SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) February 5, 1996
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McNEIL REAL ESTATE FUND V, LTD.
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(Exact name of registrant as specified in its charter)
California 0-8229 94-6356980
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
13760 Noel Road, Suite 700, LB70, Dallas, Texas, 75240
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (214) 448-5800
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ITEM 5. OTHER EVENTS
On February 5, 1996, McNeil Real Estate Fund V, Ltd. (the
"Partnership") executed a Purchase Agreement (the "Agreement")
dated January 23, 1996 with BRE Properties, Inc. to sell to BRE
the property commonly known as the Sycamore Valley Apartments in
Fountain Valley, California (the "Property"), which Property
represents substantially all of the assets of the Partnership.
The gross purchase price for the Property is $23,300,000, subject
to certain adjustments. Consummation of the sale is subject to
the satisfaction of certain conditions, including the approval of
the limited partners of the Partnership of the sale of the
Property. The Partnership presently anticipates submitting the
sale for limited partner approval at a meeting in April 1996.
If the sale of the Property is consummated, it is currently
contemplated that McNeil Partners, L.P., the general partner of
the Partnership (the "General Partner") will commence the
dissolution and termination of the Partnership. In connection
with such dissolution and termination, the General Partner will
liquidate any remaining assets, repay creditors and authorize
distributions to the partners of the Partnership, including
distributions of net proceeds from the sale of the Property, in
accordance with the terms of the Partnership Agreement of the
Partnership. Neither the amount nor timing of any such
distributions has been determined.
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McNEIL REAL ESTATE FUND V, 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 V, LTD.
By: McNeil Partners, L.P., General Partner
By: McNeil Investors, Inc., General Partner
February 14, 1996 By: /s/ Donald K. Reed
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Date Donald K. Reed
President
