For the Quarterly Period Ended June 30, 2000

Commission File Number 0-13881

CITY INVESTING COMPANY LIQUIDATING TRUST

(Exact name of registrant as specified in its charter)

99 University Place, 7th Floor
New York, New York
(Address of principal executive offices)

10003-4528
(Zip Code)

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 and (2) has been subject to such filing requirements for the past 90 days.

Yes   X       No      
 

At June 30, 2000 there were 38,979,372 Trust Units of Beneficial Interest outstanding.

PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

CITY INVESTING COMPANY LIQUIDATING TRUST
Statements of Income
Second Quarter and Six Months ended June 30
(Unaudited)

The June 30, 2000 financial statements for the City Investing Company Liquidating Trust (the "Trust") are unaudited. In the opinion of the Trustees, the interim financial statements reflect all adjustments necessary for a fair presentation of the financial position and income and expenses of the Trust as prepared on a Federal income tax basis. Results for interim periods are not necessarily indicative of results for the full year.

Note 2 - Basis of Accounting

The accompanying financial statements have been prepared on the basis of accounting used for Federal income tax purposes. Accordingly, certain revenue and the related assets are recognized when received rather than when earned; and certain expenses are recognized when paid rather than when the obligation is incurred; and assets are reflected at their tax basis.

Note 3 - Gains (Losses) on Dispositions of Assets

Gains (losses) on dispositions of assets, net, include settlement costs and legal fees attributable to the disposition of assets incurred in connection with the defense of litigation against the Trust.

Note 4 - Trust Agreement

In accordance with the Trust Agreement, the Trust has assumed the obligation to make payments, where required, to discharge certain litigation and other contingent liabilities of City Investing Company ("City") which existed on September 25, 1985.

Note 5 - Investment Securities

Investment securities consist of U.S. Treasury Bills with maturities of less than one year and are carried at cost. The fair value of U.S. Treasuries is based on quoted market prices. Investment securities consist of the following:

The gross unrealized gains on investment securities, at June 30, 2000 and December 31, 1999, were $1,963 and $1,574, respectively.

Restricted funds at June 30, 2000 and December 31, 1999 represent a rent deposit of $5 and $4, respectively.

 
Note 7 - Investments

The Trust held 10,000 shares of Global Bancorporation which were carried at their tax basis. In February 2000, the Trust collected a final liquidating distribution of $20 from Global Bancorporation which resulted in a long-term capital loss of $562. The Trust holds 3,108,105 shares of Oklahoma Energy Corp., previously known as Cayman Resources Corporation common stock, which are carried at their tax basis. At June 30, 2000 and December 31, 1999, the fair market value of the Oklahoma Energy stock, based on quoted market prices, was $994 and $124, respectively.

Note 8 - Real Estate

Prior to January 2, 1990, the Trust held an undivided interest in a July 22, 1983 note received from Texas City Investment Company ("Texas City") in connection with a sale of land located in Galveston County, Texas. Texas City failed to fully pay the note in accordance with its terms. On January 2, 1990, the beneficial owners of the note (including the Trust) foreclosed on the property securing the note. The Trust now holds an undivided interest in the mortgage receivable on the property. The Trust realized a long term gain of $20 on a sale of approximately one-half of one per cent of the real estate during the third quarter of 1998.

In February 2000, the Trust sold about 39 percent of the real estate acreage for approximately $2,410 cash, which resulted in a long-term capital gain of $610. In May 2000, the Trust sold the remaining real estate acreage for approximately $476 cash and a non-recourse promissory note of approximately $3,683, payable in five equal annual installments, bearing interest at 8 percent allocable to the Trust. The May 2000 sale resulted in a recognized long-term capital gain of some $171. The deferred gain of $1,171 has been recorded as a reduction to the mortgage receivable of $3,683. The Year 2000 U.S. Federal Tax Information letter will provide sufficient detail to permit those taxpayers who are required or choose to report the deferred gain attributable to the mortgage portion of the proceeds.

Note 9 - Litigation and Other Contingent Liabilities

In accordance with the Trust Agreement, the Trust has assumed the obligation to make payments, where required, to discharge certain litigation and other contingent liabilities of City which existed at September 25, 1985. The Trust may have a contingent liability with respect to an issue raised by the Internal Revenue Service upon audit of tax returns of City Investing Company filed with respect to periods ending on or before September 25, 1985. This issue is currently pending before the Tax Court of the United States. This issue, if resolved unfavorably to City, would result in a substantial liability. As other parties are primarily and jointly responsible for this contingent liability, the Trust is unable to estimate the ultimate cost, if any, of its exposure. The Trust also remains subject to possible claims by the United States Environmental Protection Agency and other third parties.

Lease Commitment.   The Trust agreed to enter into a one-year lease of office space that expires June 30, 2001 with a monthly rental payment of $2.

Note 10 - Future Distributions of Trust Assets

The existence of the contingent liabilities referred to in Note 9 may affect the timing of future distributions of Trust assets.
 

It is difficult to compare amounts in comparable periods, as the financial statements of the Trust are prepared on the basis of accounting used for Federal income tax purposes; that is, amounts are reflected in the financial statements when amounts are received or paid.

The Trust recorded net income of $1,053 ($0.03 per unit) in the second quarter of 2000 and net income of $1,770 ($0.05 per unit) in the six-month period ended June 30, 2000, compared to net income of $759 ($0.02 per unit) and net income of $1,446 ($0.04 per unit) in the corresponding 1999 periods. The reported gains (losses) on the dispositions of assets, net, reflect gains of $157 and $191 in the second quarter and six-month periods of 2000 as compared to losses of $16 and 29 in the respective 1999 periods. In February 2000, the Trust sold about 39 percent of the real estate acreage for approximately $2,410 cash, which resulted in a long-term capital gain of $610. In May 2000, the Trust sold the remaining real estate acreage for approximately $476 cash and a non-recourse promissory note of approximately $3,683, payable in five equal annual installments, bearing interest at 8 percent allocable to the Trust. The May 2000 sale resulted in a recognized long-term capital gain of some $171. The deferred gain of $1,171 has been recorded as a reduction to the mortgage receivable of $3,683. The Year 2000 U.S. Federal Tax Information letter will provide sufficient detail to permit those taxpayers who are required or choose to report the deferred gain attributable to the mortgage portion of the proceeds.

In February 2000, the Trust also received $20 as the final liquidating distribution from Global Bancorporation which resulted in a long-term capital loss of $562. Other expenses affecting gains (losses) on disposition of assets, net, consist of legal fees incurred in connection with the defense of litigation against the Trust.

Interest, dividend and other income, principally consisting of interest earned on the investment of cash equivalents and investment securities, was $959 and $1,718 in the second quarter and six months ended June 30, 2000, and $829 and $1,615 in the corresponding 1999 periods. The increase in the second quarter and six-month period of 2000 was due to the Treasury issuing Treasury Bills only once a quarter so that the Trust had to extend its investment in Treasury Bills by five weeks in the second quarter and an increase in yield on investment securities compared to the 1999 periods. Administrative expenses were $63 and $139 for the second quarter and six months of 2000, compared with $54 and $140 for the comparable 1999 periods.

At June 30, 2000, the Trust had cash and cash equivalents and U. S. Treasury Bills of $72,178. The Trustees believe that such cash resources and investment securities are sufficient to meet all anticipated liquidity requirements.

ITEM 1.   LEGAL PROCEEDINGS

The information contained under Legal Proceedings in the Trust's Annual Report on Form 10-K for the year ended December 31, 1999 is incorporated by reference herein. There have been no material developments in such legal proceedings subsequent to the date of that information.

ITEM 2.   CHANGES IN SECURITIES

Trust Units of Beneficial Interest.   On July 17, 2000, the Trustees amended the Trust agreement to extend the existence of the Trust (and thereby the existence of the Trust Units) until the earlier of (a) the complete distribution of the Trust Estate or (b) September 25, 2001, unless an earlier termination is required by the applicable laws of the State of Delaware or by the action of the Beneficiaries as provided in Section 4.2 of the Trust Agreement or a later termination is required by the Trustees pursuant to Section 6.2 (q) of the Trust Agreement.

ITEM 5.   OTHER INFORMATION

None.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

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.

CITY INVESTING COMPANY LIQUIDATING TRUST

The undersigned, Trustees under the City Investing Company Liquidating Trust Agreement (the "Trust Agreement") dated September 25, 1985, by and between City Investing Company and the undersigned, hereby take the following action pursuant to Section 6.2 (q) of the Trust Agreement:

RESOLVED that, because contingent liabilities cannot be resolved prior to September 25, 2000, the existence of the Trust is hereby extended until the earlier of (a) the complete distribution of the Trust Estate or (b) September 25, 2001, unless an earlier termination is required by the applicable laws of the State of Delaware or by the action of the Beneficiaries as provided in Section 4.2 of the Trust Agreement or a later termination is required by the Trustees pursuant to Section 6.2 (q) of the Trust Agreement.

IN WITNESS WHEREOF, the undersigned have caused this action to be taken as of the 17th day of July of 2000.