FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549



QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934


For the Quarterly Period Ended June 30, 1998


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 0-13881


CITY INVESTING COMPANY LIQUIDATING TRUST


(Exact name of registrant as specified in its charter)

DELAWARE
(State of organization)
13-6859211
(I.R.S. Employer Identification No.)

99 UNIVERSITY PLACE, 7TH FLOOR
NEW YORK, NEW YORK
(Address of principal executive offices)
10003-4528
(Zip Code)

Registrant's telephone number, including area code: (212) 473-1918

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, 1998 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
Second Quarter
Six Months
($ in thousands, except per unit data) 1998 1997 1998 1997

Gains (losses) on dispositions of assets, net
 ($23) ($2) $(88) ($96)
Interest, dividend and other income 935 891 1,802 1,395
Total income 912 889 1,714 1,299
Administrative expenses 49 61 142 133

Net Income $863 $828 $1,572 $1,166

Net Income Per Unit $0.02 $0.02 $0.04 $0.03

Outstanding units 38,979 38,979 38,979 38,979

Balance Sheets

June 30, December 31,
($ in thousands) 1998 1997

Assets
Cash and cash equivalents $82 $243
U.S. Treasury Bills 63,239 58,541
Restricted funds 3 2,968
Investments 609 609
Real estate and mortgage receivable (net of unrealized gain) 4,628 4,628

Total assests $68,651 $66,989

Liabilities and Trust Equity
Trust equity
$68,561
$66,989

Total liabilities and trust equity $68,561 $66,989
See accompanying notes to financial statements.


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CITY INVESTING COMPANY LIQUIDATING TRUST
Statements of Cash Flows
Six Months ended June 30



($ in thousands) 1998 1997

Cash flows from operating activities:
Net income $1,572 $1,166
Adjustments to reconcile net income to
net cash used for operating activities:
Interest income earned on investment in U.S. Treasuries (1,610) (850)
Net cash (used for) provided by operating activities (38) 316
Cash flows from investing activities:
Proceeds from sale of real estate 0 0
Maturities of investment securities 31,361 29,140
Purchases of investment securities (34,449) (29,052)
Restricted funds, net 2,965 (260)
Net cash used for investing activities (123) (172)
Net (decrease) increase in cash and cash equivalents (161) 144
Cash and cash equivalents at beginning of year 243 78

Cash and cash equivalents at end of period $82 $222



Statements of Changes in Trust Equity
Six Months ended June 30

($ in thousands) 1998
 1997

Balance at December 31 $66,989 $65,504
Net income 1,572 1,166

Balance at June 30 $68,561 $66,670

See accompanying notes to financial statements.



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CITY INVESTING COMPANY LIQUIDATING TRUST
Notes to Financial Statements
($ in thousands)

Note 1 - Organization

The June 30, 1998 financial statements for the City Investing Company Liquidating Trust (the "Trust") are unaudited and subject to year-end adjustments. 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 - Losses on Dispositions of Assets

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 all 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. Treasuries with maturities of less than one year and are carried at cost. Investment securities consist of the following:


June 30, 1998
December 31, 1997


Carrying
Value
Cost 		Fair
Value 		Carrying
Value
Cost 		Fair
Value
U.S. Treasuries
maturing within
one year 		$63,239 $63,239 $64,914 $58,541 $58,541 $60,182

The gross unrealized gains on investment securities at June 30, 1998 and December 31, 1997, are $1,675 and $1,641, respectively.


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CITY INVESTING COMPANY LIQUIDATING TRUST
Notes to Financial Statements (continued)
($ in thousands)


Note 6 - Restricted Funds

Restricted funds represent funds held in escrow in connection with the following:

June 30,
1998 		December 31,
1997
City Investing Company Liquidating Trust
v. Continental Casualty 		$0 $2,965
Other 3 3

Total restricted funds $3 $2,968

See Part II, Item 1., "Legal Proceedings," for further information.


Note 7 - Investments

Investments are as follows:

June 30,
1998 		December 31,
1997

Oklahoma Energy Corp. $27 $27
Global Bancorporation 582 582

Total investments $609 $609

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, 1998 and December 31, 1997, the fair market value of the Oklahoma Energy stock, based on quoted market prices, was $497 and $137, respectively. The Trust holds 10,000 shares of Global Bancorporation which are carried at their tax basis. It is currently projected that a final liquidating distribution will be received by the Trust in respect of those Global Bancorporation shares in the amount of $20.

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 property classified as real estate, which is valued at the January 2, 1990 fair market value, and a mortgage receivable. The Trust realized a long term gain of $81 on two 1996 sales of approximately two per cent of the real estate. The Trust has projected that later in 1998, a long term gain of $22 will be realized when the proceeds are collected on a sale of approximately one-half of one per cent of the real estate.

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 all litigation and other contingent liabilities of City which existed at September 25, 1985. The Trust may have a contingent liability with respect to certain issues 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. These issues, 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.

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CITY INVESTING COMPANY LIQUIDATING TRUST
Notes to Financial Statements (continued)
($ in thousands)


Note 10 - Dividend Restrictions

The existence of the contingent liabilities referred to in Note 9 may affect the timing of future distributions of Trust assets. In connection with the proceeding entitled Rolo and Tenerelli v. City Investing Company Liquidating Trust, et al., the Trust is unable to make any dividend payments or liquidating distributions without further judicial action.

Note 11 - Notification of NASDAQ Delisting

NASDAQ has notified the Trust that since the Trust is not in compliance with NASDAQ's minimum $1.00 bid price requirement, the Trust may be delisted from the SmallCap Market in early October of 1998. If by early October of 1998, the units of beneficial interest reflect a closing bid price of $1.00 or greater for ten consecutive trading days, the Trust will not be delisted. If the Trust is delisted, it is expected to trade on the Over the Counter Bulletin Board operated by NASDAQ.

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

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 $863 ($0.02 per unit) in the second quarter of 1998 and net income of $1,572 ($0.04 per unit) in the six-month period ended June 30, 1998, compared to net income of $828 ($0.02 per unit) and net income of $1,166 ($0.03 per unit) in the corresponding 1997 periods. The losses on the dispositions of assets, net, reflect losses of $23 and $88 in the second quarter and six-month periods of 1998 and $2 and $96 in the respective 1997 periods attributable primarily to 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 $935 and $1,802 in the second quarter and six months ended June 30, 1998, and $891 and $1,395 in the corresponding 1997 periods. The increase in the second quarter and six-month period of 1998 compared to 1997 was due primarily to the timing of the recognition of interest income. Administrative expenses were $49 and $142 for the second quarter and six months of 1998, compared with $61 and $133 for the comparable 1997 periods.

At June 30, 1998, the Trust had cash and cash equivalents and U.S Treasury Bills of $63,321. The Trustees believe that such cash resources and investment securities are sufficient to meet all anticipated liquidity requirements.


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CITY INVESTING COMPANY LIQUIDATING TRUST


PART II. OTHER INFORMATION

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, 1997 is incorporated by reference herein. Except as set forth below, there have been no material developments in such legal proceedings subsequent to the date of that information.

City Investing Company Liquidating Trust v. Continental Casualty Co. The Trust received the $2,965,000 escrow balance remaining after the Continental Casualty Co. settlement of $1,150,000 was paid in 1997.

ITEM 2. CHANGES IN SECURITIES

Trust Units of Beneficial Interest. On July 28, 1998, the Trustees amended the Trust agreement to extend the existence of the Trust (and therefore the existence of the Trust Units) until the earlier of (a) the complete distribution of the Trust Estate or (b) September 25, 1999, 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 terminiation is required by the Trustees pursuant to Section 6.2 (q) of the Trust Agreement.

ITEM 5. OTHER INFORMATION

Reference is made to the information set forth above in Note 11 to the Trust's financial statements concerning the Notification of Delisting of the Trust's units from the NASDAQ SmallCap Market.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a)

Exhibits:
1. Action taken by Trustees under City Investing Company Liquidating Trust Agreement dated July 28, 1998.
2. Exhibit 27 Financial Data Schedule.
(b)


Reports on Form 8-K:
The Registrant was not required to file a Current Report on Form 8-K during the quarter ended June 30, 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.



CITY INVESTING COMPANY LIQUIDATING TRUST



Date: July 28, 1998

By: LESTER J. MANTELL
Trustee



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EXHIBIT 1

ACTION OF TRUSTEES UNDER CITY INVESTING
COMPANY LIQUIDATING TRUST AGREEMENT


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:

IN WITNESS WHEREOF, the undersigned have caused this action to be taken as of the 28th day of July 1998.

  ____________________________________
Geo. T. Scharffenberger
Trustee

____________________________________
Eben W. Pyne
Trustee

____________________________________
Lester J. Mantell
Trustee



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