Two new Schiff bases have been synthesized by the condensation 3,5-di(tert-butyl)-4-hydroxyaniline with 4-hydroxysalicylaldehyde (HL) and (o) under bar-vanillin (HL'). The complexes of cobalt(II), nickel(II) and zinc(II) with HL and HL' have been prepared. The analytical data show that the metal to ligand ratio in the complexes is 1:2. Molar conductance measurements indicate that the complexes are non-electrolytic in nature. The ligands and their complexes are characterized on the basis of analytical data, conductivity measurements, magnetic moments, infrared, electronic spectral data and thermal analyses (DTA and TG). The C-13 and H-1 NMR spectra of the Schiff base ligands have been recorded.