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, 1997
-----------------------------------------------------
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 0-13356
--------
MCNEIL REAL ESTATE FUND XXI, L.P.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 33-0030615
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
13760 Noel Road, Suite 600, LB70, Dallas, Texas, 75240
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (972) 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 XXI, L.P.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
- ------- --------------------
BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
--------------- --------------
ASSETS
- ------
Real estate investments:
<S> <C> <C>
Land..................................................... $ 3,240,113 $ 3,240,113
Buildings and improvements............................... 29,609,240 29,542,828
-------------- -------------
32,849,353 32,782,941
Less: Accumulated depreciation and amortization......... (15,027,239) (14,661,016)
-------------- -------------
17,822,114 18,121,925
Asset held for sale......................................... 2,737,706 2,731,674
Cash and cash equivalents................................... 1,709,097 1,670,843
Cash segregated for security deposits....................... 179,057 167,645
Accounts receivable......................................... 327,957 317,152
Escrow deposits............................................. 445,334 425,750
Deferred borrowing costs, net of accumulated amortiz-
ation of $170,942 and $153,724 at March 31, 1997
and December 31, 1996, respectively...................... 415,459 432,677
Prepaid expenses and other assets........................... 86,633 63,559
-------------- -------------
$ 23,723,357 $ 23,931,225
============== =============
LIABILITIES AND PARTNERS' DEFICIT
- ---------------------------------
Mortgage notes payable, net................................. $ 21,720,040 $ 21,780,275
Mortgage note payable - affiliate........................... 733,900 733,900
Accounts payable and accrued expenses....................... 266,759 282,667
Accrued property taxes...................................... 326,927 347,845
Payable to affiliates....................................... 4,367,686 4,210,324
Advances from affiliates.................................... 749,663 735,253
Deferred gain on involuntary conversion..................... 66,879 66,879
Security deposits and deferred rental revenue............... 204,120 195,060
-------------- -------------
28,435,974 28,352,203
-------------- -------------
Partners' deficit:
Limited partners - 50,000 Units authorized; 47,086 and
47,288 Units outstanding at March 31, 1997 and
December 31, 1996, respectively, (24,906 Current
Income Units and 22,180 Growth/Shelter Units
outstanding at March 31, 1997 and 24,949 Current
Income Units and 22,339 Growth/Shelter Units
outstanding at December 31,1996)....................... (4,347,879) (4,059,156)
General Partner.......................................... (364,738) (361,822)
-------------- -------------
(4,712,617) (4,420,978)
-------------- -------------
$ 23,723,357 $ 23,931,225
============== =============
</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 XXI, L.P.
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------------------------------
1997 1996
-------------- --------------
Revenue:
<S> <C> <C>
Rental revenue ............................................ $ 1,607,301 $ 1,593,496
Interest ................................................... 18,501 22,049
------------- ------------
Total revenue............................................. 1,625,802 1,615,545
------------- ------------
Expenses:
Interest.................................................... 513,851 513,916
Interest - affiliates....................................... 29,547 29,992
Depreciation and amortization............................... 366,223 402,714
Property taxes.............................................. 135,339 119,691
Personnel costs............................................. 209,193 207,192
Utilities................................................... 115,312 113,082
Repairs and maintenance..................................... 178,765 176,105
Property management fees -affiliates........................ 83,527 81,822
Other property operating expenses........................... 100,671 106,269
General and administrative.................................. 27,414 15,943
General and administrative - affiliates..................... 157,599 181,307
------------- -------------
Total expenses............................................ 1,917,441 1,948,033
------------- -------------
Net loss....................................................... $ (291,639) $ (332,488)
============= =============
Net loss allocable to limited partners -
Current Income Unit......................................... $ (26,248) $ (29,923)
Net loss allocable to limited partners -
Growth/Shelter Unit......................................... (262,475) (299,239)
Net loss allocable to General Partner.......................... (2,916) (3,326)
------------- --------------
Net loss....................................................... $ (291,639) $ (332,488)
============= =============
Net loss per limited partnership unit:
Current Income Units........................................... $ (1.05) $ (1.20)
============= =============
Growth/Shelter Units........................................... $ (11.83) $ (13.40)
============= =============
</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 XXI, L.P.
STATEMENTS OF PARTNERS' DEFICIT
(Unaudited)
For the Three Months Ended March 31, 1997 and 1996
<TABLE>
<CAPTION>
Total
General Limited Partners'
Partner Partners Deficit
--------------- --------------- ---------------
<S> <C> <C> <C>
Balance at December 31, 1995.............. $ (350,551) $ (2,943,347) $ (3,293,898)
Net loss
General Partner........................ (3,326) - (3,326)
Current Income Units................... - (29,923) (29,923)
Growth/Shelter Units................... - (299,239) (299,239)
------------- ------------- -------------
Total net loss............................ (3,326) (329,162) (332,488)
------------- ------------- -------------
Balance at March 31, 1996................. $ (353,877) $ (3,272,509) $ (3,626,386)
============= ============= =============
Balance at December 31, 1996.............. $ (361,822) $ (4,059,156) $ (4,420,978)
Net loss
General Partner........................ (2,916) - (2,916)
Current Income Units................... - (26,248) (26,248)
Growth/Shelter Units................... - (262,475) (262,475)
------------- ------------- -------------
Total net loss............................ (2,916) (288,723) (291,639)
------------- ------------- -------------
Balance at March 31, 1997................. $ (364,738) $ (4,347,879) $ (4,712,617)
============= ============= =============
</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 XXI, L.P.
STATEMENTS OF CASH FLOWS
(Unaudited)
Increase in Cash and Cash Equivalents
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-------------------------------------------
1997 1996
------------------- ----------------
Cash flows from operating activities:
<S> <C> <C>
Cash received from tenants........................ $ 1,586,353 $ 1,613,389
Cash paid to suppliers............................ (676,100) (585,662)
Cash paid to affiliates........................... (83,764) (80,827)
Interest received................................. 18,501 22,049
Interest paid..................................... (492,145) (433,560)
Interest paid to affiliates....................... (12,221) (50,886)
Property taxes paid............................... (164,733) (107,866)
----------------- --------------
Net cash provided by operating activities............ 175,891 376,637
----------------- --------------
Cash flows from investing activities:
Additions to real estate investments.............. (72,444) (106,643)
----------------- --------------
Cash flows from financing activities:
Principal payments on mortgage notes
payable......................................... (65,193) (59,810)
----------------- --------------
Net increase in cash and cash equivalents............ 38,254 210,184
Cash and cash equivalents at beginning of
period............................................ 1,670,843 1,998,301
----------------- --------------
Cash and cash equivalents at end of period........... $ 1,709,097 $ 2,208,485
================= ==============
</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 XXI, L.P.
STATEMENTS OF CASH FLOWS
(Unaudited)
Reconciliation of Net Loss to Net Cash Provided by
Operating Activities
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-----------------------------------------
1997 1996
----------------- ----------------
<S> <C> <C>
Net loss............................................. $ (291,639) $ (332,488)
--------------- --------------
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation and amortization..................... 366,223 402,714
Amortization of deferred borrowing costs.......... 17,218 15,919
Amortization of discounts on mortgage
notes payable................................... 4,958 4,704
Accrued interest on advances from affiliates...... 14,410 14,686
Changes in assets and liabilities:
Cash segregated for security deposits........... (11,412) 8,011
Accounts receivable............................. (10,805) 3,296
Escrow deposits................................. (19,584) 82,134
Prepaid expenses and other assets............... (23,074) 597
Accounts payable and accrued expenses........... (15,908) 6,046
Accrued property taxes.......................... (20,918) (25,463)
Payable to affiliates........................... 157,362 182,302
Security deposits and deferred rental
revenue....................................... 9,060 14,179
--------------- --------------
Total adjustments............................. 467,530 709,125
--------------- --------------
Net cash provided by operating activities............ $ 175,891 $ 376,637
=============== ==============
</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 XXI, L.P.
Notes to Financial Statements
(Unaudited)
March 31, 1997
NOTE 1.
- -------
McNeil Real Estate Fund XXI, L.P. (the "Partnership"), formerly known as
Southmark Realty Partners, Ltd., was organized on November 23, 1983 as a limited
partnership under the provisions of the California Revised Limited Partnership
Act to acquire and operate commercial and residential properties. The general
partner of the Partnership is McNeil Partners, L.P. (the "General Partner"), a
Delaware limited partnership, an affiliate of Robert A. McNeil ("McNeil"). The
principal place of business for the Partnership and the General Partner is 13760
Noel Road, Suite 600, 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, 1997 are
not necessarily indicative of the results to be expected for the year ending
December 31, 1997.
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, 1996, and the notes thereto, as filed with the
Securities and Exchange Commission, which is available upon request by writing
to McNeil Real Estate Fund XXI, L.P., c/o The Herman Group, 2121 San Jacinto
St., 26th Floor, Dallas, Texas 75201.
NOTE 3.
- -------
The accompanying financial statements have been prepared assuming that the
Partnership will continue as a going concern. The Partnership has had to defer
payment of payables to affiliates in order to meet its working capital needs.
Additionally, in 1997, the mortgage notes payable secured by Wise County Plaza
and Fort Meigs Plaza mature. The mortgage note payable - affiliate secured by
Fort Meigs Plaza also matures in 1997. In addition to regularly scheduled debt
service payments, balloon payments totaling approximately $9.7 million are due
in 1997. Management expects to refinance these mortgage notes as they mature.
However, if management is unable to refinance the mortgage notes as they mature,
the Partnership will require other sources of cash. No such sources have been
identified. The financial statements do not include any adjustments that might
result from the outcome of these uncertainties.
<PAGE>
NOTE 4.
- -------
The Partnership pays property management fees equal to 5% of gross rental
receipts for its residential properties and 6% of gross rental receipts for its
commercial 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 also choose to provide leasing services
for the Partnership's commercial properties, in which case McREMI will receive
property management fees from such commercial properties equal to 3% of the
property's gross rental receipts plus leasing 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.
The Partnership is paying an asset management fee which is payable to the
General Partner. Through 1999, the Asset Management Fee is calculated as 1% of
the Partnership's tangible asset value. 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. The fee percentage decreases subsequent to
1999. Total accrued but unpaid asset management fees of $3,024,934 and
$2,927,930 were outstanding at March 31, 1997 and December 31, 1996,
respectively.
The Partnership pays a disposition fee to an affiliate of the General Partner
equal to 3% of the gross sales price for brokerage services performed in
connection with the sale of the Partnership's properties. The fee is due and
payable at the time the sale closes. In connection with the sales of Suburban
Plaza and Wyoming Mall, total accrued but unpaid disposition fees of $346,050
were outstanding at March 31, 1997 and December 31, 1996.
Prior to the restructuring of the Partnership, affiliates of the Original
General Partner advanced funds to enable the Partnership to meet its working
capital requirements. These advances were purchased by, and are now payable to,
the General Partner.
The total advances from affiliates at March 31, 1997 and December 31, 1996
consisted of the following:
March 31, December 31,
1997 1996
---------- ------------
Advances purchased by General Partner.............. $ 630,574 $ 630,574
Accrued interest payable........................... 119,089 104,679
--------- ---------
$ 749,663 $ 735,253
========= =========
<PAGE>
Compensation and reimbursements paid to or accrued for the benefit of the
General Partner and its affiliates are as follows:
Three Months Ended
March 31,
------------------------
1997 1996
---------- ----------
Property management fees........................... $ 83,527 $ 81,822
Charged to interest - affiliates:
Interest on advances from affiliates.............. 14,410 14,687
Interest on mortgage note payable - affiliate..... 15,137 15,305
Charged to general and administrative -affiliates:
Partnership administration....................... 60,595 83,647
Asset management fee............................. 97,004 97,660
--------- ---------
$ 270,673 $ 293,121
========= =========
Payable to affiliates at March 31, 1997 and December 31, 1996 consisted
primarily of unpaid asset management fees, property management fees, disposition
fees and partnership general and administrative expenses and are due and payable
from current operations.
NOTE 5.
- -------
In March 1997, the lender on the Partnership's $733,900 mortgage note payable -
affiliate secured by Fort Meigs Plaza extended the maturity of the note to
September 1, 1997 from April 1, 1997.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- ------- ---------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
FINANCIAL CONDITION
- -------------------
There has been no significant change in the operations of the Partnership's
properties since December 31, 1996. The Partnership reported a net loss for the
first three months of 1997 of $291,639 as compared to $332,488 for the first
three months of 1996. Revenues were $1,625,802 in 1997, as compared to
$1,615,545 for the same period in 1996. Expenses decreased to $1,917,441 in
1997, from $1,948,033 in 1996.
Net cash provided by operating activities was $175,891 for the first three
months of 1997. The Partnership expended $72,444 for capital improvements and
$65,193 for principal payments on its mortgage notes payable. Cash and cash
equivalents increased by $38,254 for the first three months of 1997, leaving a
balance of $1,709,097 at March 31, 1997.
<PAGE>
The Partnership has had little ready cash reserves since its inception. It has
been largely dependent on affiliates to support its operations. Although no
additional advances from affiliates were required during the first three months
of 1997, at March 31, 1997 the Partnership owed affiliate advances of $749,663
and payables to affiliates for property management fees, Partnership general and
administrative expenses, asset management fees and disposition fees totaling
$4,367,686.
RESULTS OF OPERATIONS
- ---------------------
Revenue:
Total revenue increased by $10,257 for the first three months of 1997 as
compared to the first three months of 1996. The increase was due to an increase
in rental revenue, partially offset by a decrease in interest income, as
discussed below.
Rental revenue increased by $13,805 for the three months ended March 31, 1997 as
compared to the same period in 1996. Rental revenue for all properties increased
slightly during the first quarter of 1997, except at Evergreen Square Apartments
where rental revenue decreased slightly due to a decline in occupancy to 83% at
the end of March 1997 from 90% at the end of March 1996. In addition, in 1996
the Partnership received approximately $18,000 of rental revenue relating to a
property which had previously been sold. No such income was received during the
first three months of 1997.
Interest income decreased by $3,548 for the three months ended March 31, 1997 as
compared to the same period in 1996 due to a lower amount of cash available for
short-term investment in 1997. The Partnership held $1.7 million of cash and
cash equivalents at March 31, 1997 as compared to $2.2 million at March 31,
1996.
Expenses:
Total expenses decreased by $30,592 for the first three months of 1997 as
compared to the same period in 1996. The decrease was mainly due to a decrease
in general and administrative - affiliates, partially offset by an increase in
property taxes and general and administrative expenses, as discussed below.
Property taxes increased by $15,648 for the three months ended March 31, 1997 as
compared to the same period in 1996. The increase was partially due to increased
property taxes at Woodcreek and Evergreen Square Apartments. In addition, in
1996 the Partnership received an approximately $5,700 refund of prior years'
property taxes relating to Bedford Green Apartments. No such refund was received
in the first quarter of 1997.
General and administrative expenses for the first three months of 1997 increased
by $11,471 as compared to the same period in 1996. Costs incurred for investor
services were paid to an unrelated third party in 1997. In the first quarter of
1996, such costs were paid to an affiliate of the General Partner and were
included in general and administrative - affiliates on the Statements of
Operations.
<PAGE>
General and administrative - affiliates decreased by $23,708 for the three
months ended March 31, 1997 as compared to the same period in 1996. The decrease
was mainly due to a decrease in overhead expenses allocated to the Partnership
by McREMI, which was partially due to investor services being performed by an
unrelated third party in 1997, as discussed above. In addition there was a
slight decrease in asset management fees as a result of a decrease in the
tangible asset value of the Partnership, on which the fees are based.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
At March 31, 1997, the Partnership held cash and cash equivalents of $1,709,097.
Cash of $175,891 was provided by operating activities during the first three
months of 1997 as compared to $376,637 provided during the same period in 1996.
The decrease in cash provided by operations in the first quarter of 1997 was
mainly the result of an increase in cash paid to suppliers, interest paid and
property taxes paid due to the timing of the payment of invoices.
Cash used for additions to real estate investments totaled $72,444 for the first
three months of 1997 as compared to $106,643 for the same period in 1996. A
greater amount was spent in the first quarter of 1996 for replacement of siding
at Governour's Square Apartments.
Short-term liquidity
For the remainder of 1997, present cash balances and operations of the
properties are expected to provide sufficient cash for normal operating
expenses, debt service payments and budgeted capital improvements. In 1997, the
mortgage notes payable secured by Wise County Plaza and Fort Meigs Plaza mature.
The mortgage note payable affiliate secured by Fort Meigs Plaza matured on April
1, 1997 and the maturity was extended to September, 1997. In addition to
regularly scheduled debt service payments, balloon payments totaling
approximately $9.7 million are due in 1997. Management expects to refinance
these mortgage notes as they mature. However, if management is unable to
refinance the mortgage notes as they mature, the Partnership will require other
sources of cash. No such sources have been identified. The Partnership has no
established lines of credit from outside sources. Although affiliates of the
Partnership have previously funded cash deficits, there can be no assurance the
Partnership will receive additional funds. Other possible actions to resolve
cash deficiencies include refinancing, deferring major capital or repair
expenditures on Partnership properties except where improvements are expected to
enhance the competitiveness and marketability of the properties, deferring
payables to or arranging financing from affiliates or the ultimate sale of
Partnership properties.
Long-term liquidity
The Partnership determined to evaluate market and other economic conditions to
establish the optimum time to commence an orderly liquidation of the
Partnership's assets in accordance with the terms of the Amended Partnership
Agreement. Taking such conditions as well as other pertinent information into
account, the Partnership has determined to begin orderly liquidation of all its
assets. Although there can be no assurance as to the timing of the liquidation
due to real estate market conditions, the general difficulty of disposing of
real estate, and other general economic factors, it is anticipated that such
liquidation would result in the dissolution of the Partnership followed by a
liquidating distribution to the limited partners by December 2001. In this
regard, the Partnership has placed Fort Meigs Plaza on the market for sale.
<PAGE>
Operations of the Partnership's properties are expected to provide sufficient
cash flow for operating expenses, debt service payments and capital improvements
in the foreseeable future. The Partnership has significant mortgage maturities
during 1997, and management expects to refinance these mortgage notes as they
mature. If management is unable to refinance the mortgage notes as they mature,
the Partnership will require other sources of cash. No such sources have been
identified.
These conditions raise substantial doubt about the Partnership's ability to
continue as a going concern. The financial statements do not include any
adjustments that might result from the outcome of these uncertainties.
Distributions
To maintain adequate cash balances of the Partnership, distributions to Current
Income Unit holders were suspended in 1989. There have been no distributions to
Growth/Shelter Units holders. Distributions to Unit holders 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 Unit holders.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
- ------- -----------------
James F. Schofield, Gerald C. Gillett, Donna S. Gillett, Jeffrey Homburger,
Elizabeth Jung, Robert Lewis, and Warren Heller et al. v. McNeil Partners L.P.,
McNeil Investors, Inc., McNeil Real Estate Management, Inc., Robert A. McNeil,
Carole J. McNeil, McNeil Pacific Investors Fund 1972, Ltd., McNeil Real Estate
Fund IX, Ltd., McNeil Real Estate Fund X, Ltd., McNeil Real Estate Fund XI,
Ltd., McNeil Real Estate Fund XII, Ltd., McNeil Real Estate Fund XIV, Ltd.,
McNeil Real Estate Fund XV, Ltd., McNeil Real Estate Fund XX, L.P., McNeil Real
Estate Fund XXI, L.P., McNeil Real Estate Fund XXII, L.P., McNeil Real Estate
Fund XXIV, L.P., McNeil Real Estate Fund XXV, L.P., McNeil Real Estate Fund
XXVI, L.P., and McNeil Real Estate Fund XXVII, L.P., et al. - Superior Court of
the State of California for the County of Los Angeles, Case No. BC133799 (Class
and Derivative Action Complaint).
The action involves purported class and derivative actions brought by limited
partners of each of the fourteen limited partnerships that were named as nominal
defendants as listed above (the "Partnerships"). Plaintiffs allege that McNeil
Investors, Inc., its affiliate McNeil Real Estate Management, Inc. and three of
their senior officers and/or directors (collectively, the "Defendants") breached
their fiduciary duties and certain obligations under the respective Amended
Partnership Agreement. Plaintiffs allege that Defendants have rendered such
Units highly illiquid and artificially depressed the prices that are available
for Units on the resale market. Plaintiffs also allege that Defendants engaged
in a course of conduct to prevent the acquisition of Units by an affiliate of
Carl Icahn by disseminating purportedly false, misleading and inadequate
information. Plaintiffs further allege that Defendants acted to advance their
own personal interests at the expense of the Partnerships' public unit holders
by failing to sell Partnership properties and failing to make distributions to
unitholders.
<PAGE>
On December 16, 1996, the Plaintiffs filed a consolidated and amended complaint.
Plaintiffs are suing for breach of fiduciary duty, breach of contract and an
accounting, alleging, among other things, that the management fees paid to the
McNeil affiliates over the last six years are excessive, that these fees should
be reduced retroactively and that the respective Amended Partnership Agreements
governing the Partnerships are invalid.
Defendants filed a demurrer to the consolidated and amended complaint and a
motion to strike on February 14, 1997, seeking to dismiss the consolidated and
amended complaint in all respects. A hearing on Defendant's demurrer and motion
to strike was held on May 5, 1997. The Court granted Defendants' demurrer,
dismissing the consolidated and amended complaint with leave to amend.
Plaintiffs have until May 27, 1997 to file a second amended complaint, unless
otherwise agreed to by the parties.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- ------- --------------------------------
(a) Exhibits.
Exhibit
Number Description
------- -----------
4. Amended and Restated Limited Partnership
Agreement dated March 26, 1992.
(Incorporated by reference to the Current
Report of the Registrant on Form 8-K dated
March 26, 1992, as filed on April 9, 1992).
11. Statement regarding computation of Net
Income (Loss) per Limited Partnership Unit:
Net income (loss) per limited partnership
unit is computed by dividing net income
(loss) allocated to the limited partners by
the weighted average number of limited
partnership units outstanding. Per unit
information has been computed based on
24,906 and 24,949 Current Income Units
outstanding in 1997 and 1996, respectively,
and 22,180 and 22,339 Growth/Shelter Units
outstanding in 1997 and 1996, respectively.
27. Financial Data Schedule for the quarter
ended March 31, 1997.
(b) Reports on Form 8-K. There were no reports on Form 8-K filed during
the quarter ended March 31, 1997.
<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.
By: McNeil Partners, L.P., General Partner
By: McNeil Investors, Inc., General Partner
May 14, 1997 By: /s/ Ron K. Taylor
- -------------- ------------------------------------------
Date Ron K. Taylor
President and Director of McNeil
Investors, Inc.
(Principal Financial Officer)
May 14, 1997 By: /s/ Carol A. Fahs
- -------------- ------------------------------------------
Date Carol A. Fahs
Vice President of McNeil Investors, Inc.
(Principal Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 1,709,097
<SECURITIES> 0
<RECEIVABLES> 327,957
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 32,849,353
<DEPRECIATION> (15,027,239)
<TOTAL-ASSETS> 23,723,357
<CURRENT-LIABILITIES> 0
<BONDS> 22,453,940
0
0
<COMMON> 0
<OTHER-SE> (4,712,617)
<TOTAL-LIABILITY-AND-EQUITY> 23,723,357
<SALES> 1,607,301
<TOTAL-REVENUES> 1,625,802
<CGS> 822,807
<TOTAL-COSTS> 1,189,030
<OTHER-EXPENSES> 185,013
<LOSS-PROVISION> 0
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