MCNEIL REAL ESTATE FUND XXVII LP
10-Q, 1996-08-14
REAL ESTATE DEALERS (FOR THEIR OWN ACCOUNT)
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                                  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           June 30, 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  0-17173
                          ---------



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



         Delaware                                     33-0214387
- --------------------------------------------------------------------------------
(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 XXVII, L.P.

                          PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS
- ------- --------------------
                                 BALANCE SHEETS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                          June 30,           December 31,
                                                                            1996                 1995
                                                                       ----------------     ---------------
ASSETS
- ------
 Real estate investments:
<S>                                                                    <C>                  <C>           
   Land.....................................................           $     5,387,855      $    5,387,855
   Buildings and improvements...............................                26,950,803          26,635,813
                                                                        --------------       -------------
                                                                            32,338,658          32,023,668
   Less:  Accumulated depreciation and amortization.........                (7,812,287)         (7,046,093)
                                                                        --------------       -------------
                                                                            24,526,371          24,977,575
                                                                        --------------       -------------

Mortgage loan investment....................................                         -           1,538,932
Less: Allowance for impairment..............................                         -            (177,161)
                                                                        --------------       -------------
                                                                                     -           1,361,771

Mortgage loan investments - affiliates......................                 1,283,364           2,235,902
Cash and cash equivalents ..................................                 6,817,789           5,718,657
Cash segregated for security deposits and repurchase........
   of limited partnership units.............................                   166,090             407,565
Accounts receivable.........................................                   310,092             299,835
Accrued interest receivable.................................                    11,997              23,978
Deferred borrowing costs, net of accumulated
   amortization of $97,529 and $48,764 at June 30,
   1996 and December 31, 1995, respectively.................                    97,530             146,295
Prepaid expenses and other assets...........................                   298,799             318,163
                                                                        --------------       -------------
                                                                       $    33,512,032      $   35,489,741
                                                                        ==============       =============

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

Accounts payable and accrued expenses.......................           $        62,566      $       68,471
Accrued property taxes......................................                   176,347                   -
Payable to limited partners.................................                         -             332,928
Payable to affiliates.......................................                   247,141             253,044
Security deposits and deferred rental revenue...............                   243,225             204,368
                                                                        --------------       -------------
                                                                               729,279             858,811
                                                                        --------------       -------------

Partners' equity (deficit):
   Limited partners - 10,000,000 limited partnership units
     authorized; 5,273,885 limited partnership units out-
     standing at June 30, 1996 and December 31, 1995........                32,898,525          34,758,220
   General Partner..........................................                  (115,772)           (127,290)
                                                                        --------------       -------------
                                                                            32,782,753          34,630,930
                                                                        --------------       -------------
                                                                       $    33,512,032      $   35,489,741
                                                                        ==============       =============
</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 XXVII, L.P.

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                           Three Months Ended                      Six Months Ended
                                                  June 30,                              June 30,
                                      ---------------------------------    ---------------------------------
                                          1996               1995               1996                1995
                                      --------------     --------------    --------------     --------------
Revenue:
<S>                                   <C>                <C>               <C>                <C>           
   Rental revenue................     $    1,994,657     $    1,879,761    $    3,930,540     $    3,811,023
   Interest income on mortgage
     loan investment.............                  -             51,869            85,285            105,641
   Interest income on mortgage
     loan investments - affiliates            36,391             66,100            75,350            160,071
   Other interest income.........             84,531            108,302           167,224            198,245
   Property tax refund...........                  -                  -                 -             30,515
   Gain on legal settlement......                  -          1,302,324                 -          1,302,324
                                       -------------      -------------     -------------      -------------
     Total revenue...............          2,115,579          3,408,356         4,258,399          5,607,819
                                       -------------      -------------     -------------      -------------

Expenses:
   Interest......................             30,737            126,872            55,119            313,750
   Depreciation and
     amortization................            386,382            373,657           766,194            744,670
   Property taxes................            205,470            184,897           419,046            404,817
   Personnel costs...............            158,902            145,931           346,934            328,423
   Utilities.....................            100,123             94,346           212,746            204,263
   Repairs and maintenance.......            156,779            154,919           303,378            284,870
   Property management
     fees - affiliates...........            107,136            108,639           213,179            216,766
   Other property operating
     expenses....................            154,634            169,337           305,494            333,980
   General and administrative....             11,431             14,965            24,754             22,758
   General and administrative -
     affiliates..................            233,783            243,622           459,735            503,075
                                       -------------      -------------     -------------      -------------
     Total expenses..............          1,545,377          1,617,185         3,106,579          3,357,372
                                       -------------      -------------     -------------      -------------

Net income before
   extraordinary item............            570,202          1,791,171         1,151,820          2,250,447
Extraordinary item...............                  -           (150,292)                -           (150,292)
                                       -------------      -------------     -------------      -------------
Net income.......................     $      570,202     $    1,640,879    $    1,151,820     $    2,100,155
                                       =============      =============     =============      =============

Net income allocable
   to limited partners...........     $      564,500     $    1,624,470    $    1,140,302     $    2,079,153
Net income allocable
   to General Partner............              5,702             16,409            11,518             21,002
                                       -------------      -------------     -------------      -------------
Net income ......................     $      570,202     $    1,640,879    $    1,151,820     $    2,100,155
                                       =============      =============     =============      =============

Net income per weighted
   average hundred limited
   partnership units:
   Net income before extra-
     ordinary item...............     $        10.70     $      33.39      $        21.62     $        41.95
   Extraordinary item............                  -            (2.80)                  -              (2.80)
                                       -------------      -----------       -------------      -------------
   Net income....................     $        10.70     $      30.59      $        21.62     $        39.15
                                       =============      ===========       =============      =============

Distributions per weighted
   average hundred limited
   partnership units.............     $           -      $          -      $        56.88     $            -
                                       ============       ===========       =============      =============
</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 XXVII, L.P.

                    STATEMENTS OF PARTNERS' EQUITY (DEFICIT)
                                   (Unaudited)

                 For the Six Months Ended June 30, 1996 and 1995


<TABLE>
<CAPTION>
                                                                                                   Total
                                                     General                 Limited               Partners'
                                                     Partner                 Partners              Equity
                                                 ---------------         ----------------      ---------------
<S>                                              <C>                     <C>                   <C>            
Balance at December 31, 1994..............       $     (157,447)         $     32,105,597      $    31,948,150

Net income................................               21,002                 2,079,153            2,100,155
                                                  -------------           ---------------       --------------

Balance at June 30, 1995..................       $     (136,445)         $     34,184,750      $    34,048,305
                                                  =============           ===============       ==============



Balance at December 31, 1995..............       $     (127,290)         $     34,758,220      $    34,630,930

Net income................................               11,518                 1,140,302            1,151,820

Distributions.............................                    -                (2,999,997)          (2,999,997)
                                                  -------------           ---------------       --------------

Balance at June 30, 1996..................       $     (115,772)         $     32,898,525      $    32,782,753
                                                  =============           ===============       ==============

</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 XXVII, L.P.

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                Increase (Decrease) in Cash and Cash Equivalents


<TABLE>
<CAPTION>
                                                                             Six Months Ended
                                                                                  June 30,
                                                                  -----------------------------------------
                                                                        1996                     1995
                                                                  -----------------        ----------------
Cash flows from operating activities:
<S>                                                               <C>                      <C>            
   Cash received from tenants........................             $      3,921,319         $     3,925,395
   Cash paid to suppliers............................                   (1,148,086)             (1,160,707)
   Cash paid to affiliates...........................                     (678,817)               (673,376)
   Interest received.................................                      252,509                 212,835
   Interest received from affiliates.................                       87,331                 187,653
   Interest paid.....................................                       (6,355)               (276,328)
   Property taxes paid...............................                     (242,699)               (221,045)
   Property tax refund...............................                            -                  30,515
   Cash received from legal settlement...............                            -               1,302,324
   Mortgage prepayment penalty paid..................                            -                 (46,750)
                                                                   ---------------          --------------
Net cash provided by operating activities............                    2,185,202               3,280,516
                                                                   ---------------          --------------

Cash flows from investing activities:
   Additions to real estate investments..............                     (314,990)               (365,303)
   Proceeds from collection of mortgage loan
     investment......................................                    1,361,771                 131,981
   Proceeds from collection of mortgage loan
     investments - affiliates........................                      952,538                 972,000
                                                                   ---------------          --------------
Net cash provided by investing activities............                    1,999,319                 738,678
                                                                   ---------------          --------------

Cash flows from financing activities:
   Net decrease in cash segregated for
     repurchase of limited partnership units.........                      247,536                 249,020
   Principal payments on mortgage note payable.......                            -              (4,706,422)
   Repurchase of limited partnership units...........                     (332,928)               (332,931)
   Distributions paid................................                   (2,999,997)                      -
                                                                   ---------------          --------------
Net cash used in financing activities................                   (3,085,389)             (4,790,333)
                                                                   ---------------          --------------

Net increase (decrease) in cash and cash
   equivalents.......................................                    1,099,132                (771,139)

Cash and cash equivalents at beginning of
   period............................................                    5,718,657               7,196,410
                                                                   ---------------          --------------

Cash and cash equivalents at end of period...........             $      6,817,789         $     6,425,271
                                                                   ===============          ==============
</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 XXVII, L.P.

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

              Reconciliation of Net Income to Net Cash Provided by
                              Operating Activities


<TABLE>
<CAPTION>
                                                                             Six Months Ended
                                                                                  June 30,
                                                                  ----------------------------------------
                                                                        1996                     1995
                                                                  ----------------         ---------------
<S>                                                               <C>                      <C>            
Net income...........................................             $      1,151,820         $     2,100,155
                                                                   ---------------          --------------

Adjustments to reconcile net income to net cash
   provided  by  operating activities:
   Depreciation and amortization.....................                      766,194                 744,670
   Amortization of deferred borrowing costs..........                       48,765                  19,196
   Allowance for impairment of mortgage loan
     investment......................................                            -                 (91,051)
   Changes in assets and liabilities:
     Cash segregated for security deposits...........                       (6,061)                   (660)
     Accounts receivable.............................                      (10,257)                122,073
     Accrued interest receivable.....................                       11,981                  27,582
     Deferred borrowing costs........................                            -                 103,542
     Prepaid expenses and other assets...............                       19,364                 (23,296)
     Accounts payable and accrued expenses...........                       (5,905)                 17,996
     Accrued property taxes..........................                      176,347                 183,772
     Payable to affiliates...........................                       (5,903)                 46,465
     Security deposits and deferred rental
       revenue.......................................                       38,857                  30,072
                                                                   ---------------          --------------

       Total adjustments.............................                    1,033,382               1,180,361
                                                                   ---------------          --------------

Net cash provided by operating activities............             $      2,185,202         $     3,280,516
                                                                   ===============          ==============
</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 XXVII, L.P.

                          Notes to Financial Statements
                                  June 30, 1996
                                   (Unaudited)

NOTE 1.
- -------

McNeil Real  Estate Fund XXVII,  L.P.  (the  "Partnership"),  formerly  known as
Southmark Prime Plus, L.P., was organized by affiliates of Southmark Corporation
("Southmark") on January 16, 1987, as a limited partnership under the provisions
of the Delaware Revised Uniform Limited Partnership Act to make short-term loans
to affiliates of the general partner.  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 700,  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, 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 XXVII, L.P., c/o McNeil Real Estate Management, Inc.,
Investor Services, 13760 Noel Road, Suite 700, Dallas, Texas 75240.

NOTE 3.
- -------

The  Partnership  pays property  management fees equal to 5% of the gross rental
receipts for its mini-storage warehouses 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  mini-storage warehouses and commercial properties and leasing
services  for its  mini-storage  warehouses.  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.






<PAGE>
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
$30 per gross square foot for  mini-storage  warehouses and $50 per gross square
foot for commercial  properties 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.

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

                                                           Six Months Ended
                                                               June 30,
                                                      ------------------------
                                                         1996           1995
                                                      ----------    ----------

Property management fees....................          $  213,179    $  216,766
Charged to general and administrative -
   affiliates:
   Partnership administration...............             176,017       216,367
   Asset management fee.....................             283,718       286,708
                                                       ---------     ---------
                                                      $  672,914    $  719,841
                                                       =========     =========

Under  the  terms of its  amended  partnership  agreement,  the  Partnership  is
expressly  permitted to make loans to affiliates of the General Partner, so long
as such loans meet certain  conditions,  including that such loans bear interest
at a rate of prime plus 2.5%,  or prime plus 3.5% if the loan is junior to other
indebtedness. These loans are secured by income-producing real estate and may be
either  junior or senior to other  indebtedness  secured by such  property.  The
Partnership  received repayments from affiliates of $952,538 and $972,000 during
the first six months of 1996 and 1995, respectively.

In order to induce the  Partnership  to lend funds to  affiliates of the General
Partner,  the  General  Partner  agreed to pay (i) the  difference  between  the
interest rate required by the Partnership's  amended partnership agreement to be
charged to  affiliates  and the interest  rate actually paid by certain of those
affiliates,  and (ii) all  points  (1.5%  or 2% if the loan is  junior  to other
indebtedness),  closing costs and expenses.  The Partnership  recorded  interest
income on affiliate  loans of $75,350 and $160,071 for the six months ended June
30, 1996 and 1995, respectively, of which $13,588 and $13,513, respectively, was
paid or payable by the General Partner.

Payable to affiliates at June 30, 1996 and December 31, 1995 consisted primarily
of a performance  incentive fee of $141,647 accrued in prior years,  Partnership
general and administrative expenses, asset management fees and prepaid interest.
Except for the performance incentive fee and prepaid interest,  all accrued fees
are due and payable from current operations.






<PAGE>
NOTE 4.
- -------

On March 21, 1996, the mortgage loan investment,  plus accrued interest, secured
by A-Quality Mini-Storage, was paid off in full by the borrower.

NOTE 5.
- -------

The  Partnership  filed claims with the United States  Bankruptcy  Court for the
Northern  District of Texas,  Dallas Division (the  "Bankruptcy  Court") against
Southmark for damages relating to improper  overcharges,  breach of contract and
breach of fiduciary duty. The Partnership settled these claims in 1991, and such
settlement was approved by the Bankruptcy Court.

An Order Granting  Motion to Distribute  Funds to Class 8 Claimants  dated April
14, 1995 was issued by the Bankruptcy  Court.  In accordance  with the Order, in
May 1995 the Partnership  received in full satisfaction of its claims,  $984,649
in  cash,  and  common  and  preferred  stock  in  the   reorganized   Southmark
subsequently  sold for  $317,675,  which  amounts  represent  the  Partnership's
pro-rata share of Southmark assets available for Class 8 Claimants.

NOTE 6.
- -------

On May 9,  1995,  the  Partnership  paid  down  its  mortgage  note  payable  by
$4,628,250. In connection with this repayment, the Partnership paid a prepayment
penalty of $46,750 and wrote off $103,542 of deferred  borrowing  costs relating
to the  portion  of the  loan  repaid,  resulting  in an  extraordinary  loss of
$150,292 in the second quarter of 1995.


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, 1995. The Partnership  reported net income for the
first six months of 1996 of $1,151,820  as compared to $2,100,155  for the first
six months of 1995.  Revenues were  $4,258,399 for the first six months of 1996,
down from  $5,607,819 for the same period in 1995.  Expenses were  $3,106,579 in
1996 as compared to $3,357,372 in 1995.

Net cash  provided by operating  activities  was  $2,185,202  for the six months
ended June 30, 1996,  and  $3,280,516  during the same six month period in 1995.
The  Partnership  expended  $314,990 for capital  improvements,  $85,392 for the
repurchase of limited  partnership  units (net of a decrease in cash  segregated
for the repurchase of limited  partnership units) and distributed  $2,999,997 to
the limited  partners.  The  Partnership  received  $952,538  for  repayment  of
affiliate  loans and  collected  $1,361,771  of principal  on its mortgage  loan
investment to an unaffiliated borrower,  resulting in a net increase in cash and
cash equivalents of $1,099,132 for the six months ended June 30, 1996.



<PAGE>
RESULTS OF OPERATIONS
- ---------------------

Revenue:

Total  revenue  decreased by  $1,292,777  and  $1,349,420  for the three and six
months ended June 30, 1996, respectively, as compared to the same periods in the
prior year, as discussed below.

Rental revenue remained substantially the same for the first and second quarters
of 1996 as compared to the same periods of 1995. Rental revenue decreased at AAA
Sentry and Margate  mini-storages  due to slight decreases in occupancy in 1996.
Rental  revenue  increased  at the  remainder of the  properties,  mainly due to
increases in rental rates.

Interest income on the Partnership's mortgage loan investment to an unaffiliated
borrower (the A-Quality  Mini-Storage loan) decreased by $51,869 and $20,356 for
the three and six months ended June 30, 1996,  respectively,  in relation to the
comparable  periods in the prior year.  The decrease was due to the repayment of
the loan by the borrower in the first quarter of 1996.

Interest income on mortgage loans investments - affiliates  decreased by $29,709
and $84,721 for the three and six months ended June 30, 1996,  respectively,  as
compared to the same  periods in the prior  year.  The  decrease  was mainly the
result  of  lower  total  loans  outstanding  in the  first  half of  1996.  The
Partnership  had $1.3 million of loans  outstanding at June 30, 1996 as compared
to $2.2 million at June 30, 1995.

In the first quarter of 1995, the Partnership received a $30,515 refund of prior
years'  property  taxes for AAA  Century  Mini  Storage as a result of an appeal
filed on behalf of the property. No such tax refund was received in 1996.

Other interest  income  decreased by $23,771 for the three months and by $31,021
for the six months ended June 30,  1995,  respectively,  due to the  Partnership
holding a lower average amount of cash  available for  short-term  investment in
1996.

As  discussed  in Item 1 - Note 5, in 1995  the  Partnership  received  cash and
common and  preferred  stock in the  reorganized  Southmark in settlement of its
bankruptcy  claims against  Southmark.  The Partnership  recognized a $1,302,324
gain as a result of this settlement. No such gain was recognized in 1996.

In May 1995, the Partnership  recognized a $150,292  extraordinary loss incurred
in  connection  with the pay down of its  mortgage  note payable as discussed in
Item 1 - Note 6. The loss consisted of a $46,750 prepayment penalty and $103,542
write off of  deferred  borrowing  costs  relating  to the  portion  of the loan
repaid.

Expenses:

Total  expenses  decreased  by $71,808 and  $250,793 for the first three and six
months ended June 30, 1996, respectively, as compared to the same periods in the
prior year, mainly due to a decrease in interest expense, as discussed below.






<PAGE>
Interest expense  decreased by $96,135 and $258,631 for the three and six months
ended June 30, 1996, respectively,  in relation to the respective periods in the
prior year. The decrease was due to the repayment of the Partnership's  mortgage
note payable in the third quarter of 1995. The interest expense recorded in 1996
represents  amortization of deferred borrowing costs incurred in connection with
obtaining a $5 million line of credit.

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

The Partnership generated $2,185,202 of cash through operating activities in the
first six months of 1996 as compared to $3,280,516  for the same period in 1995.
The decrease in 1996 was mainly due to the Partnership receiving $1,302,324 from
the settlement of a lawsuit in 1995.

The Partnership received $1,361,771 of principal on its mortgage loan investment
to an  unaffiliated  borrower  in 1996 as  compared  to  $131,981  in 1995.  The
increase was due to the balance of the mortgage loan investment  being repaid in
full by the borrower in the first quarter of 1996.

The  Partnership  paid  $4,706,422  in principal  payments on its mortgage  note
payable in the six months ended June 30, 1995.  No principal  payments were made
in 1996 since the loan was repaid in full in 1995.

The  Partnership  distributed  $2,999,997  to the limited  partners in the first
quarter of 1996. No distributions were paid to the limited partners in 1995.

Short-term liquidity:

At June 30, 1996, the Partnership  held cash and cash equivalents of $6,817,789.
This  balance   provides  a  reasonable   level  of  working   capital  for  the
Partnership's immediate needs in operating its properties.

For the  Partnership  as a whole,  management  projects  positive cash flow from
operations in 1996. The Partnership has budgeted  $586,000 for necessary capital
improvements  for all  properties  in 1996 which is  expected  to be funded from
available cash reserves or from operations of the properties.

The  Partnership  distributed  $2,999,997  to the limited  partners in the first
quarter of 1996. The Partnership anticipates making additional  distributions in
the third quarter of 1996 totaling  $3,000,000 to the limited partners of record
as of August 1, 1996.

Long-term liquidity:

While the outlook for  maintenance of adequate levels of liquidity is favorable,
should  operations  deteriorate and present cash resources be  insufficient  for
current needs,  the Partnership  would require other sources of working capital.
The  Partnership  acquired a $5 million  line of credit in 1995 that may be used
for property  operations.  Other possible  actions to resolve cash  deficiencies
include refinancings, deferral of capital expenditures on Partnership properties
except  where  improvements  are expected to increase  the  competitiveness  and
marketability  of the  properties,  arranging  financing from  affiliates or the
ultimate sale of the properties.  Sales and refinancings are possibilities only,
and there are at present no plans for any such sales or refinancings.




<PAGE>
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 receive any funds under the facility because
no amounts are reserved  for any  particular  partnership.  As of June 30, 1996,
$4,082,159  remained  available  for  borrowing  under  the  facility;  however,
additional  funds could become  available as other  partnerships  repay existing
borrowings. This commitment will terminate on March 30, 1997.

                           PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS
- -------  -----------------

HCW Pension Real Estate Fund,  Ltd. et al. v. Ernst & Young,  BDO Seidman et al.
(Case  #92-06560-A).  This suit was filed on behalf of the Partnership and other
affiliated partnerships (the "Affiliated  Partnerships") on May 26, 1992, in the
14th Judicial  District Court of Dallas  County.  The petition  sought  recovery
against the  Partnership's  former  auditors,  Ernst & Young, for negligence and
fraud in  failing  to detect  and/or  report  overcharges  of  fees/expenses  by
Southmark  Corporation  ("Southmark"),  the former general  partner.  The former
auditors initially asserted  counterclaims  against the Affiliated  Partnerships
based on  alleged  fraudulent  misrepresentations  made to the  auditors  by the
former  management of the  Affiliated  Partnerships  (Southmark)  in the form of
client  representation  letters  executed  and  delivered  to  the  auditors  by
Southmark  management.  The counterclaims sought recovery of attorneys' fees and
costs incurred in defending this action.  The counterclaims were later dismissed
on appeal, as discussed below.

The trial court granted summary  judgment  against the Partnership  based on the
statute of limitations; however, on appeal, the Dallas Court of Appeals reversed
the trial court and remanded for trial the Affiliated Partnerships' fraud claims
against  Ernst  &  Young.  The  Texas  Supreme  Court  denied  Ernst  &  Young's
application for writ of error on January 11, 1996. The Partnership is continuing
to pursue vigorously its claims against Ernst & Young. Trial is set for the week
of October 14, 1996;  however,  the final outcome of this  litigation  cannot be
determined at this time.


<PAGE>

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K
- -------  --------------------------------

(a)      Exhibits.


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

         4.2                        Amended and Restated  Partnership  Agreement
                                    of McNeil XXVII,  L.P. dated March 30, 1992.
                                    (Incorporated  by  reference  to the Current
                                    Report of the  registrant  on Form 8-K dated
                                    March 30, 1992, as filed on April 10, 1992).

         10.                        Mutual  Release  and   Settlement  Agreement
                                    between Southmark Storage Associates Limited
                                    Partnership  and  McNeil  Real  Estate  Fund
                                    XXVII,  L.P.  (incorporated  by reference to
                                    the  Quarterly  Report of the  registrant on
                                    Form  10-Q for the  period  ended  March 31,
                                    1995, as filed on May 15, 1995).

         11.                        Statement  regarding  computation   of   Net
                                    Income (Loss)  per  Hundred   Limited  Part-
                                    nership Units.  Net  income (loss)  per  one
                                    hundred   limited   partnership   units   is
                                    computed  by   dividing  net  income  (loss)
                                    allocated  to  the limited  partners  by the
                                    weighted average number of limited  partner-
                                    ship   units  outstanding   (expressed    in
                                    hundreds).   Per  unit  information has been
                                    omputed based on 52,739 and 53,109  weighted
                                    average   limited   partnership   units  (in
                                    hundreds)  outstanding in 1996 and 1995.

         27.                        Financial  Data   Schedule  for  the quarter
                                    ended June 30, 1996.

(b)      Reports on  Form 8-K.  There  were  no reports on Form 8-K filed during
         the quarter ended June 30, 1996.


<PAGE>


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

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

                                     By: McNeil Investors, Inc., General Partner


August 14, 1996                      By: /s/ Donald K. Reed
- ---------------------                    ---------------------------------------
Date                                     Donald K. Reed
                                         President and Chief Executive Officer




August 14, 1996                      By: /s/ Ron K. Taylor
- ---------------------                    ---------------------------------------
Date                                     Ron K. Taylor
                                         Acting Chief Financial Officer of
                                         McNeil Investors, Inc.




August 14, 1996                      By: /s/ Carol A. Fahs
- ---------------------                   ----------------------------------------
Date                                    Carol A. Fahs
                                        Chief Accounting Officer of McNeil 
                                        Real Estate Management, Inc.






<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               JUN-30-1996
<CASH>                                       6,817,789
<SECURITIES>                                         0
<RECEIVABLES>                                  310,092
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0
<PP&E>                                      32,338,658
<DEPRECIATION>                             (7,812,287)
<TOTAL-ASSETS>                              33,512,032
<CURRENT-LIABILITIES>                                0
<BONDS>                                              0
<COMMON>                                             0
                                0
                                          0
<OTHER-SE>                                  32,782,753
<TOTAL-LIABILITY-AND-EQUITY>                33,512,032
<SALES>                                      3,930,540
<TOTAL-REVENUES>                             4,258,399
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                             3,051,460
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              55,119
<INCOME-PRETAX>                              1,151,820
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                          1,151,820
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 1,151,820
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

</TABLE>


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