MCNEIL REAL ESTATE FUND XXVI LP
10-Q, 1998-08-14
REAL ESTATE
Previous: BLUE DOLPHIN ENERGY CO, 10-Q, 1998-08-14
Next: PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP, 10-Q, 1998-08-14



                                  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 quarterly period ended             June 30, 1998
                                   ---------------------------------------------


                                       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  0-15460
                            --------



                       MCNEIL REAL ESTATE FUND XXVI, L.P.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)




         California                                     33-0168395
- --------------------------------------------------------------------------------
(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>
                          PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS
- ------- --------------------

                       MCNEIL REAL ESTATE FUND XXVI, L.P.

                                 BALANCE SHEETS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                          June 30,          December 31,
                                                                            1998                 1997
                                                                        -------------        -------------
ASSETS
- ------

Real estate investments:
<S>                                                                     <C>                  <C>         
   Land ........................................................        $  6,750,456         $  6,750,456
   Buildings and improvements ..................................          55,061,007           54,854,340
                                                                        ------------         ------------
                                                                          61,811,463           61,604,796
   Less:  Accumulated depreciation and amortization ............         (25,594,602)         (24,345,484)
                                                                        ------------         ------------
                                                                          36,216,861           37,259,312

Asset held for sale ............................................                   -            3,047,765

Cash and cash equivalents ......................................           5,410,403            2,823,216
Cash segregated for security deposits ..........................             240,672              235,617
Accounts receivable, net of allowance for doubtful
   accounts of $536,718 at June 30, 1998 and
   $572,392 at December 31, 1997.............. .................           1,047,641            1,221,528
Prepaid commissions ............................................             371,941              381,923
Prepaid expenses and other assets ..............................             265,937              229,664
Deferred borrowing costs, net of accumulated
   amortization of $354,333 and $307,435 at
   June 30, 1998 and December 31, 1997, respectively ...........             218,829              265,727
                                                                        ------------         ------------
                                                                        $ 43,772,284         $ 45,464,752
                                                                        ============         ============

LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
- ------------------------------------------

Mortgage notes payable .........................................        $ 21,244,192         $ 21,442,045
Accounts payable and accrued expenses ..........................             281,776              488,719
Accrued property taxes .........................................             220,916               81,308
Payable to affiliates - General Partner ........................             724,206              292,574
Security deposits and deferred rental revenue ..................             300,980              297,859
                                                                        ------------         ------------
                                                                          22,772,070           22,602,505
                                                                        ------------         ------------
Partners' equity (deficit):
   Limited Partners - 90,000,000 Units  authorized;
     86,530,671 Units issued and outstanding at
     June 30, 1998 and December 31, 1997, respectively..........           21,414,763           23,273,176
   General Partner .............................................            (414,549)            (410,929)
                                                                        ------------         ------------
                                                                          21,000,214           22,862,247
                                                                        ------------         ------------
                                                                        $ 43,772,284         $ 45,464,752
                                                                        ============         ============
</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 XXVI, L.P.

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                       Three Months Ended                       Six Months Ended
                                                            June 30,                                 June 30,
                                                -------------------------------         -------------------------------
                                                    1998               1997                 1998                1997
                                                -----------         -----------         -----------         -----------
Revenue:
<S>                                             <C>                 <C>                 <C>                 <C>        
   Rental revenue ......................        $ 2,099,774         $ 2,249,106         $ 4,405,034         $ 4,531,845
   Interest ............................             44,667              58,892              74,555              84,275
   Gain on sale of real estate .........            116,297                   -             116,297                   -
                                                -----------         -----------         -----------         -----------
     Total revenue .....................          2,260,738           2,307,998           4,595,886           4,616,120
                                                -----------         -----------         -----------         -----------

Expenses:
   Interest ............................            429,606             435,498             861,114             873,758
   Depreciation and
     amortization ......................            632,028             673,967           1,249,118           1,317,127
   Property taxes ......................            177,985             211,380             368,218             422,752
   Personnel expenses ..................            178,080             193,069             404,874             430,388
   Utilities ...........................            236,319             237,069             470,160             496,639
   Repairs and maintenance .............            247,405             215,263             478,907             464,752
   Property management
     fees - affiliates .................            137,215             128,823             268,253             254,990
   Other property operating
     expenses ..........................            109,459             124,466             231,257             280,078
   General and administrative ..........            108,716              27,002             231,442              70,247
   General and administrative -
     affiliates ........................            201,892             204,050             394,584             362,350
                                                -----------         -----------         -----------         -----------
     Total expenses ....................          2,458,705           2,450,587           4,957,927           4,973,081
                                                -----------         -----------         -----------         -----------

Net loss ...............................        $  (197,967)        $  (142,589)        $  (362,041)        $  (356,961)
                                                ===========         ===========         ===========         ===========

Net loss allocable
   to limited partners .................        $  (195,987)        $  (141,163)        $  (358,421)        $  (353,391)
Net loss allocable
   to General Partner ..................             (1,980)             (1,426)             (3,620)             (3,570)
                                                -----------         -----------         -----------         -----------
Net loss ...............................        $  (197,967)        $  (142,589)        $  (362,041)        $  (356,961)
                                                ===========         ===========         ===========         ===========

Net loss per thousand
   limited partnership units ...........        $     (2.30)        $     (1.63)        $     (4.14)        $     (4.08)
                                                ===========         ===========         ===========         ===========

Distribution per thousand
   limited partnership units ...........        $         -         $         -         $     17.33         $      2.89
                                                ===========         ===========         ===========         ===========
</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 XXVI, L.P.

                    STATEMENTS OF PARTNERS' EQUITY (DEFICIT)
                                   (Unaudited)

                 For the Six Months Ended June 30, 1998 and 1997

<TABLE>
<CAPTION>
                                                                                              Total
                                                                                             Partners'
                                                    General              Limited              Equity
                                                    Partner              Partners            (Deficit)
                                                 -------------        -------------        -------------
<S>                                              <C>                  <C>                  <C>         
Balance at December 31, 1996 ............        $   (400,892)        $ 25,016,816         $ 24,615,924

Net loss ................................              (3,570)            (353,391)            (356,961)

Distributions to limited partners........                   -             (250,000)            (250,000)
                                                 ------------         ------------         ------------

Balance at June 30, 1997 ................        $   (404,462)        $ 24,413,425         $ 24,008,963
                                                 ============         ============         ============


Balance at December 31, 1997 ............        $   (410,929)        $ 23,273,176         $ 22,862,247

Net loss ................................              (3,620)            (358,421)            (362,041)

Distributions to limited partners .......                   -           (1,499,992)          (1,499,992)
                                                 ------------         ------------         ------------

Balance at June 30, 1998 ................        $   (414,549)        $ 21,414,763         $ 21,000,214
                                                 ============         ============         ============
</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 XXVI, L.P.

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                Increase (Decrease) in Cash and Cash Equivalents

<TABLE>
<CAPTION>
                                                                         Six Months Ended
                                                                             June 30,
                                                                -------------------------------
                                                                    1998                1997
                                                                -----------         -----------

Cash flows from operating activities:
<S>                                                             <C>                 <C>        
   Cash received from tenants ..........................        $ 4,470,362         $ 4,313,036
   Cash paid to suppliers ..............................         (2,091,567)         (1,318,638)
   Cash paid to affiliates .............................           (231,205)           (610,574)
   Interest received ...................................             74,555              84,275
   Interest paid .......................................           (815,153)           (829,731)
   Property taxes paid and escrowed ....................           (228,610)           (239,217)
                                                                -----------         -----------
Net cash provided by operating activities ..............          1,178,382           1,399,151
                                                                -----------         -----------

Cash flows from investing activities:
   Additions to real estate investments ................           (206,667)           (304,085)
   Additions to assets held for sale ...................            (11,638)                  -
   Proceeds from sale of real estate ...................          3,324,955                   -
                                                                -----------         -----------
Net cash provided by (used in)
   investing activities ................................          3,106,650            (304,085)
                                                                -----------         -----------

Cash flows from financing activities:
   Principal payments on mortgage notes payable.........           (197,853)           (183,276)
   Distributions to limited partners ...................         (1,499,992)           (250,000)
                                                                -----------         -----------
Net cash used in financing activities ..................         (1,697,845)           (433,276)
                                                                -----------         -----------

Net increase in cash and cash equivalents ..............          2,587,187             661,790

Cash and cash equivalents at beginning of
   period ..............................................          2,823,216           2,211,029
                                                                -----------         -----------

Cash and cash equivalents at end of period .............        $ 5,410,403         $ 2,872,819
                                                                ===========         ===========
</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 XXVI, L.P.

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

     Reconciliation of Net Loss to Net Cash Provided by Operating Activities

<TABLE>
<CAPTION>
                                                                     Six Months Ended
                                                                         June 30
                                                              -------------------------------
                                                                 1998                1997
                                                              -----------         -----------
<S>                                                           <C>                 <C>         
Net loss .............................................        $  (362,041)        $  (356,961)
                                                              -----------         -----------

Adjustments to reconcile net loss to net cash
   provided by operating activities:
   Depreciation and amortization .....................          1,249,118           1,317,127
   Amortization of deferred borrowing costs ..........             46,898              45,897
   Gain on sale of real estate .......................           (116,297)                  -
   Changes in assets and liabilities:
     Cash segregated for security deposits ...........             (5,055)                421
     Accounts receivable .............................             59,218            (204,970)
     Prepaid commissions .............................              9,982              24,486
     Prepaid expenses and other assets ...............            (70,859)            373,892
     Accounts payable and accrued expenses ...........           (206,943)            (89,974)
     Accrued property taxes ..........................            139,608             290,012
     Payable to affiliates - General Partner .........            431,632               6,766
     Security deposits and deferred rental
       revenue .......................................              3,121              (7,545)
                                                              -----------         -----------

       Total adjustments .............................          1,540,423           1,756,112
                                                              -----------         -----------

Net cash provided by operating activities ............        $ 1,178,382         $ 1,399,151
                                                              ===========         ===========
</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 XXVI, L.P.

                          Notes to Financial Statements

                                  June 30, 1998

                                   (Unaudited)

NOTE 1.
- -------

McNeil Real Estate Partners XXVI, L.P., (the  "Partnership"),  formerly known as
Southmark  Equity Partners III, Ltd. was organized on March 4, 1985 as a limited
partnership under the provisions of the California  Revised Limited  Partnership
Act to acquire and operate  residential and commercial  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 six months ended June 30, 1998 are
not  necessarily  indicative  of the results to be expected  for the year ending
December 31, 1998.

NOTE 2.
- -------

The  financial  statements  should  be read in  conjunction  with the  financial
statements contained in the Partnership's Report on Form 10-K for the year ended
December 31,  1997,  and the notes  thereto,  as filed with the  Securities  and
Exchange  Commission,  which is available upon request by writing to McNeil Real
Estate  Fund XXVI,  L.P.,  c/o McNeil  Real Estate  Management,  Inc.,  Investor
Services, 13760 Noel Road, Suite 600, LB70, Dallas, Texas 75240.

NOTE 3.
- -------

The  Partnership  pays  property  management  fees  equal to 5% of gross  rental
receipts for its  residential  property 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 property. 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 incurring 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.





<PAGE>

Compensation  and  reimbursements  paid to or  accrued  for the  benefit  of the
General Partner and its affiliates are as follows:

                                                             Six Months Ended
                                                                June 30,
                                                          ---------------------
                                                             1998       1997
                                                          ---------   ---------

Property management fees - affiliates................     $ 268,253   $ 254,990
Charged to gain on sale of real estate:
   Disposition fee...................................       106,500           -
Charged to general and administrative -
   affiliates:
   Partnership administration........................        92,905      71,425
   Asset management fee..............................       301,679     290,925
                                                           --------    --------
                                                          $ 769,337   $ 617,340
                                                           ========    ========

The total payable to affiliates - General  Partner at June 30, 1998 and December
31,  1997  consisted   primarily  of  unpaid  asset  management  fees,  property
management fees and partnership general and administrative  expenses and are due
and payable from current operations.

NOTE 4.
- -------

On April 28, 1998, the Partnership sold to Anglo-Florida Investments I, Ltd., an
unaffiliated  buyer,  Edison Ford Square, an 145,417 square foot shopping center
located in Fort Myers,  Florida,  for a cash purchase price of $3,550,000.  Cash
proceeds from this transaction, as well as the gain on sale is detailed below:

<TABLE>
<CAPTION>
                                                                          Gain on Sale     Cash Proceeds
                                                                        ---------------    -------------
<S>                                                                     <C>                <C>         
Cash sales price....................................                    $    3,550,000     $  3,550,000
Selling costs.......................................                          (225,045)        (225,045)
Basis of real estate sold...........................                        (3,208,658)
                                                                         -------------

Gain on sale of real estate.........................                    $      116,297
                                                                         =============      -----------

Proceeds from sale of real estate...................                                       $  3,324,955
                                                                                            ===========
</TABLE>

The selling costs above include a disposition fee at 3% of the gross sales price
paid to the General Partner in the amount of $106,500.






<PAGE>

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- -------   ---------------------------------------------------------------
          RESULTS OF OPERATIONS
          ---------------------

FINANCIAL CONDITION
- -------------------

The Partnership is engaged in diversified real estate activities,  including the
ownership,  operation and management of residential  and commercial  real estate
and other real estate related assets.  At June 30, 1998, the  Partnership  owned
one apartment property, two office buildings and one retail center. Three of the
four Partnership's properties are subject to mortgage notes.

The Partnership  recorded a $116,297 gain on the sale of Edison Ford Square. Net
proceeds  from the sale amounted to  $3,324,955.  The net proceeds from the sale
were added to the Partnership's balance of cash reserves.

RESULTS OF OPERATIONS
- ---------------------

Revenue:

Total Partnership  revenue decreased by $20,234 and $47,260 for the three months
and six months ended June 30, 1998 as compared to the same period in 1997.

Rental  revenue for the three and six months  ended June 30, 1998  decreased  by
$149,332 and  $126,811,  respectively,  as compared to the same periods in 1997.
This  decrease is  primarily  due to the sale of Edison Ford Square on April 28,
1998.

Interest  income for the three and six months  ended June 30, 1998  decreased by
$14,225 and $9,720,  respectively,  as compared to the same  periods  last year.
This  decrease  is due to  interest  income  earned on funds  held in escrow for
Northway Mall in 1997. No such funds were held in 1998.

The  Partnership  recorded a $116,297 gain on the sale of Edison Ford Square for
the  period  ended  June 30,  1998.  Net  proceeds  from the  sale  amounted  to
$3,324,955.  The net  proceeds  from the sale  were  added to the  Partnership's
balance of cash reserves.

Expenses:

Total expenses  increased by $8,118 for the three months ended June 30, 1998 and
decreased  by $15,154 for the six months  ended June 30, 1998 as compared to the
same periods of 1997.

Property  taxes for the three  and six  months  ended  June 30,  1998  decreased
$33,395 and $54,534, respectively, as compared to the same periods in 1997. This
decrease is primarily  due to the  reduction in the  estimated  tax liability on
Northway Mall and the sale of Edison Ford Square.

Other  property  operating  expenses  decreased  by $15,007  and $48,821 for the
quarter and six months  ended June 30,  1998,  respectively,  as compared to the
same period in 1997.  The  decrease  was due to decrease in  advertising,  space
planning, property insurance premiums and bad debt expense.


<PAGE>
General and administrative expenses increased for the three and six months ended
June 30, 1998 by $81,714  and  $161,195,  respectively,  as compared to the same
period in 1997.  The  increase  was  mainly  due to costs  incurred  to  explore
alternatives to maximize the value of the Partnership (see Liquidity and Capital
Resources).  The increase was  partially  offset by  decreases  attributable  to
investor services. During 1997, charges for investor services were provided by a
third  party  vendor.  Beginning  with 1998,  these  services  are  provided  by
affiliates of the General Partner.

General and  administrative - affiliates  expense increased by $32,234 or 9% for
the first six months of 1998 as compared to the same period last year due to the
change in investor services as discussed above.

LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------

The Partnership  generated  $1,178,382 of cash through operating  activities for
the six months ended June 30, 1998 as compared to $1,399,151 for the same period
in 1997. The $220,769  decrease can be attribute to the increase in cash paid to
suppliers,  an increase in cash received from tenants and a decrease in the cash
paid to affiliates.

The Partnership  expended  $218,305 and $304,085 in capital  improvements to its
properties  for the six months  ended June 30, 1998 and 1997,  respectively.  In
addition the Partnership received proceeds of $3,324,955 from the sale of Edison
Ford Square.

Total  principal  payments on mortgage  notes  payable were $197,853 for the six
months  ended June 30, 1998 as compared to $183,276 for the same period of 1997.
The  Partnership  distributed  $1,499,992 to the limited  partners  during 1998,
while $250,000 was paid during 1997.

Short-term liquidity:

At June 30, 1998, the Partnership  held cash and cash equivalents of $5,410,403.
The present cash balance  plus cash to be provided by  operating  activities  is
considered  adequate to meet the  Partnership's  needs for debt service,  normal
amounts of repairs and  maintenance  and capital  improvements  to preserve  and
enhance the value of the  properties.  The Partnership has budgeted $1.2 million
for necessary capital improvements for all properties in 1998.

The Partnership has significant  mortgage maturities during 1998, and management
expects to extend or refinance these mortgage notes as they mature.  However, if
management  is  unable to  refinance  the  mortgage  notes as they  mature,  the
Partnership will require the use of existing cash reserves.

Long-term liquidity:

While the present outlook for the Partnership's  liquidity is favorable,  market
conditions may change and property operations could deteriorate.  In that event,
the Partnership  would require other sources of working  capital.  No such other
sources have been  identified,  and the Partnership has no established  lines of
credit.  Other possible actions to resolve working capital  deficiencies include
refinancing or  renegotiating  terms of existing loans,  deferring major capital
expenditures on Partnership properties except where improvements are expected to
enhance the  competitiveness  or marketability  of the properties,  or arranging
working  capital support from  affiliates.  There is no assurance that affiliate
support could be arranged,  since neither the General Partner nor any affiliates
have any obligation in this regard.
<PAGE>

As   previously   announced,    the   Partnership   has   retained   PaineWebber
("PaineWebber"),  Incorporated  as its  exclusive  financial  advisor to explore
alternatives  to  maximize  the  value  of the  Partnership  including,  without
limitation,  a  transaction  in  which  limited  partnership  interests  in  the
Partnership are converted into cash. The Partnership,  through PaineWebber,  has
provided  financial and other information to interested parties and is currently
conducting  discussions  with one such party in an attempt to reach a definitive
agreement  with respect to a sale  transaction.  It is possible that the General
Partner  and its  affiliates  will  receive  non-cash  consideration  for  their
ownership  interests in connection  with any such  transaction.  There can be no
assurance that any such agreement will be reached nor the terms thereof.

Distributions:

During 1998, the Partnership  distributed $1,499,992 to the limited partners. In
light of the  discussions  relating to the sale  transaction  as disclosed,  the
Partnership  is presently  deferring  any decision with respect to the amount or
timing of distributions to limited partners.

Forward-Looking Information:

Within this document,  certain  statements are made as to the expected occupancy
trends,  financial  condition,  results  of  operations,  and cash  flows of the
Partnership  for  periods  after  June 30,  1998.  All of these  statements  are
forward-looking  statements  made pursuant to the safe harbor  provisions of the
Private  Securities  Litigation  Reform Act of 1995.  These  statements  are not
historical  and  involve  risks  and  uncertainties.  The  Partnership's  actual
occupancy trends, financial condition, results of operations, and cash flows for
future  periods may differ  materially  due to several  factors.  These  factors
include,  but are not limited to, the  Partnership's  ability to control  costs,
make necessary  capital  improvements,  negotiate  sales or  refinancings of its
properties, and respond to changing economic and competitive factors.

Other Information:

Management  has begun to review its  information  technology  infrastructure  to
identify any systems that could be affected by the year 2000  problem.  The year
2000 problem is the result of computer  programs  being written using two digits
rather  than  four to  define  the  applicable  year.  Any  programs  that  have
time-sensitive  software may recognize a date using "00" as the year 1900 rather
than  the  year  2000.   This  could   result  in  major   systems   failure  or
miscalculations.  The information  systems used by the Partnership for financial
reporting and  significant  accounting  functions  were made year 2000 compliant
during  recent  systems  conversions.  The  Partnership  is in  the  process  of
evaluating the computer systems at the various properties.  The Partnership also
intends to communicate  with  suppliers,  financial  institutions  and others to
coordinate  year 2000 issues.  Management  believes that the  remediation of any
outstanding  year 2000  conversion  issues  will not have a material  or adverse
effect on the Partnership's operations.





<PAGE>
                           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.

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.  On
October  31,  1997,  the  Plaintiffs  filed a second  consolidated  and  amended
complaint.  The case has  been  stayed  pending  settlement  discussions.  While
actively working toward a final resolution, there can be no assurances regarding
settlement.
<PAGE>

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K
- -------  ---------------------------------
 
(a)      Exhibits.


         Exhibit
         Number                     Description
         -------                    -----------

         4.                         Amended and Restated    Limited  Partnership
                                    Agreement     dated    March    30,    1992.
                                    (Incorporated by reference to Current Report
                                    of the  Registrant  on Form 8-K dated  March
                                    30, 1992, as filed on April 10, 1992).

         4.1                        Amendment No. 1 to the Amended and  Restated
                                    Limited Partnership Agreement of McNeil Real
                                    Estate Fund XXVI, L.P. dated June 1995.

         11.                        Statement regarding  computation of Net Loss
                                    per Thousand Limited  Partnership Units: Net
                                    loss per thousand limited  partnership units
                                    is computed by dividing  net loss  allocated
                                    to the  limited  partners  by  the  weighted
                                    average number of limited  partnership units
                                    outstanding expressed in thousands. Per unit
                                    information   has  been  computed  based  on
                                    86,531   limited   partnership   units   (in
                                    thousands)  outstanding  in 1998  and  1997,
                                    respectively.

         27.                        Financial Data Schedule  for   the   quarter
                                    ended June 30, 1998.

(b)      Reports  on Form 8-K.  A  Form 8-K  dated  April 28,  1998 was filed on
         May 7, 1998  regarding  the sale of  Edison Ford Square.


<PAGE>



                       MCNEIL REAL ESTATE FUND XXVI, 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 XXVI, L.P.

                               By:  McNeil Partners, L.P., General Partner

                                    By: McNeil Investors, Inc., General Partner








August 14, 1998                     By: /s/  Ron K. Taylor
- ---------------                        -----------------------------------------
Date                                    Ron K. Taylor
                                        President and Director of McNeil 
                                         Investors, Inc.
                                        (Principal Financial Officer)




August 14, 1998                     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>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-END>                               JUN-30-1998
<CASH>                                       5,410,403
<SECURITIES>                                         0
<RECEIVABLES>                                1,584,359
<ALLOWANCES>                                 (536,718)
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0
<PP&E>                                      61,811,463
<DEPRECIATION>                            (25,594,602)
<TOTAL-ASSETS>                              43,772,284
<CURRENT-LIABILITIES>                                0
<BONDS>                                     21,244,192
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                43,772,284
<SALES>                                      4,405,034
<TOTAL-REVENUES>                             4,595,886
<CGS>                                                0
<TOTAL-COSTS>                                4,096,813
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                             861,114
<INCOME-PRETAX>                                      0
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                          (362,041)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 (362,041)
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission