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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, 2008 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 0-2670 60 EAST 42ND ST. ASSOCIATES L.L.C. (Exact name of Registrant as specified in its charter) A New York Limited Liability Company 13-6077181 (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 [ ]. Indicate by check mark whether the Registrant is a shell
company (as defined in Rule 12b-2 of the Act) Yes [ ] No [ X ] . Indicate by check mark whether the Registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. Large Accelerated Filer [ ] Accelerated Filer [ ]
Non-Accelerated Filer [ ] Smaller Reporting Company [X] PART I. FINANCIAL INFORMATION Item 1. Financial Statements. 60 East 42nd St. Associates L.L.C. (A Limited Liability Company) Condensed Balance Sheets (Unaudited) Assets: March 31, 2008 December 31, 2007 Real estate: Buildings $16,960,000 $16,960,000 Less, accumulated depreciation 16,960,000 16,960,000 0 0 Building improvements and equipment 65,986,655 65,986,655 Less, accumulated depreciation 7,551,842 7,139,176 58,434,813 58,847,479 Land 7,240,000 7,240,000 Total real estate 65,674,813 66,087,479 Cash in banks and money market fund 110,039 273,665 Receivable from participants re: NYS estimated tax 44,156 - Restricted cash for payment of building improvement
costs 5,081,414 6,547,678 Leasing commissions 4,109,821 4,109,821 Less, accumulated amortization 1,033,257 901,832 3,076,564 3,207,989 Mortgage refinancing costs 2,111,087 2,111,087 Less, accumulated amortization 703,231 650,454 1,407,856 1,460,633 Total assets $75,394,842 $77,577,444 Liabilities and Members' Deficiency: Liabilities: First mortgage payable $82,910,844 $83,323,818 Payable to lessee 775,048 1,328,760 Building improvement costs payable 3,462,156 4,492,906 Accrued mortgage interest and other expenses 368,953 371,713 Total liabilities 87,517,001 89,517,197 Commitments and contingencies - - Members' deficiency (12,122,159) (11,939,753) Total liabilities and members' deficiency $75,394,842 $77,577,444 See notes to the condensed financial statements. 60 East 42nd St. Associates L.L.C. (A Limited Liability Company) Condensed Statements of Operations (Unaudited)
For the Three Months Ended March 31, 2008 2007 Revenues: Basic rent income $1,490,425 $884,584 Advance of additional rent income 263,450 263,450 Total rent income 1,753,875 1,148,034 Dividend income 39,089 69,266 Miscellaneous income - 1,500 Total revenues $1,792,964 $1,218,800 Expenses: Interest on mortgage 1,108,703 947,850 Supervisory services, to a related party 7,845 7,845 Depreciation of building improvements and equipment 412,665 384,973 Amortization of leasing commissions 131,425 83,947 Amortization of mortgage refinancing costs 52,777 52,777 Miscellaneous 350 500 Total expenses 1,713,765 1,477,892 Net Income (Loss) 79,199 (259,092) Income (Loss) per $10,000 participation unit, based on 700
participation units outstanding during each period 113.14 (370.13) Distributions per $10,000 participation
unit consisted of the following: Income 113.14 0 Return of capital 260.58 373.72 Total distributions $ 373.72 $ 373.72 At March 31, 2008 and 2007, there were $7,000,000 of
participation units outstanding. See notes to the condensed financial statements. 60 East 42nd St. Associates L.L.C. (A Limited Liability Company) Statement of Members' Deficiency (Unaudited) For the Three For the Year Months Ended Ended March 31, 2008 December 31, 2007 Members' deficiency: January 1, 2008 $(11,939,753) January 1, 2007 $(10,734,058) Add net income: January 1, 2008 through March 31, 2008 79,199 - January 1, 2007 through December 31, 2007 - 8,386,847 (11,860,554) (2,347,211) Less distributions: Monthly distributions: January 1, 2008 through March 31, 2008 261,605 - January 1, 2007 through December 31, 2007 - 1,046,420 Additional distribution on November 30, 2007 - 8,546,122 Total distributions 261,605 9,592,542 Members' deficiency: March 31, 2008 $(12,122,159) December 31, 2007 $(11,939,753) See notes to the condensed financial statements. 60 East 42nd St. Associates L.L.C. (A Limited Liability Company) Condensed Statements of Cash Flows (Unaudited) For the Three For the Three Months Ended Months Ended March 31, 2008 March 31, 2007 Cash flows from operating activities: Net income (loss) $79,199 ($259,092) Adjustments to reconcile net loss to net cash provided by operating
activities: Depreciation of building improvements and equipment 412,665 384,973 Amortization of leasing commissions 131,425 83,947 Amortization of mortgage refinancing costs 52,777 52,777 Change in leasing commissions - (64,786) Change in accrued mortgage interest and other expenses (2,760) 22,112 Net cash provided by operating activities 673,306 219,931 Cash flows from investing activities: Purchase of building improvements and equipment (1,030,749) (2,896,501) Change in restricted cash segregated for payment of building
improvement costs 1,466,264 (2,172,764) Change in receivable from participants (44,155) (34,511) Net cash provided by (used in) investing activities 391,360 (5,103,776) Cash flows from financing activities: Proceeds from mortgage refinancing - 5,000,000 Increase (decrease) in due to lessee (553,713) 100,166 Repayment of first mortgage payable (412,974) - Distributions to participants (261,605) (261,605) Net cash provided by (used in) financing activities (1,228,292) 4,838,561 Net change in cash and cash equivalents (163,626) (45,284) Cash and cash equivalents, beginning of period 273,665 224,526 Cash and cash equivalents, end of period $ 110,039 $ 179,242 Cash paid for: Interest $1,110,541 $925,600 See notes to the condensed financial statements. Notes to Condensed Financial Statements (Unaudited) Note A Interim Period Reporting In the opinion of management, the accompanying unaudited
condensed financial statements of 60 East 42nd St. Associates L.L.C.
(the "Registrant") reflect all adjustments, consisting of normal recurring
accruals, necessary to present fairly the financial position of Registrant as of
March 31, 2008 and its results of operations and cash flows for the three months
ended March 31, 2008 and 2007. Information included in the condensed balance
sheet as of December 31, 2007 has been derived from the audited balance sheet
included in Registrant's Form 10-K for the year ended December 31, 2007 (the
"10-K") previously filed with the Securities and Exchange Commission (the
"SEC"). Pursuant to rules and regulations of the SEC, certain information and
disclosures normally included in financial statements prepared in accordance
with accounting principles generally accepted in the United States of America
have been condensed or omitted from these financial statements unless
significant changes have taken place since the end of the most recent fiscal
year. Accordingly, these unaudited condensed financial statements should be read
in conjunction with the financial statements and notes thereto and the other
information contained in the 10-K. The results of operations for the three
months ended March 31, 2008 are not necessarily indicative of the results to be
expected for the full year. Note B Organization Registrant was originally organized as a partnership on
September 25, 1958. On October 1, 1958, Registrant acquired fee title to the
Lincoln Building (the "Building") and the land thereunder, located at 60 East
42nd Street, New York, New York (the "Property"). On November 28, 2001,
Registrant converted to a limited liability company under New York law and is
now known as 60 East 42nd St. Associates L.L.C. The conversion did not change
any aspect of the assets and operations of Registrant other than to protect its
participants from liability to third parties. Registrant's members ("Members")
are Peter L. Malkin, Anthony E. Malkin and Thomas N. Keltner, Jr. each of whom
also acts as an agent (collectively, the "Agents"), for holders of
participations in his respective member interest in Registrant (the
"Participants"). The members in Registrant hold senior positions at Wien &
Malkin LLC ("Wien & Malkin" or the "Supervisor"), 60 East 42nd Street, New
York, New York, which provides supervisory and other services to Registrant and
to Lessee. See Note E below. Note C Lease Registrant does not operate the Property. Registrant leases the
Property to Lincoln Building Associates L.L.C. ("Lessee") pursuant to an
operating lease (the "Lease") as modified, which is currently set to expire on
September 30, 2033. Lessee is a New York limited liability company whose members
consist of, among others, entities for the benefit of members of Peter L.
Malkin's family. The Lease, as modified, provides that Lessee is required to pay
rent to Registrant as follows: (i) annual basic rent ("Basic Rent") equal to the sum of
$24,000 for supervisory services payable to Supervisor plus the constant annual
mortgage charges on all mortgages reduced by dividends earned on funds borrowed
for the improvement program. In the event of a mortgage refinancing, unless
there is an increase in the mortgage balance, the annual basic rent will be
modified and will be equal to the sum of $24,000 plus an amount equal to the
revised mortgage charges. In the event that such mortgage refinancing results in
an increase in the amount of outstanding principal balance of the mortgage, the
basic rent shall be equal to $24,000 plus an amount equal to the product of the
new debt service percentage rate under the refinanced mortgage multiplied by the
principal balance of the mortgage immediately prior to the refinancing. In
accordance with the Eighth Lease Modification Agreement dated November 29, 2004,
Basic Rent was increased to cover debt service on a $84,000,000 first mortgage.
See Note D. Basic Rent will be increased or decreased upon the refinancing of
the mortgage provided that the aggregate principal balance of all mortgages now
or hereafter placed on the Property does not exceed $84,000,000 plus refinancing
costs. (ii) additional rent ("Additional Rent") equal to, on an annual
basis, the lesser of (x) Lessee's net operating income (as defined) for the
lease year ending September 30 or (y) $1,053,800 ($87,817 per month) and further
additional rent ("Further Additional Rent") equal to 50% of any remaining
balance of Lessee's net operating income for such lease year. (Lessee has no
obligation to make any payment of Additional Rent or Further Additional Rent
until after Lessee has recouped any cumulative operating loss accruing from and
after September 30, 1977. There is currently no accumulated operating loss
against which to offset payment of Additional Rent or Further Additional
Rent.) The Lease also requires an advance against Additional Rent
equal to, on an annual basis, the lesser of (x) Lessee's net operating income
for the preceding lease year or (y) $1,053,800, which, in the latter amount,
will permit basic distributions to Participants at an annual rate of
approximately 14.95% per annum on their remaining cash investment in Registrant;
provided, however, if such advances exceed Lessee's net operating income for any
lease year, advances otherwise required during the subsequent lease year shall
be reduced by an amount equal to such excess until Lessee shall have recovered,
through retention of net operating income, the full amount of such excess. After
the Participants have received distributions equal to a return of 14% per annum,
$7,380 is paid to Supervisor from the advances against Additional Rent. Lessee is required to make an annual payment to Registrant of
Further Additional Rent, which, as explained above, is the amount representing
50% of the remaining net operating income reported by Lessee for the lease year
ending September 30th after deducting the advance against Additional Rent. The
Lease requires that the report be delivered by Lessee to Registrant annually
within 60 days after the end of each such lease year. Since it is not
practicable to estimate Further Additional Rent for the lease year ending on the
ensuing September 30th which would be allocable to the first nine
months of the lease year until Lessee, pursuant to the Lease, renders to
Registrant a report on the operation of the Property, Registrant recognizes
Further Additional Rent when earned from the Lessee at the close of the lease
year ending September 30th. For the lease year ended September 30, 2007, Lessee reported
net operating income of $20,599,567. Lessee paid advances against Additional
Rent of $1,053,800 for that lease year prior to September 30, 2007 and Further
Additional Rent of $9,772,882 subsequent to September 30, 2007. The Further
Additional Rent of $9,772,882 represents 50% of the excess of the Lessee's net
operating income of $20,599,567 over $1,053,800, after deducting $700 for annual
New York State limited liability company filing fees, $200,000 added as a cash
reserve for contingencies (there were no related charges to expenses), $76,491
of costs that were incurred in response to an unaffiliated third party tender
offer and $949,569 as an additional required payment to Supervisor (See Note E),
the balance of $8,546,122 was distributed by the Registrant to the Participants
on November 30, 2007. As a result of its revenue recognition policy, rental income
for the year ending December 31st includes the advances of Additional
Rent income received from October 1st to December 31st but
does not include any portion of Further Additional Rent based on the Lessee's
operations during that period. Note D First Mortgage Payable On November 29, 2004, a new first mortgage ("Mortgage") was
placed on the Property in the amount of $84,000,000 with Prudential Insurance
Company of America to provide financing for the improvement program described
below. At closing, $49,000,000 was drawn to pay off the former first mortgage
with Morgan Guaranty Trust Company in the amount of $12,020,814 and the second
mortgage in the amount of $27,979,186 with Emigrant Savings Bank. The remaining
$35,000,000 available under the Mortgage was drawn on various dates through July
5, 2007. The proceeds of $49,000,000 drawn at closing and all subsequent draws
have been or will be used to pay for refinancing costs and capital improvements
as needed. The initial draw of $49,000,000 and all subsequent draws required
constant equal monthly payments of interest only, at the rate of 5.34% per
annum, until July 5, 2007. Commencing August 5, 2007, Registrant is required to
make equal monthly payments of $507,838 applied to interest and then principal
calculated on a 25-year amortization schedule. The entire $84,000,000 has been
drawn on the Mortgage as of March 31, 2008 and matures on November 5, 2014 at
which time the principal balance will be $69,600,350. The Mortgage may be prepaid at any time, in whole only, upon
payment of a prepayment penalty based on a yield maintenance formula. There is
no prepayment penalty if the Mortgage is paid in full during the last 60 days of
the term. Mortgage refinancing costs of $2,111,087 were capitalized by
Registrant and are being amortized ratably over the term of the
Mortgage. In 1999, the Participants of Registrant and the members in
Lessee consented to a building improvements program (the "Program") estimated to
cost approximately $22,800,000. In 2000, the Participants of Registrant and
members in Lessee approved an increase in the Program from $22,800,000 to
approximately $28,000,000 under substantially the same conditions as had
previously been approved. To induce the Lessee to approve the Program,
Registrant agreed to grant to the Lessee, upon completion of the Program, the
right to further extensions of the Lease to 2083. The Program was further
increased in 2004 to up to $100,000,000. Such increase would extend the lease
beyond 2083, based on the net present benefit to Registrant of the improvements
made. The granting of such Lease extension rights upon completion of the program
is expected to trigger a New York State Transfer Tax under current tax rules,
which will be paid from mortgage proceeds and/or the Lessee's operating cash
flow. As of March 31, 2008, the Registrant had incurred or accrued costs related
to the Program of approximately $64,400,000 and estimates that the Program will
be completed by 2009 and that costs upon completion will be approximately
$85,287,000. The Participants of Registrant and the members in Lessee have
approved increased financing of $16,000,000 from the total of $84,000,000
provided by the Mortgage to up to $100,000,000. The balance of the costs of the
program will be financed primarily by the $1,619,258 of restricted cash in
excess of building costs payable as of March 31, 2008 and the $16,000,000 of
additional financing previously approved, assuming such financing is available.
Note E Supervisory Services Registrant pays Supervisor for supervisory services and
disbursements. Basic fees for supervisory services are $24,000 per annum,
payable in equal monthly installments. The supervisory services provided to Registrant by Supervisor
include, but are not limited to, maintaining all of its entity and Participant
records, performing physical inspections of the Building, providing or
coordinating certain counsel services to Registrant, reviewing insurance
coverage and conducting annual supervisory review meetings, receipt of monthly
rent from 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 Lessee and financial statements audited by and tax information prepared by
Registrant's independent registered public accounting firm, and distribution of
related materials to the Participants. Supervisor also prepares quarterly,
annual and other periodic filings with the SEC and applicable state
authorities. Registrant pays Supervisor for other services at hourly
rates. No remuneration was paid by Registrant during the three-month
period ended March 31, 2008 to any of the Members as such. Supervisor also receives a payment ("Additional Payment") equal
to 10% of all distributions to Participants in Registrant in any year in excess
of the amount representing a return to them at the rate of 14% per annum on
their remaining cash investment in Registrant (which remaining cash investment
at March 31, 2008 was equal to the Participants'
original cash investment of $7,000,000). For tax purposes, such additional
payment is recognized as a profits interest, and the Supervisor is treated as a
partner, all without modifying each Participant's distributive share of
reportable income and cash distributions. Supervisor receives $7,380 a year as
an advance against the Additional Payment, which Registrant expenses monthly.
Reference is made to Note C above for a description of the
terms of the Lease between Registrant and Lessee. As of March 31, 2008, Peter L.
Malkin owned a member interest in Lessee. The respective interests of the
Members in Registrant and Lessee arise solely from ownership of their respective
Participations in Registrant and, in the case of Peter L. Malkin, his individual
ownership of a member interest in Lessee. The Members as such receive no extra
or special benefit not shared on a pro rata basis with all other Participants in
Registrant or members in Lessee. However, all of the Members hold senior
positions at Supervisor (which supervises Registrant and Lessee) and, by reason
of their positions at Supervisor, may receive income attributable to supervisory
or other remuneration paid to Supervisor by Registrant and Lessee. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Forward Looking Statements Readers of this discussion are advised that the discussion
should be read in conjunction with the financial statements of Registrant
(including related notes thereto) appearing elsewhere in this Form 10-Q. Certain
statements in this discussion may constitute "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements reflect Registrant's current expectations regarding
future results of operations, economic performance, financial condition and achievements of Registrant, and do not relate
strictly to historical or current facts. Registrant has tried, wherever
possible, to identify these forward-looking statements by using words such as
"believe," "expect," "anticipate," "intend," "plan," "estimate" or words of
similar meaning. Although Registrant believes that the expectations reflected in
such forward-looking statements are based on reasonable assumptions, such
statements are subject to risks and uncertainties, which may cause the actual
results to differ materially from those projected. Such factors include, but are
not limited to, the following: general economic and business conditions, which
will, among other things, affect demand for rental space, the availability of
prospective tenants, lease rents and the availability of financing; adverse
changes in Registrant's real estate market, including, among other things,
competition with other real estate owners, risks of real estate development and
acquisitions; governmental actions and initiatives; and environmental/safety
requirements. Financial Condition and Results of Operations Registrant was organized for the purpose of acquiring the
Property subject to an operating lease held by Lessee. Registrant is required to
pay, from Basic Rent under the Lease, mortgage charges and amounts for
supervisory services. Registrant is required to pay from Additional Rent and
Further Additional Rent additional payments to Supervisor and then to distribute
the balance of such Additional Rent and Further Additional Rent to the
Participants. See Note C to the condensed financial statements herein. Under the
Lease, Lessee has assumed sole responsibility for the condition, operation,
repair, maintenance and management of the Property. Registrant is not required
to maintain reserves or otherwise maintain liquid assets to defray any operating
expenses of the Property. Registrant does not pay dividends. During the three month
period ended March 31, 2008, Registrant made regular monthly distributions of
$124.57 for each $10,000 Participation ($1,494.89 per annum for each $10,000
Participation). There are no restrictions on Registrant's present or future
ability to make distributions; however, the amount of such distributions,
particularly distributions of Additional Rent and Further Additional Rent,
depends on the ability of Lessee to make payments of Basic Rent, Additional Rent
and Further Additional Rent to Registrant. Registrant expects to make
distributions so long as it receives the payments provided for under the
Lease. On November 30, 2007, Registrant made an additional
distribution of $12,209 for each $10,000 Participation. Such distribution is
derived from Further Additional Rent paid by the Lessee subsequent to September
30, 2007 in accordance with the terms of the Lease after deducting the
Additional Payment to Supervisor, establishment of a cash reserve for
contingencies, annual New York State Limited Liability Company filing fee and
costs incurred in response to an unaffiliated third party tender offer. See
Notes C and E to the condensed financial statements herein. Registrant's results of operations are affected primarily by
the amount of rent payable to it under the Lease. The amount of Additional Rent
and Further Additional Rent payable to Registrant is affected by the New York
City economy and real estate rental market, which is difficult for management to
forecast. The following summarizes, with respect to the current period and the
corresponding period of the previous year, the material factors regarding
Registrant's results of operations for such periods: Total revenues increased for the three-month period ended March
31, 2008 as compared with the three-month period ended March 31, 2007. Such
increase is the result of an increase in Basic Rent income to cover an increase
in debt service and a decrease in dividend income resulting from the short-term
investment of proceeds from the additional draws on the Mortgage for the
three-month period ended March 31, 2008 as compared with the three-month period
ended March 31, 2007. Total expenses increased for the three-month period ended March
31, 2008 as compared with the three-month period ended March 31, 2007. Such
increase was primarily attributable to an increase in interest on the Mortgage
payable by Registrant, an increase in depreciation of building improvements and
equipment as a result primarily of the improvement program and amortization of
leasing commissions for the three-month period ended March 31, 2008 as compared
with the three-month period ended March 31, 2007. Liquidity and Capital Resources Registrant's liquidity has not significantly changed at March
31, 2008 as compared with March 31, 2007. Costs
relating to the improvement program were funded from a portion of proceeds of
the Mortgage of $84,000,000. Approximately $5,081,000 of mortgage proceeds is
available for building improvements and is reflected as restricted cash at March
31, 2008. The Participants of Registrant and the members in Lessee have approved
increased financing of $16,000,000 from the total of $84,000,000 provided by the
Mortgage to up to $100,000,000. Registrant may from time to time set cash aside
for contingencies. Amortization payments due under the Mortgage commenced August
5, 2007, calculated on a 25-year amortization schedule. The Mortgage matures on
November 5, 2014 at which time the principal balance will be $69,600,350.
Registrant does not maintain any reserve to cover the payments of such mortgage
indebtedness at maturity. Therefore, repayment of the Mortgage will depend on
Registrant's ability to arrange a refinancing.
Assuming that the Property continues to generate an annual net profit in
future years comparable to that in past years, and assuming further that current
real estate trends continue in the geographic area in which the Property is
located, Registrant anticipates that the value of the Property would be well in
excess of the amount of the mortgage balance at maturity. Registrant anticipates that funds for working capital for the
Property will be provided by rental payments received from the Lessee and, to
the extent necessary, from additional capital investment by the members in
Lessee and/or external financing. However, as noted above, Registrant has no
requirement to maintain reserves to defray any operating expenses of the
Property. Registrant has the following contractual obligations: Payments due by period Less than More than Long-Term Debt Obligations $82,910,844 $1,708,020 $3,701,578 $4,117,814 $73,383,432 Interest Obligations 27,316,557 4,386,038 8,486,537 8,070,301 6,373,681 Capital Lease Obligations 0 0 0 0 0 Purchase Obligations 0 0 0 0 0 Other Long-Term Liabilities Reflected on the Registrant's Balance Sheet
0 0 0 0 0 Total $110,227,401 $6,094,058 $12,188,115 $12,188,115 $79,757,113 Inflation Registrant believes that there has been no material change in
the impact of inflation on its operations since the filing of its report on Form
10-K for the year ended December 31, 2007. Security Ownership As of March 31, 2008, the Members in Registrant owned of record
and beneficially an aggregate $25,833 of participations in Registrant,
representing 0.37% of the currently outstanding Participations therein. As of March 31, 2008, certain of the Members in Registrant held
additional Participations in Registrant as follows: Peter L. Malkin owned of record as trustee or co-trustee an
aggregate of $169,047 of Participations. Peter L. Malkin disclaims any
beneficial ownership of such Participations. Entities for the benefit of members of Peter L. Malkin's family
owned of record and beneficially $125,280 of Participations. Peter L. Malkin
disclaims any beneficial ownership of such Participations, except that related
family trusts or entities are required to complete scheduled payments to
him. Anthony E. Malkin owned of record as co-trustee an aggregate of
$25,000 of Participations. Anthony E. Malkin disclaims any beneficial ownership
of such Participations. A member of Thomas N. Keltner's family owned of record and beneficially a
$2,500 Participation. Item 4T. Controls and Procedures.
PART II. OTHER INFORMATION Item 1. Legal Proceedings.
Contractual Obligations
Total
1 year
1-3 years
3-5 years
5 years
Wien & Malkin and Peter L. Malkin, a member in Registrant, were engaged in a proceeding with Lessee's former managing agent, Helmsley-Spear, Inc. commenced in 1997, concerning the management, leasing, and supervision of the property that is subject to the Lease to Lessee. In this connection, certain costs for legal and professional fees and other expenses were paid by Wien & Malkin and Mr. Malkin. Wien & Malkin and Mr. Malkin have represented that such costs will be recovered only to the extent that (a) a competent tribunal authorizes payment or (b) an investor voluntarily agrees that his or her proportionate share be paid. Accordingly, Registrant's allocable share of such costs is as yet undetermined, and Registrant has not provided for the expense and related liability with respect to such costs in its financial statements. As a result of an August 29, 2006 settlement agreement, which included termination of this proceeding, Registrant will not recognize any gains or losses from this proceeding other than the possible charges for the aforementioned fees and expenses.
Item 6. Exhibits
The exhibits hereto are being incorporated by reference.
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 Members in Registrant, pursuant to Powers of Attorney, dated October 9, 2003, October 22, 2003 and October 23, 2003 (collectively, the "Power").
60 EAST 42ND ST. ASSOCIATES L.L.C.
(Registrant)
By: /s/ Mark Labell
Mark Labell, Attorney-in-Fact*
Dated: October 8, 2008
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the undersigned as Attorney-in-Fact for each of the Members in Registrant, pursuant to the Power, on behalf of Registrant on the date indicated.
By: /s/ Mark Labell
Mark Labell, Attorney-in-Fact*
Dated: October 8, 2008
*Mr. Labell supervises accounting functions for Registrant.
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3 (a) |
Attached hereto as Exhibit 3 (c) is Registrant's Consent and Operating Agreement dated as of November 28, 2001 as a Limited Liability Company, which incorporates by reference the Registrant's prior Partnership Agreement, dated September 25, 1958, which was filed by letter dated March 31, 1981 (Commission File No. 0-2670) filed as Exhibit No. 1 to Registrant's Registraion Statement on Form S-1 as amended (the "Registration Statement"), and is itself incorporated by reference as an exhibit hereto. |
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3 (b) |
Amended Business Certificate of Registrant filed with the Clerk of New York County on November 28, 1997, reflecting a change in the Partners of Registrant, was filed as Exhibit 3(b) to Registrant's 10-Q for the quarter ended March 31, 1998, and is incorporated by reference as an exhibit hereto. |
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3 (c) |
Registrant's Consent and Operating Agreement dated as of November 28, 2001 |
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3 (d) |
Certificate of Conversion of Registrant to a limited liability company dated November 28, 2001 filed with the New York Secretary of State on December 3, 2001. |
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Document |
Page* |
24 |
Powers of Attorney dated October 9, 2003, October 22, 2003 and October 23, 2003 between Partners of Registrant and Mark Labell which is filed as Exhibit 24 to Registrant's 10-Q for the quarter ended September 30, 2003 and is incorporated by reference as an exhibit hereto. |
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31.1 |
Certification of Mark Labell, Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
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31.2 |
Certification of Mark Labell, Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
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32.1 |
Certification of Mark Labell, Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
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32.2 |
Certification of Mark Labell, Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
* Page references are based on sequential numbering system.
Exhibit 31.1
CERTIFICATIONS
I, Mark Labell, certify that:
Date: October 8, 2008
By /s/ Mark Labell
Name: Mark Labell
Title: Senior Vice President, Finance
Wien & Malkin LLC, Supervisor of 60 East 42nd St. Associates L.L.C.
Exhibit 31.2
CERTIFICATIONS
I, Mark Labell, certify that:
Date: October 8, 2008
By /s/ Mark Labell
Name: Mark Labell
Title:Senior Member of Financial/Accounting Staff
Wien & Malkin LLC, Supervisor of 60 East 42nd St. Associates L.L.C.
Exhibit 32.1
Certification Pursuant to 18 U.S.C., Section 1350 as adopted
Pursuant to Section 906
of Sarbanes - Oxley Act of 2002
The undersigned, Mark Labell, is signing this Chief Executive Officer certification as Senior Vice President, Finance of Wien & Malkin LLC, the supervisor* of 60 East 42nd St. Associates L.L.C. ("Registrant") to certify that:
Dated: October 8, 2008
By /s/ Mark Labell
Mark Labell
Senior Vice President, Finance
Wien & Malkin LLC, Supervisor
*Registrant's organizational documents do not provide for a Chief Executive Officer or other officer with equivalent rights and duties. As described in the Report, Registrant is a limited liability company which is supervised by Wien & Malkin LLC. Accordingly, this Chief Executive Officer certification is being signed by a senior executive of Registrant's supervisor.
Exhibit 32.2
Certification Pursuant to 18 U.S.C., Section 1350 as adopted
Pursuant to Section 906
of Sarbanes - Oxley Act of 2002
The undersigned, Mark Labell, is signing this Chief Financial Officer certification as a senior member of the financial/accounting staff of Wien & Malkin LLC, the supervisor* of 60 East 42nd St. Associates L.L.C. ("Registrant"), to certify that:
Dated: October 8, 2008
By /s/ Mark Labell
Mark Labell
Senior Vice President, Finance
Wien & Malkin LLC, Supervisor
*Registrant's organizational documents do not provide for a Chief Financial Officer or other officer with equivalent rights and duties. As described in the Report, Registrant is a limited liability company which is supervised by Wien & Malkin LLC. Accordingly, this Chief Financial Officer certification is being signed by a senior member of the financial/accounting staff of Registrant's supervisor.
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