<PAGE>
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) March 31, 1995
----------------------------
McNEIL REAL ESTATE FUND XXI, L.P.
- - ------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 0-13356 33-0030615
- - ------------------------------------------------------------------------------
(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
- - ------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code 448-5800
--------------------------
<PAGE>
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On March 31, 1995, McNeil Real Estate Fund XXI, L.P. (the
"Partnership") sold to Suburban Plaza Limited Partnership, an
unaffiliated buyer, Suburban Plaza, a 127,536 square foot
shopping center located in Knoxville, Tennessee for a cash
purchase price of $6,910,000. Net cash proceeds to the
Partnership after payments of $5,440,601 for the underlying
mortgage notes encumbering the property and various closing
prorations, amounted to $1,320,745.
Additionally, on March 31, 1995, Wyoming Mall, a 151,589 square
foot shopping center located in Albuquerque, New Mexico, was sold
to Weingarten Realty Investors, an unaffiliated buyer, for a cash
purchase price of $9,250,000. The Partnership had a 50%
undivided interest in the assets, liabilities and operations of
Wyoming Mall, owned jointly with McNeil Real Estate Fund XXII,
L.P. Net cash proceeds to the Partnership after payment of the
$7,245,520 underlying mortgage note encumbering the property and
various closing prorations, amounted to $844,122.
<PAGE>
McNEIL REAL ESTATE FUND XXI, L.P.
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 XXI, L.P.
April 12, 1995 By: /s/ Carol A. Fahs
- - ---------------------- ------------------------------------
Date Carol A. Fahs
Chief Accounting Officer of McNeil Real Estate
Management, Inc.
