SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549



                               FORM 10-Q



              Quarterly Report under Section 13 or 15(d)
                of the Securities Exchange Act of 1934




For the quarter ended June 30, 2001        Commission file #0-13545



                 JMB/245 PARK AVENUE ASSOCIATES, LTD.
        (Exact name of registrant as specified in its charter)




             Illinois                           36-3265541
      (State of organization)   (I.R.S. Employer Identification No.)



900 N. Michigan Ave., Chicago, Illinois              60611
(Address of principal executive office)           (Zip Code)




Registrant's telephone number, including area code  312-915-1960




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 [  ]


<PAGE>


                           TABLE OF CONTENTS




PART I     FINANCIAL INFORMATION


Item 1.    Financial Statements . . . . . . . . . . . . . . .     3

Item 2.    Management's Discussion and
           Analysis of Financial Condition and
           Results of Operations. . . . . . . . . . . . . . .     9



PART II    OTHER INFORMATION


Item 6.    Exhibits and Reports on Form 8-K . . . . . . . . .    11




<PAGE>


PART I.  FINANCIAL INFORMATION
     ITEM 1.  FINANCIAL STATEMENTS

                 JMB/245 PARK AVENUE ASSOCIATES, LTD.
                        (A LIMITED PARTNERSHIP)
                       AND CONSOLIDATED VENTURE

                      CONSOLIDATED BALANCE SHEETS

                  JUNE 30, 2001 AND DECEMBER 31, 2000
                              (UNAUDITED)

                                ASSETS
                                ------
                                          JUNE 30,       DECEMBER 31,
                                            2001            2000
                                        ------------     -----------
Current assets:
  Cash. . . . . . . . . . . . . . . .   $    276,563         470,475
  Other receivables . . . . . . . . .         53,486          96,797
                                        ------------    ------------
          Total assets. . . . . . . .   $    330,049         567,272
                                        ============    ============

         LIABILITIES AND PARTNERS' CAPITAL ACCOUNTS (DEFICITS)
        ------------------------------------------------------

Current liabilities:
  Accounts payable. . . . . . . . . .   $     39,745          35,506
  Interest payable to affiliate . . .      7,166,205      27,703,677
  Demand notes payable to affiliate .     24,062,624      12,375,591
                                        ------------    ------------
          Total current liabilities .     31,268,574      40,114,774

Notes payable to an affiliate -
  long-term including accrued interest    53,640,987      43,236,631
                                        ------------    ------------

Commitments and contingencies

          Total liabilities . . . . .     84,909,561      83,351,405

Investment in unconsolidated
  venture, at equity. . . . . . . . .     32,665,968      38,003,539
Venture partner's equity in venture .        341,122         287,750

Partners' capital accounts (deficits):
  General partners:
    Capital contributions . . . . . .          1,000           1,000
    Cumulative cash distributions . .       (480,000)       (480,000)
    Cumulative net earnings (losses).    (12,064,239)    (12,273,568)
                                        ------------    ------------
                                         (12,543,239)    (12,752,568)
                                        ------------    ------------
  Limited partners:
    Capital contributions,
      net of offering costs . . . . .    113,057,394     113,057,394
    Cumulative cash distributions . .     (7,520,000)     (7,520,000)
    Cumulative net earnings (losses).   (210,580,757)   (213,860,248)
                                        ------------    ------------
                                        (105,043,363)   (108,322,854)
                                        ------------    ------------
          Total partners' capital
            accounts (deficits) . . .   (117,586,602)   (121,075,422)
                                        ------------    ------------
                                        $    330,049         567,272
                                        ============    ============

     See accompanying notes to consolidated financial statements.


<PAGE>


<table>
                                    JMB/245 PARK AVENUE ASSOCIATES, LTD.
                                           (A LIMITED PARTNERSHIP)
                                          AND CONSOLIDATED VENTURE

                                    CONSOLIDATED STATEMENTS OF OPERATIONS

                              THREE AND SIX MONTHS ENDED JUNE 30, 2001 AND 2000
                                                 (UNAUDITED)

<caption>
                                                      THREE MONTHS ENDED           SIX MONTHS ENDED
                                                           JUNE 30                      JUNE 30
                                                  --------------------------  --------------------------
                                                       2001          2000          2001          2000
                                                   -----------    ----------   -----------    ----------

                                               <c>            <c>          <c>            <c>

Income:
  Interest and other income . . . . . . . . . . .  $   149,085       112,628       294,510       256,916
                                                   -----------   -----------    ----------    ----------

Expenses:
  Interest. . . . . . . . . . . . . . . . . . . .      933,179       964,264     1,953,917     1,910,996
  Professional services . . . . . . . . . . . . .          769        20,660        84,647        69,994
  General and administrative. . . . . . . . . . .       25,087        17,854        51,325        40,168
                                                    ----------    ----------    ----------    ----------

                                                       959,035     1,002,778     2,089,889     2,021,158
                                                    ----------    ----------    ----------    ----------

                                                      (809,950)     (890,150)   (1,795,379)   (1,764,242)

Partnership's share of earnings (loss) from
  operations of unconsolidated venture. . . . . .    1,712,789     2,029,785     5,337,575     3,885,571
Venture partner's share of venture operations . .      (17,128)      (20,298)      (53,376)      (38,856)
                                                    ----------    ----------    ----------    ----------

          Net earnings (loss) . . . . . . . . . .   $  885,711     1,119,337     3,488,820     2,082,473
                                                    ==========    ==========    ==========    ==========

          Net earnings (loss) per limited
            partnership interest. . . . . . . . .   $      837         1,055         3,296         1,963
                                                    ==========    ==========    ==========    ==========




<fn>
                        See accompanying notes to consolidated financial statements.
</table>


<PAGE>


                 JMB/245 PARK AVENUE ASSOCIATES, LTD.
                        (A LIMITED PARTNERSHIP)
                       AND CONSOLIDATED VENTURE

                 CONSOLIDATED STATEMENTS OF CASH FLOWS

                SIX MONTHS ENDED JUNE 30, 2001 AND 2000
                              (UNAUDITED)



                                            2001           2000
                                        -----------    -----------

Cash flows from operating activities:
  Net earnings (loss) . . . . . . . .   $ 3,488,820      2,082,473
  Items not requiring (providing) cash:
    Partnership's share of earnings from
      operations of unconsolidated
      venture . . . . . . . . . . . .    (5,337,575)    (3,885,571)
    Venture partner's share of
      venture operations. . . . . . .        53,376         38,856
  Changes in:
    Other current assets. . . . . . .        43,311         15,762
    Accounts payable. . . . . . . . .         4,239         (3,610)
    Interest payable to affiliate . .   (10,133,116)     1,910,996
                                        -----------    -----------

          Net cash provided by
            (used in) operating
            activities. . . . . . . .   (11,880,945)       158,906
                                        -----------    -----------

Cash flows from financing activities:
  Fundings of demand note payable . .    11,687,033          --
                                        -----------    -----------
          Net cash provided by
            (used in) financing
            activities. . . . . . . .    11,687,033          --
                                        -----------    -----------

          Net increase (decrease)
            in cash . . . . . . . . .      (193,912)       158,906

          Cash, beginning of year . .       470,475        135,664
                                        -----------    -----------

          Cash, end of period . . . .   $   276,563        294,570
                                        ===========    ===========


Supplemental disclosure of cash flow
 information:
  Cash paid for interest to
    affiliate . . . . . . . . . . . .   $12,087,033          --
                                        ===========    ===========












     See accompanying notes to consolidated financial statements.


<PAGE>


                 JMB/245 PARK AVENUE ASSOCIATES, LTD.
                        (A LIMITED PARTNERSHIP)
                       AND CONSOLIDATED VENTURE

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                        JUNE 30, 2001 AND 2000
                              (UNAUDITED)

GENERAL

     Readers of this quarterly report should refer to the Partnership's
audited financial statements for the fiscal year ended December 31, 2000,
which are included in the Partnership's 2000 Annual Report on Form 10-K
(File No. 0-13545) dated April 12, 2001, as certain footnote disclosures
which would substantially duplicate those contained in such audited
financial statements have been omitted from this report.  Capitalized terms
used but not defined in this quarterly report have the same meaning as the
Partnership's 2000 Annual Report on Form 10-K.

     The preparation of financial statements in accordance with GAAP
requires the Partnership to make estimates and assumptions that affect the
reported or disclosed amounts of assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period.  Actual results could differ from these
estimates.

245 PARK

     Prior to November 1996, the Partnership was a partner with certain
affiliates of Olympia & York Developments, Ltd. ("O&Y") in 245 Park, which
owned the 245 Park Avenue office building in New York, New York.

     As a result of the 1996 restructuring, the Partnership owns (through a
limited liability company of which the Partnership is a 99% member) an
approximate 5% general partner interest (diluted from the original
ownership percentage by notes converted to equity) in Brookfield Financial
Properties, L.P. ("BFP, LP"), formerly known as World Financial Properties,
L.P. ("WFP, LP").  The managing general partner of BFP, LP is an entity
affiliated with certain O&Y creditors and the proponents of the Plan
governing the restructuring and, subject to the partnership agreement of
BFP, LP and the JMB Transaction Agreement (discussed below), has full
authority to manage its affairs.  BFP, LP's principal assets are majority
and controlling interests in seven office buildings (including the 245 Park
Avenue office building).

     In conjunction with the restructuring, the Partnership entered into
the JMB Transaction Agreement dated November 21, 1996, whereby the
Partnership is entitled to receive one third of the monthly management fees
earned at the 245 Park Avenue property through December 2001.  Amounts
received may not be less than $400,000 or exceed $600,000 for any twelve
month period and may not be less than $2,300,000 over the term of the
agreement.  For the six months ended June 30, 2001 and 2000, the
Partnership has earned $288,755 and $250,711, respectively, of management
fees pursuant to the agreement.  As of the date of this report, all such
amounts have been received.  In addition, pursuant to the JMB Transaction
Agreement, the Partnership has the right, except under certain
circumstances, to prohibit (i) a sale of the 245 Park Avenue property prior
to January 2, 2000 (such right has expired) and (ii) a reduction of the
indebtedness secured by the 245 Park Avenue property below a certain level
prior to January 2, 2003.

     In December 1999, BFP, LP executed an option agreement pursuant to
which a third party agreed to an option to purchase a 49% limited
partnership interest in the entities that own the 53 State Street and 75
State Street office buildings.  The transaction closed during the first
quarter of 2001.  Net proceeds of approximately $170 million were applied
to the mortgage or other indebtedness of BFP, LP.  The Partnership received
no proceeds from this transaction.


<PAGE>


     In July 1995, JMB purchased from the lenders the term loans (including
the note representing the interest swap payment) and their security
interests in the related collateral, including the JMB guarantee, which was
terminated.  JMB continued to hold the notes for these loans generally
under the same terms and conditions that were in effect prior to the
purchase.  However, no scheduled principal payments were required prior to
maturity of the LIBOR Note.  Interest on the LIBOR Note was payable monthly
at a floating rate which, at the option of the Partnership, was related to
either LIBOR or the prime rate of Bank of America.  Through December 31,
2000, no payments of interest on the LIBOR Note had been made subsequent to
July 31, 1995 and unpaid interest at the applicable interest rate
(including the default interest rate for the period from December 31, 1998,
as discussed below) accrued and compounded monthly.  The scheduled maturity
of the term loans was December 31, 1998.  However, JMB did not pursue its
remedies under these notes as a result of the non-payment of interest under
the LIBOR Note or the maturity of these notes.

     Effective January 3, 2001, the Partnership and JMB agreed to extend
the maturity date of the term notes to January 2, 2006 and otherwise to
follow literally the various terms of the notes.  As a result, the parties
agreed that the Partnership would be required to pay default interest on
each of the three term loan notes (at the prime rate plus 3% per annum) for
the period from the maturity date of December 31, 1998 to January 3, 2001,
the effective date on which JMB and the Partnership agreed to extend each
of the notes.  Accordingly, incremental interest cost relating to the
default interest rate aggregating approximately $7.7 million was recorded
as expense in the year ended December 31, 2000.  Under the extended notes,
interest accrues under the same terms as applicable to the term loan notes
prior to December 31, 1998.  Interest is due and payable monthly on the
LIBOR Note with the outstanding principal due and payable on January 2,
2006.  All principal and interest on the other term loan notes (including
the note representing the interest rate swap payment) are due and payable
on January 2, 2006.  Further, all outstanding interest as of December 31,
2000 on the LIBOR Note (approximately $10.8 million) was due and payable
immediately.  The Partnership issued a new demand note payable to JMB,
dated January 2, 2001, bearing interest at the prime rate plus 1% per annum
with interest accruing and compounding quarterly.  Through June 30, 2001,
JMB has advanced approximately $11,687,000 to the Partnership pursuant to
the new demand note.  The Partnership used the advances to pay the
outstanding interest on the LIBOR Note through December 31, 2000 of
approximately $10,845,000 and to pay accrued interest on the LIBOR Note
from January 1, 2001 through June 30, 2001 of approximately $842,000.  The
notes payable to JMB generally are cross-defaulted, secured by the
Partnership's interest in BFP, LP and subject to mandatory payment of
principal and interest out of any distributions received by the Partnership
from BFP, LP.

     BFP, LP and the Partnership each have a substantial amount of
indebtedness remaining.  If any of the buildings (or interests therein) are
sold, any proceeds would be first applied to repayment of the mortgage or
other indebtedness of BFP, LP.  In any event, any net proceeds obtained by
the Partnership would then be required to be used to satisfy notes payable
and deferred interest owed to JMB (aggregating $84,869,816 at June 30,
2001).  Only after such applications would any remaining proceeds be
available to be distributed to the Holders of Interests.  As a result, it
is unlikely that the Holders of Interests ever will receive any significant
portion of their original investment.  However, over the remaining term of
the Partnership, as a result of sale or other disposition (including a
transfer to the lenders) of the properties, or of the Partnership's
interest in BFP, LP, or a decrease in the Partnership's indebtedness for
Federal income tax purposes, the Holders of Interests will be allocated
substantial gain for Federal income tax purposes (corresponding at a
minimum to all or most of their deficit capital accounts for tax purposes)
without a significant amount of proceeds from such transaction.  Such gain
may be offset by suspended losses from prior years (if any) that have been
allocated to the Holders of Interests.  The actual tax liability of each
Holder of Interests will depend on such Holder's own tax situation.



<PAGE>


TRANSACTIONS WITH AFFILIATES

     The Partnership has notes payable and related deferred interest
payable to JMB, an affiliate of the General Partners.  The aggregate amount
outstanding under these notes including deferred interest was $84,869,816
at June 30, 2001.  In the first quarter of 2001, the Partnership made an
interest payment to JMB of $400,000 on one of the demand notes.  Through
June 30, 2001, JMB has advanced approximately $11,687,000 to the
Partnership through the new demand note.  The Partnership used the funds to
pay outstanding accrued interest through December 31, 2000 on the LIBOR
Note of $10,845,000 and to pay outstanding accrued interest on the LIBOR
Note from January 1, 2001 through June 30, 2001 of approximately $842,000.

     In accordance with the Partnership Agreement, the Corporate General
Partner and its affiliates are entitled to receive payment or reimbursement
for direct expenses and out-of-pocket expenses related to the
administration of the Partnership and operation of the Partnership's real
property investment.  Additionally, the Corporate General Partner and its
affiliates are entitled to reimbursements for portfolio management, legal
and accounting services.  The Partnership incurred approximately $3,663 and
$5,800 for the six months ended June 30, 2001 and 2000, respectively,
payable to an affiliate of the Corporate General Partner for insurance
commissions for professional liability insurance and for portfolio
management, legal and accounting services, of which $1,550 was unpaid as of
June 30, 2001.

     Any reimbursable amounts currently payable to the General Partners and
their affiliates do not bear interest.

UNCONSOLIDATED VENTURE - SUMMARY INFORMATION

     Summary income statement information for BFP, LP for the six months
ended June 30, 2001 and 2000 is as follows:

                                              2001            2000
                                            --------        -------
                                            (000's)         (000's)

     Total income . . . . . . . . . .       $592,315        250,883
                                            ========        =======
     Operating income . . . . . . . .       $ 75,796         47,831
                                            ========        =======
     Partnership's share of income. .       $  4,110          2,658
                                            ========        =======

     The above total income, operating income and Partnership's share of
income for 2001 include the sale of BFP, LP's 49% limited partnership
interest in the entities that own 53 State Street and 75 State Street
office buildings.

     The Partnership's capital in BFP, LP differs from its investment in
unconsolidated venture, primarily due to the adoption of fresh start
accounting by BFP, LP in connection with the restructuring, and the
resultant restatement of all of its assets and liabilities to reflect their
reorganization value.  The Partnership is amortizing the difference between
its historical basis in 245 Park and its underlying equity (which was
transferred to the basis in BFP, LP on the Effective Date) over a period
not to exceed forty years.  The amortization for each of the six months
ended June 30, 2001 and 2000 was $1,227,571.  Such amount may be written
off sooner in the event of the sale or other disposition of the properties
owned by BFP, LP or the Partnership's interest in BFP, LP.

ADJUSTMENTS

     In the opinion of the Corporate General Partner, all adjustments
(consisting solely of normal recurring adjustments) necessary for a fair
presentation (assuming the Partnership continues as a going concern) have
been made to the accompanying figures as of June 30, 2001 and for the three
and six months ended June 30, 2001 and 2000.


<PAGE>


PART I.  FINANCIAL INFORMATION

     ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

     Reference is made to the notes to the accompanying financial
statements for additional information concerning the Partnership's
investment property.

     The Partnership's liquidity and ability to continue as a going concern
are dependent upon the receipt of one-third of the property management fees
earned at the 245 Park Avenue property which, pursuant to the terms of the
JMB Transaction Agreement, continues through December 2001, and additional
advances from JMB Realty Corporation ("JMB") under the demand loans.  To
the extent that the share of the property management fees received by the
Partnership exceeds the costs of operating the Partnership, and after
establishing an appropriate cash reserve, the Partnership will make
payments to JMB on the demand notes or the term loan notes.

     JMB's term loans to the Partnership have had a maturity date of
December 31, 1998.  Effective January 3, 2001, the Partnership and JMB
agreed to extend the maturity date of the term notes to January 2, 2006 and
otherwise to follow literally the various terms of the notes.  As a result,
the parties agreed that the Partnership would be required to pay default
interest on each of the three term loan notes (at the prime rate plus 3%
per annum) for the period from the maturity date of December 31, 1998 to
January 3, 2001, the effective date on which JMB and the Partnership agreed
to extend each of the notes.  Accordingly, incremental interest cost
relating to the default interest rate aggregating approximately $7.7
million was recorded as expense in the year ended December 31, 2000.  Under
the extended notes, interest accrues under the same terms as applicable to
the term loan notes prior to December 31, 1998.  Interest is due and
payable monthly on the LIBOR Note with the outstanding principal due and
payable on January 2, 2006.  All principal and interest on the other term
loan notes (including the note representing the interest rate swap payment)
are due and payable on January 2, 2006.  Further, all outstanding interest
as of December 31, 2000 on the LIBOR Note (approximately $10.8 million) was
due and payable immediately.  The Partnership issued a new demand note
payable to JMB, dated January 2, 2001, bearing interest at the prime rate
plus 1% (7.75% at June 30, 2001) per annum with interest accruing and
compounding quarterly.  Through June 30, 2001, JMB has advanced
approximately $11,687,000 to the Partnership pursuant to the new demand
note.  The Partnership used the advance to pay the outstanding interest on
the LIBOR Note through December 31, 2000 of approximately $10,845,000 and
to pay accrued interest on the LIBOR Note from January 1, 2001 through June
30, 2001 of approximately $842,000.

     As of June 30, 2001, JMB has advanced approximately $12,376,000, under
the original demand note, which reflects the principal and interest
payments made related to a term loan modification in prior years and
advances to pay operating costs of the Partnership.  Interest accrues on
these advances at the annual rate of prime plus 1% (7.75% at June 30, 2001)
and is deferred.  The demand note allows a maximum principal sum of a
specified amount.  In the first quarter of 2001, the Partnership made an
interest payment to JMB of $400,000 on the demand note.

     In December 1999, BFP, LP executed an option agreement pursuant to
which a third party agreed to an option to purchase a 49% limited
partnership interest in the entities that own the 53 State Street and 75
State Street office buildings.  The transaction closed during the first
quarter of 2001.  Net proceeds of approximately $170 million were applied
to the mortgage or other indebtedness of BFP, LP.  The Partnership received
no proceeds from this transaction.

     The parent company of the managing general partner of BFP, LP has
reported that during the first quarter of 2001, BFP, LP refinanced the
loans secured by the 245 Park Avenue and One Liberty Plaza office buildings


<PAGE>


with loans of $500 million and $432 million, respectively.  The new
financing secured by the 245 Park Avenue property has a term of ten years
and bears interest at a fixed rate of 6.65% per annum.  The new financing
secured by One Liberty Plaza has a term of ten years and bears interest at
a fixed rate of 6.75% per annum.

     BFP, LP is currently developing a 31-story office building at 300
Madison Avenue in New York, New York.  The property is currently scheduled
to be completed in early 2004.  The parent company of the managing general
partner of BFP, LP has reported that all of the approximately 1.2 million
square feet of space to be built for this property has been pre-leased to a
single tenant for a 30-year term.

     BFP, LP and the Partnership each have a substantial amount of
indebtedness remaining.  If any of the buildings (or interests therein) are
sold, any proceeds would be first applied to repayment of the mortgage or
other indebtedness of BFP, LP.  In any event, any net proceeds obtained by
the Partnership would then be required to be used to satisfy notes payable
and deferred interest owed to JMB (aggregating $84,869,816 at June 30,
2001).  Only after such applications would any remaining proceeds be
available to be distributed to the Holders of Interests.  As a result, it
is unlikely that the Holders of Interest ever will receive any significant
portion of their original investment.  However, over the remaining term of
the Partnership, as a result of sale or other disposition (including a
transfer to the lenders) of the properties, or of the Partnership's
interest in BFP, LP, or a decrease in the Partnership's indebtedness for
Federal income tax purposes, the Holders of Interests will be allocated
substantial gain for Federal income tax purposes (corresponding at a
minimum to all or most of their deficit capital accounts for tax purposes)
without a significant amount of proceeds from such transaction.  Such gain
may be offset by suspended losses from prior years (if any) that have been
allocated to the Holders of Interests.  The actual tax liability of each
Holder of Interests will depend on such Holder's own tax situation.

RESULTS OF OPERATIONS

     The decrease in cash at June 30, 2001 as compared to December 31, 2000
is primarily due to a first quarter 2001 interest payment of $400,000 on
one of the demand notes payable to JMB, partially offset by property
management fees received by the Partnership pursuant to the JMB Transaction
Agreement.

     The decrease in other receivables at June 30, 2001 as compared to
December 31, 2000 is primarily due to the timing of receipt of certain
property management fees from 245 Park Avenue.

     The decrease in interest payable to affiliate and the corresponding
increases in demand notes payable to affiliate and notes payable to
affiliate - long-term including accrued interest at June 30, 2001, as
compared to December 31, 2000 is primarily due to the advance from the new
demand note payable and the payment of outstanding interest on the LIBOR
Note, and the reclassification of short-term accrued interest to note
payable to an affiliate - long-term including accrued interest due to the
extension of the term loan notes effective January 3, 2001.

     Interest and other income for the three and six months ended June 30,
2001 and June 30, 2000 primarily consists of the Partnership's share of the
property management fees from the 245 Park Avenue property pursuant to the
terms of the JMB Transaction Agreement described above.

     The increase in professional services for the six months ended
June 30, 2001 as compared to the six months ended June 30, 2000 is
primarily due to legal fees related to the extension of the Partnership's
term loan notes.  The decrease in professional services for the three
months ended June 30, 2001 as compared to the same period in 2000 is
primarily due to the timing of payment for accounting services in the first
quarter of 2001.



<PAGE>


PART II.  OTHER INFORMATION

     ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

      (a)  Exhibits.

           3-A.  Amended and Restated Agreement of Limited Partnership of
                 the Partnership is hereby incorporated herein by
                 reference to Exhibit 3 to the Partnership's Report for
                 December 31, 1992 on Form 10-K (File No. 0-13545) dated
                 March 19, 1993.

           3-B.  Amendment to the Amended and Restated Agreement of
                 Limited Partnership of JMB/245 Park Avenue Associates,
                 Ltd. by and between JMB Park Avenue, Inc. and Park
                 Associates, L.P. dated January 1, 1994 is hereby
                 incorporated herein by reference to Exhibit 3-B to the
                 Partnership's Report for March 31, 1995 on Form 10-Q
                 (File No. 0-13545) dated May 11, 1995.

           4-A.  Amendment No. 1 to $16,042,000 Second Amended and
                 Restated Promissory Note made effective January 3, 2001
                 between JMB/245 Park Avenue Associates and JMB Realty
                 Corporation is hereby incorporated herein by reference
                 to the Partnership's Report for March 31, 2001 on
                 Form 10-Q (File No. 0-13545) dated May 9, 2001.

           4-B.  Amendment No. 1 to $25,000,000 Second Amended and
                 Restated Promissory Note made effective January 3, 2001
                 between JMB/245 Park Avenue Associates and JMB Realty
                 Corporation is hereby incorporated herein by reference
                 to the Partnership's Report for March 31, 2001 on
                 Form 10-Q (File No. 0-13545) dated May 9, 2001.

           4-C.  Amendment No. 1 to $2,194,321.25 Amended and Restated
                 Promissory Note made effective January 3, 2001 between
                 JMB/245 Park Avenue Associates and JMB Realty
                 Corporation is hereby incorporated herein by reference
                 to the Partnership's Report for March 31, 2001 on
                 Form 10-Q (File No. 0-13545) dated May 9, 2001.

           4-D.  Demand Note dated May 7, 2001 between JMB/245 Park
                 Avenue Associates and JMB Realty Corporation is hereby
                 filed herewith.

      (b)  No reports on Form 8-K have been filed during the period
      covered by this report.




<PAGE>


                              SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                      JMB/245 PARK AVENUE ASSOCIATES, LTD.

                      BY:   JMB Park Avenue, Inc.
                            Corporate General Partner




                      By:   GAILEN J. HULL
                            Gailen J. Hull, Vice President
                      Date: August 10, 2001


     Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following person in the capacity
and on the date indicated.




                            GAILEN J. HULL
                            Gailen J. Hull, Principal Accounting Officer
                      Date: August 10, 2001
741: