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 September 30, 1997
	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 September 30, 1997 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
Third Quarter and Nine Months ended September 30

	Third Quarter		Nine Months
(in thousands, except per unit data)	1997	1996	1997	1996
Losses on dispositions of assets, net	($12)	($173)	($108)	($156)
Interest, dividend and other income	840	885	2,235	3,402
Total income	828	712	2,127	3,246
Administrative expenses	55	60	188	226
Net Income	$773	$652	$1,939	$3,020
Net Income Per Unit	$0.02	$0.02	$0.05	$0.08
Outstanding units	38,979	38,979	38,979	38,979

Balance Sheets

	September 30,	December 31,
($ in thousands)	1997	1996
Assets
Cash and cash equivalents	$371	$78
Investment securities	57,776	56,438
Restricted funds	4,059	3,751
Investments	609	609
Real estate	4,628	4,628
Total assests	$67,443	$65,504
Liabilities and Trust Equity Trust equity	$67,443	$65,504
Total liabilities and trust equity	$67,443	$65,504

See accompanying notes to financial statements.


- 1 -

---

CITY INVESTING COMPANY LIQUIDATING TRUST
Statements of Cash Flows
Nine Months ended September 30

($ in thousands)	1997	1996
Cash flows from operating activities:
Net income	$1,939	$3,020
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Gain on sale of real estate	0	(82)
Interest income earned on investment in U.S. Treasuries	(1,621)	(3,035)
Net cash provided by (used for) operating activities	318	(97)
Cash flows from investing activities:
Proceeds from sale of real estate	0	129
Maturities of U.S. Treasuries	44,410	56,779
Purchases of U.S. Treasuries	(44,127)	(56,929)
Restricted funds, net	(308)	(39)
Other, net	0	54
Net cash (used for) provided by investing activities	(25)	(6)
Net increase (decrease) in cash and cash equivalents	293	(103)
Cash and cash equivalents at beginning of year	78	217
Cash and cash equivalents at end of period	$371	$114

Statements of Changes in Trust Equity
Nine Months ended September 30

($ in thousands)	1997	1996
Balance at December 31	$65,504	$62,577
Net income	1,939	3,020
Balance at September 30	$67,443	$65,577

See accompanying notes to financial statements.



- 2 -

---

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

Note 1 - Organization

The September 30, 1997 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.

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:

	September 30, 1997			December 31, 1996
	Carrying Value	Cost	Fair Value	Carrying Value	Cost	Fair Value
U.S. Treasuries maturing within one year	$57,776	$57,776	$59,388	$56,438	$56,438	$57,385

The gross unrealized gains on investment securities at September 30, 1997 and December 31, 1996, are $1,612 and $947, respectively.


- 3 -

---

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:
	September 30, 1997	December 31, 1996
City Investing Company Liquidating Trust v. Continental Casualty	$4,056	$3,748
Other	3	3
Total restricted funds	$4,059	$3,751

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


Note 7 - Investments

Investments are as follows:
	September 30, 1997	December 31, 1996
Cayman Resources Corporation	$27	$27
Other investments	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 September 30, 1997 and December 31, 1996, the fair market value of the Oaklahoma Energy stock, based on quoted market prices, was $155 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 and the Trust now holds an undivided interest in the property. The Trust's interest in the property is classified as real estate in the accompanying financial statements and valued at the January 2, 1990 fair market value of $4,675, less $47, the carrying value of two parcels sold on April 15, 1996.

Note 9 - 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.

- 4 -

---

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.

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 $773 ($0.02 per unit) in the third quarter of 1997 and net income of $1,939 ($0.05 per unit) in the nine month period ended September 30, 1997, compared with net income of $652 ($0.02 per unit) and net income of $3,020 ($0.08 per unit) in the corresponding 1996 periods. Interest, dividend and other income, principally consisting of interest earned on the investment of cash equivalents and investment securities, was $840 and $2,235 in the third quarter and nine months ended September 30, 1997, and $885 and $3,402 in the corresponding 1996 periods. The primary reason for the decrease in net income and income from investment securities for the third quarter and nine-month periods was due to the timing of the recognition of interest income. Administrative expenses were $55 and $188 for the third quarter and nine months of 1997, compared with $60 and $226 for the comparable 1996 periods. The primary reason that 1997 administrative expenses were less than 1996 is that there was a reduction in legal costs of the Trust.

At September 30, 1997, the Trust had cash and cash equivalents, investment securities and restricted funds of $62,206. The Trustees believe that such cash resources and investment securities are sufficient to meet all anticipated liquidity requirements.


- 5 -

---

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, 1996 and Forms 10-Q for the quarters ended March 31, 1997 and June 30, 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.

Marina Pacifica: Environmental Protection Agency Claim. On September 30, 1997, the EPA sent a special notice letter to all PRPs, including Marina Pacifica, demanding payment of unreimbursed costs incurred by the government as of June 30, 1997, of at least $28.9 million. The EPA also requested a good-faith offer to perform or pay for the final remedial measures covered by the September 1996 Record of Decision which it estimates will cost $289 million. The EPA included an updated list of 280 PRPs on which Marina Pacifica appeared 84th in volumetric terms. The Trust is considering what response, if any, to make. Counsel has advised that, based on its volumetric share and other material factors, actual payments, if any, required of Marina Pacifica would be a small fraction of the $576 million estimated costs of the remediation effort, comprised of the $287 million cost of initial stages of remediation and the $289 million cost of final remediation measures.

ITEM 2. CHANGES IN SECURITIES

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a)	Exhibits: 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 September 30, 1997.

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

	By: LESTER J. MANTELL, Trustee
Date: October 16, 1997

- 6 -