UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the period ended March 31, 1996
------------------------------------------------------
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 0-10743
MCNEIL REAL ESTATE FUND XII, LTD.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 94-2717957
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
13760 Noel Road, Suite 700, LB70, Dallas, Texas, 75240
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (214) 448-5800
------------------------------
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
<PAGE>
MCNEIL REAL ESTATE FUND XII, LTD.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
- ----------------------------
BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1996 1995
--------------- --------------
<S> <C> <C>
ASSETS
- ------
Real estate investments:
Land..................................................... $ 6,079,334 $ 6,280,580
Buildings and improvements............................... 73,701,473 73,318,763
-------------- -------------
79,780,807 79,599,343
Less: Accumulated depreciation and amortization......... (41,385,567) (40,501,275)
-------------- --------------
38,395,240 39,098,068
Assets held for sale........................................ 3,371,422 3,164,323
Cash and cash equivalents................................... 5,841,105 5,791,363
Cash segregated for security deposits ...................... 312,209 316,665
Accounts receivable......................................... 186,917 206,847
Prepaid expenses and other assets........................... 153,227 149,212
Escrow deposits............................................. 1,934,687 1,459,480
Deferred borrowing costs, net of accumulated amorti-
zation of $514,537 and $476,661 at March 31,
1996 and December 31, 1995, respectively................. 1,924,697 1,926,908
-------------- -------------
$ 52,119,504 $ 52,112,866
============== =============
LIABILITIES AND PARTNERS' DEFICIT
- ---------------------------------
Mortgage notes payable, net................................. $ 58,998,153 $ 59,160,426
Accounts payable............................................ 326,517 86,164
Accrued expenses............................................ 110,092 146,379
Accrued interest............................................ 380,637 411,489
Accrued property taxes...................................... 859,361 935,318
Deferred gain - land condemnation........................... 297,754 -
Advances from Southmark..................................... 35,729 35,147
Advances from affiliates - General Partner.................. 1,498,581 1,474,968
Payable to affiliates - General Partner..................... 7,532,138 7,196,483
Security deposits and deferred rental revenue............... 508,889 515,676
-------------- -------------
70,547,851 69,962,050
-------------- -------------
Partners' deficit:
Limited partners - 240,000 limited partnership units
authorized; 229,828 and 229,980 limited partnership
units issued and outstanding at March 31, 1996
and December 31, 1995, respectively............... (7,839,521) (7,513,252)
General Partner.......................................... (10,588,826) (10,335,932)
-------------- -------------
(18,428,347) (17,849,184)
-------------- -------------
$ 52,119,504 $ 52,112,866
============== =============
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
MCNEIL REAL ESTATE FUND XII, LTD.
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------------------------------
1996 1995
-------------- --------------
<S> <C> <C>
Revenue:
Rental revenue................................... $ 4,108,035 $ 4,684,000
Interest......................................... 76,045 33,715
------------- -------------
Total revenue.................................. 4,184,080 4,717,715
------------- -------------
Expenses:
Interest......................................... 1,268,065 1,724,768
Interest - affiliates............................ 23,613 40,769
Depreciation and amortization.................... 884,292 1,069,629
Property taxes................................... 238,513 376,053
Personnel expenses............................... 502,444 609,755
Utilities........................................ 457,990 460,138
Repair and maintenance........................... 526,973 548,882
Property management fees - affiliates............ 204,218 233,793
Other property operating expenses................ 254,112 301,686
General and administrative....................... 69,936 34,324
General and administrative - affiliates.......... 97,365 120,016
------------- -------------
Total expenses................................. 4,527,521 5,519,813
------------- -------------
Net loss before extraordinary item.................. (343,441) (802,098)
Extraordinary gain on extinguishment of debt........ - 1,838,192
------------- -------------
Net income (loss)................................... $ (343,441) $ 1,036,094
============= =============
Net income (loss) allocable to limited partners..... $ (326,269) $ 984,289
Net income (loss) allocable to General Partner...... (17,172) 51,805
------------- -------------
Net income (loss)................................... $ (343,441) $ 1,036,094
============= =============
Net income (loss) per limited partnership unit:
Income (loss) before extraordinary item............. $ (1.42) $ (3.31)
Extraordinary gain from extinguishment of debt - 7.59
------------- ------------
Net income (loss) per limited partnership unit...... $ (1.42) $ 4.28
============= =============
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
MCNEIL REAL ESTATE FUND XII, LTD.
STATEMENTS OF PARTNERS' DEFICIT
(Unaudited)
For the Three Months Ended March 31, 1996 and 1995
<TABLE>
<CAPTION>
Total
General Limited Partners'
Partner Partners Deficit
---------------- ---------------- ----------------
<S> <C> <C> <C>
Balance at December 31, 1994.............. $ (9,447,549) $ (9,844,782) $ (19,292,331)
Net income................................ 51,805 984,289 1,036,094
Management Incentive Distribution......... (260,507) - (260,507)
------------- ------------- -------------
Balance at March 31, 1995................. $ (9,656,251) $ (8,860,493) $ (18,516,744)
============== ============= =============
Balance at December 31, 1995.............. $ (10,335,932) $ (7,513,252) $ (17,849,184)
Net loss.................................. (17,172) (326,269) (343,441)
Management Incentive Distribution......... (235,722) - (235,722)
-------------- ------------- -------------
Balance at March 31, 1996................. $ (10,588,826) $ (7,839,521) $ (18,428,347)
============== ============= =============
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
MCNEIL REAL ESTATE FUND XII, LTD.
STATEMENTS OF CASH FLOWS
(Unaudited)
Increase (Decrease) in Cash and Cash Equivalents
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-------------------------------------------
1996 1995
------------------- ----------------
Cash flows from operating activities:
<S> <C> <C>
Cash received from tenants........................ $ 4,103,198 $ 4,693,480
Cash paid to suppliers............................ (1,397,041) (1,845,895)
Cash paid to affiliates........................... (201,650) (233,954)
Interest received................................. 76,045 33,715
Interest paid..................................... (1,260,459) (1,498,730)
Property taxes paid............................... (482,604) (360,706)
----------------- --------------
Net cash provided by operating activities............ 837,489 787,910
----------------- --------------
Net cash used in investing activities:
Additions to real estate investments.............. (589,809) (138,784)
----------------- --------------
Cash flows from financing activities:
Proceeds from refinancing of mortgage
notes payable................................... - 334,062
Principal payments on mortgage notes
payable......................................... (162,273) (1,999,851)
Deferred borrowing costs paid..................... (35,665) (104,294)
----------------- --------------
Net cash used in financing activities................ (197,938) (1,770,083)
----------------- --------------
Net increase (decrease) in cash
and cash equivalents.............................. 49,742 (1,120,957)
Cash and cash equivalents at beginning of
period............................................ 5,791,363 3,313,765
----------------- --------------
Cash and cash equivalents at end of period........... $ 5,841,105 $ 2,192,808
================= ==============
</TABLE>
See discussion of noncash investing activities in Note 6.
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
MCNEIL REAL ESTATE FUND XII, LTD.
STATEMENTS OF CASH FLOWS
(Unaudited)
Reconciliation of Net Income (Loss) to Net Cash Provided by
Operating Activities
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-----------------------------------------
1996 1995
----------------- ----------------
<S> <C> <C>
Net income (loss).................................... $ (343,441) $ 1,036,094
--------------- ---------------
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation and amortization..................... 884,292 1,069,629
Amortization of deferred borrowing costs.......... 37,876 42,578
Amortization of discounts on mortgage
notes payable................................... - 102,743
Net interest added on advances from
affiliates - General Partner.................... 23,613 40,769
Net interest added on advances from
Southmark....................................... 582 606
Extraordinary gain on extinguishment
of debt......................................... - (1,838,192)
Changes in assets and liabilities:
Cash segregated for security deposits........... 4,456 (1,928)
Accounts receivable............................. 19,930 42,117
Prepaid expenses and other assets............... (4,015) 49,501
Escrow deposits................................. 23,793 (156,652)
Accounts payable................................ 240,353 75,613
Accrued expenses................................ (36,287) (20,299)
Accrued interest................................ (30,852) 80,111
Accrued property taxes.......................... (75,957) 158,624
Payable to affiliates - General Partner......... 99,933 119,855
Security deposits and deferred rental ..........
revenue....................................... (6,787) (13,259)
--------------- --------------
Total adjustments............................. 1,180,930 (248,184)
--------------- --------------
Net cash provided by operating activities............ $ 837,489 $ 787,910
=============== ==============
</TABLE>
The financial information included herein has been prepared by management
without audit by independent public accountants.
See accompanying notes to financial statements.
<PAGE>
McNEIL REAL ESTATE FUND XII, LTD.
Notes to Financial Statements
(Unaudited)
March 31, 1996
NOTE 1.
- -------
McNeil Real Estate Fund XII, Ltd. (the "Partnership") was organized February 2,
1981 as a limited partnership organized under the provisions of the California
Uniform Limited Partnership Act. The general partner of the Partnership is
McNeil Partners, L.P. (the "General Partner"), a Delaware limited partnership,
an affiliate of Robert A. McNeil. The Partnership is governed by an amended and
restated limited partnership agreement, dated September 6, 1991 (the "Amended
Partnership Agreement"). The principal place of business for the Partnership and
the General Partner is 13760 Noel Road, Suite 700, LB70, Dallas, Texas, 75240.
In the opinion of management, the financial statements reflect all adjustments
necessary for a fair presentation of the Partnership's financial position and
results of operations. All adjustments were of a normal recurring nature.
However, the results of operations for the three months ended March 31, 1996 are
not necessarily indicative of the results to be expected for the year ending
December 31, 1996.
NOTE 2.
- -------
The financial statements should be read in conjunction with the financial
statements contained in the Partnership's Annual Report on Form 10-K for the
year ended December 31, 1995, and the notes thereto, as filed with the
Securities and Exchange Commission, which is available upon request by writing
to McNeil Real Estate Fund XII, Ltd. c/o McNeil Real Estate Management, Inc.,
Investor Services, 13760 Noel Road, Suite 700, LB70, Dallas, Texas 75240.
NOTE 3.
- -------
Certain reclassifications have been made to prior period amounts to conform with
current period presentation.
NOTE 4.
- -------
The Partnership pays property management fees equal to 5% of the gross rental
receipts of the Partnership's properties to McNeil Real Estate Management, Inc.
("McREMI"), an affiliate of the General Partner, for providing property
management services for the Partnership's residential and commercial properties
and leasing services for its residential properties. McREMI may choose to
provide leasing services for the Partnership's commercial properties, in which
case McREMI will receive a property management fee from such commercial
properties equal to 3% of the property's gross rental receipts plus commissions
based on the prevailing market rate for such services where the property is
located.
The Partnership reimburses McREMI for its costs, including overhead, of
administering the Partnership's affairs.
<PAGE>
Affiliates of the General Partner have advanced funds to the Partnership to meet
working capital requirements. These advances accrue interest at a rate equal to
the prime lending rate plus 1%.
Under terms of the Amended Partnership Agreement, the Partnership is paying a
Management Incentive Distribution ("MID") to the General Partner. The maximum
MID is calculated as 1% of the tangible asset value of the Partnership. The
maximum MID percentage decreases subsequent to 1999. Tangible asset value is
determined by using the greater of (i) an amount calculated by applying a
capitalization rate of 9% to the annualized net operating income of each
property or (ii) a value of $10,000 per apartment unit for residential property
and $50 per gross square foot for commercial property to arrive at the property
tangible asset value. The property tangible asset value is then added to the
book value of all other assets excluding intangible items.
MID will be paid to the extent of the lesser of the Partnership's excess cash
flow, as defined, or net operating income, as defined ("the Entitlement
Amount"), and may be paid (i) in cash, unless there is insufficient cash to pay
the distribution in which event any unpaid portion not taken in Units will be
deferred and is payable, without interest, from the first available cash and/or
(ii) in Units. A maximum of 50% of the MID may be paid in Units. The number of
Units issued in payment of the MID is based on the greater of $50 per Unit or
the net tangible asset value, as defined, per Unit.
Any amount of the MID that is paid to the General Partner in Units will be
treated as if cash is distributed to the General Partner and is then contributed
to the Partnership by the General Partner. The MID represents a return of equity
to the General Partner for increasing cash flow, as defined, and accordingly is
treated as a distribution.
Compensation, reimbursements and distributions paid to or accrued for the
benefit of the General Partner and its affiliates are as follows:
<TABLE>
<CAPTION>
Three Months Ended
March 31,
----------------------------------------
1996 1995
---------------- ----------------
<S> <C> <C>
Charged to other assets:
Property management fees - affiliates................ $ 204,218 $ 233,793
Interest - affiliates................................ 23,613 40,769
Charged to general and administrative affiliates:
Partnership administration........................ 97,365 120,016
--------------- --------------
$ 325,196 $ 394,578
=============== ===============
Charged to General Partner's deficit:
MID............................................... $ 235,722 $ 260,507
=============== ===============
</TABLE>
<PAGE>
NOTE 5.
- -------
In 1996, the Partnership adopted the Financial Accounting Standards Board's
Statement of Financial Accounting Standards No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of."
This statement requires the cessation of depreciation on assets held for sale.
Since Millwood Park is currently classified as an asset held for sale, no
depreciation was taken in 1996.
NOTE 6.
- -------
On February 23, 1996, the Partnership was awarded $499,000 as payment for
condemnation of 6.45 acres, with a carrying value of $201,246, at Palisades at
the Galleria by Cobb County, Georgia. The county required the right-of-way to
this property for highway construction. The condemnation of this parcel will not
materially affect the operations of the property. The $499,000 is being held in
escrow by the mortgagee pending completion of construction adjacent to the
property. Upon receipt of the $499,000, the Partnership will recognize a gain of
$297,754.
NOTE 7.
- -------
On March 24, 1995, the Partnership refinanced the mortgage note payable on Plaza
Westlake. The new loan bears an interest rate of 9.5% and will mature January
31, 2000. Following is a summary of the transaction:
New loan proceeds...................... $ 4,000,000
Capital improvement account............ (300,000)
Existed debt retired................... (3,365,938)
--------------
Cash proceeds from refinancing......... $ 334,062
==============
In addition, the Partnership incurred loan costs of $131,246 relating to the
refinancing.
On February 26, 1995, the Partnership paid off the interest in net profits on
Buccaneer Village for retirement of $3,588,192 of debt. The debt was retired at
a discounted payoff of $1,750,000, which resulted in an extraordinary gain on
extinguishment of debt of $1,838,192.
NOTE 8.
- -------
On April 12, 1996, a fire destroyed or damaged 12 units at Millwood Park
Apartments. Preliminary estimates indicate the fire caused approximately
$650,000 of damage to the property. The Partnership expects its insurance
carrier to reimburse the Partnership for all damages incurred as a result of the
fire less a standard deductible.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- ------- ---------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
FINANCIAL CONDITION
- -------------------
The Partnership was formed to acquire, operate and ultimately dispose of a
portfolio of income-producing properties. At March 31, 1996, the Partnership
owned six apartment properties and one shopping center. All of the Partnership's
properties are subject to mortgage notes.
RESULTS OF OPERATIONS
- ---------------------
Revenue:
Total Partnership revenues decreased by $533,635 or 11% for the three months
ended March 31, 1996. Rental revenue decreased by $575,965 or 12% while interest
income increased by $42,330.
Rental revenue for the three months ended March 31, 1996 was $4,108,035 as
compared to $4,684,000 for the same period last year. This decrease of $575,965
is due to the loss in rental revenue generated by Sundance and Lamar Plaza,
which were sold in June and July of 1995, respectively.
Interest income increased by $42,330 for the three months ended March 31, 1996
as compared to the same period last year. This increase is due to larger average
cash balances being invested in interest-bearing accounts.
Expenses:
Partnership expenses decreased by $992,292 or 18% for the first three months of
1996 as compared to the same period last year primarily due to the sale of
Sundance and Lamar Plaza in 1995. The effects from these transactions were
declines of $358,397 for interest, $168,483 for depreciation, $60,462 for
property taxes, $76,724 for personnel expenses, $38,840 for utilities, $62,821
for repair and maintenance, $31,523 for property management fees - affiliates,
and $32,449 other property operating expenses.
In addition to the sale of Sundance and Lamar, other factors affected the level
of expenses reported by the remaining properties. Interest expense - affiliates
decreased by $17,156 or 42% for the three months ended March 31, 1996 due to the
reduction in the prime rate used to calculate the interest expense on the
advances and the repayment of $235,145 in advances in October 1995.
General and administrative expenses increased $35,612 for the three months ended
March 31, 1996 as compared to the same period last year. This increase is due to
legal and professional fees relating to the land condemnation at Palisades and
professional fees in association with the potential sale Millwood Park.
General and administrative - affiliate expenses decreased $22,651 or 19% for the
three months ended March 31, 1996 as compared to the same period last year. This
decrease is due to a decrease in the percentage of the Partnership's portion of
reimbursable costs.
<PAGE>
All other remaining expense categories remained comparable to the same period
last year.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
The Partnership generated $837,489 through operating activities for the first
three months of 1996 as compared to a $787,910 generated for the first three
months of 1995. This increase in cash can be attributed to the increase in
interest received. With the sale of two properties in 1995, the amount received
from tenants has declined $590,282 while the amount of cash paid for all
operating activities has also declined by $597,531.
The Partnership expended $589,809 and $138,784 for capital improvements to its
properties for the three months ended March 31, 1996 and 1995, respectively.
During the first three months of 1996, the Partnership expended $197,938 for
financing activities as compared to $1,770,083 for the same period in 1995.
During 1995, the Partnership received cash proceeds of $334,062 for the
refinancing of Plaza Westlake. The increase in the principal payments on
mortgage notes is due to $1,750,000 discounted payoff of the interest in net
profits on Buccaneer Village.
Short-term liquidity:
At March 31, 1996, the Partnership held cash and cash equivalents of $5,841,105.
The General Partner considers this level of cash reserves to be adequate to meet
the Partnership's operating needs in 1996. The General Partner anticipates using
reserves to repay affiliate advances and a portion of the affiliate payables.
The General Partner believes that anticipated operating results for 1996 will be
sufficient to fund the Partnership's budgeted $1.35 million in capital
improvements for 1996 and to repay the current portion of the Partnership's
mortgage notes.
The General Partner has established a revolving credit facility not to exceed
$5,000,000 in the aggregate which is available on a "first-come, first-served"
basis to the Partnership and other affiliated partnerships if certain conditions
are met. Borrowings under the facility may be used to fund deferred maintenance,
refinancing obligations and working capital needs. There is no assurance that
the partnership will be able to receive additional funds from the facility
because no amount will be reserved for any particular partnership. As of March
31, 1996, $2,662,819 was available from the facility. However, additional funds
could become available as other partnerships repay borrowings. This commitment
by the General Partner will terminate on September 6, 1996. The Partnership has
borrowed $1,419,339 which will be repaid from available cash reserves of the
Partnership. These borrowings are not due upon termination of the revolving
credit facility.
<PAGE>
Long-term liquidity:
The Partnership's working capital needs have been supported by advances from
affiliates during the past several years. Some of that support was provided on a
short-term basis to meet monthly operating requirements, with repayment
occurring as funds became available; other advances were longer term in nature
due to lack of funds for repayment. Additionally, the General Partner has
allowed the Partnership to defer payment of MID and reimbursements until such
time as the Partnership 's cash reserves allow payments. During 1995, the
Partnership has begun to make repayments to the General Partner for advances and
has paid some of the accrued MID. The Partnership will continue to make such
payments as is allowed by cash reserves and cash flows of the Partnership.
However, the Partnership will not be able to repay the General Partner all
payables outstanding in the foreseeable future. The General Partner will
continue to defer the unpaid sums until the Partnership's cash reserves allow
such payments.
For the long-term, property operations will remain the primary source of funds.
In this regard, the General Partner expects that the capital improvements made
by the Partnership during the past will yield improved cash flow from property
operations in the future. If the Partnership's cash position deteriorates, the
General Partner may elect to defer certain of the capital improvements, except
where such improvements are expected to increase the competitiveness or
marketability of the Partnership's properties.
As an additional source of liquidity, the General Partner may attempt to sell
Partnership properties judged to be mature considering the circumstances of the
market where the properties are located, as well as the Partnership's need for
liquidity. However, there can be no guarantee that the Partnership will be able
to sell any of its properties for an amount sufficient to retire the related
mortgage note and still provide cash proceeds to the Partnership, or that such
cash proceeds could be timed to coincide with the liquidity needs of the
Partnership. In this regard, the Partnership placed Millwood Park on the market
and on January 22, 1996, the Partnership executed a purchase agreement with an
unaffiliated third party to purchase Millwood Park Apartments. The gross
purchase price for Millwood Park is $5,450,00.
Income allocation and distributions:
Terms of the Amended Partnership Agreement specify that income before
depreciation is allocated to the General Partner to the extent of MID paid in
cash. Depreciation is allocated in the ratio of 95:5 to the limited partners and
the General Partner, respectively. Therefore, for the three months ended March
31, 1996 and 1995, $(17,172) and $51,805, respectively, were allocated to the
General Partner. The limited partners received allocations of net income (loss)
of $(326,269) and $984,289 for the three months ended March 31, 1996 and 1995,
respectively.
With the exception of the MID, distributions to partners have been suspended
since 1986 as part of the General Partner's policy of maintaining adequate cash
reserves. Distributions to the limited partners will remain suspended for the
foreseeable future. The General Partner will continue to monitor the cash
reserves and working capital needs of the Partnership to determine when cash
flows will support distributions to the limited partners. A distribution of
$235,722 for the MID has been accrued by the Partnership for the period ended
March 31, 1995 for the General Partner.
<PAGE>
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- ------ --------------------------------
(a) Exhibits.
Exhibit
Number Description
------- -----------
3.3 Amended and Restated Partnership Agreement,
dated September 6, 1991 (Incorporated by
reference to the Quarterly Report on Form
10-Q for the quarter ended September 30,
1991).
11. Statement regarding computation of net loss
per limited partnership unit: net loss per
limited partnership unit is computed by
dividing net loss allocated to the limited
partners by the number of limited
partnership units outstanding. Per unit
information has been computed based on
229,828 and 229,980 limited partnership
units outstanding in 1996 and 1995.
27. Financial Data Schedule for the quarter
ended March 31, 1996.
(b) Reports on Form 8-K. There were no reports on Form 8-K filed during the
quarter ended March 31, 1996.
<PAGE>
McNEIL REAL ESTATE FUND XII, LTD.
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:
McNEIL REAL ESTATE FUND XII, Ltd.
By: McNeil Partners, L.P., General Partner
By: McNeil Investors, Inc., General Partner
May 15, 1996 By: /s/ Donald K. Reed
- ------------------- -----------------------------------------
Date Donald K. Reed
President and Chief Executive Officer
May 15, 1996 By: /s/ Ron K. Taylor
- ------------------- -----------------------------------------
Date Ron K. Taylor
Acting Chief Financial Officer of McNeil
Investors, Inc.
May 15, 1996 By: /s/ Brandon K. Flaming
- ------------------- -----------------------------------------
Date Brandon K. Flaming
Chief Accounting Officer of McNeil
Real Estate Management, Inc.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 5,841,105
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 186,917
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 79,780,807
<DEPRECIATION> (41,385,567)
<TOTAL-ASSETS> 52,119,504
<CURRENT-LIABILITIES> 0
<BONDS> 58,998,153
<COMMON> 0
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 52,119,504
<SALES> 4,108,035
<TOTAL-REVENUES> 4,184,080
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,235,843
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,291,678
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> (343,441)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (343,441)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
