     action is now in the pretrial discovery stage.

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

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

	(b)	Registrant has not filed any report on Form 8-K during the
                quarter for which this report is being filed.


                                    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: May 28, 1999


        Pursuant to the requirements of the Securities Exchange Act of
     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: May 28, 1999










     __________________________
     *       Mr. Katzman supervises accounting functions for Registrant.


                                 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
                effective as of January 1, 1996, reflecting a
                change in the partners of Registrant, which
                was filed as Exhibit 3(b) to Registrant's
                Annual Report on Form 10-K for the year ended
                December 31, 1995 and is incorporated by
                reference as an exhibit hereto.

     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.