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          September 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  0-12915
                            --------



                        McNEIL REAL ESTATE FUND XIV, LTD.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)




         California                                   94-2822299
--------------------------------------------------------------------------------
(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  (972) 448-5800
                                                   -----------------------------


Indicate  by check  mark  whether  the  registrant,  (1) has filed  all  reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during the  preceding  12 months and (2) has been  subject to such  filing
requirements for the past 90 days. Yes X No
                                      ---  ---


<PAGE>
                        McNEIL REAL ESTATE FUND XIV, LTD.

                          PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS
------- --------------------
<TABLE>
<CAPTION>
                                 BALANCE SHEETS
                                   (Unaudited)

                                                                        September 30,        December 31,
                                                                            1996                1995
                                                                       ---------------     ---------------
ASSETS
------
Real estate investments:
<S>                                                                    <C>                 <C>            
   Land.....................................................           $     4,663,828     $     6,833,471
   Buildings and improvements...............................                35,661,726          45,953,575
                                                                        --------------      --------------
                                                                            40,325,554          52,787,046
   Less:  Accumulated depreciation..........................               (18,490,971)        (21,836,162)
                                                                        --------------      --------------
                                                                            21,834,583          30,950,884

Assets held for sale, net                                                    7,880,294                   -

Cash and cash equivalents...................................                 1,799,278           1,417,948
Cash segregated for security deposits.......................                   409,189             370,097
Accounts receivable.........................................                   447,539             350,823
Prepaid expenses and other assets...........................                   182,656             200,574
Escrow deposits.............................................                   755,114             844,622
Deferred borrowing costs, net of accumulated amorti-
   zation of $322,340 and $250,597 at September 30,
   1996, and December 31, 1995, respectively................                 1,068,652           1,140,395
                                                                        --------------      --------------

                                                                       $    34,377,305     $    35,275,343
                                                                        ==============      ==============


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

Mortgage notes payable, net.................................           $    27,540,506     $    27,871,969
Accounts payable............................................                    82,154             166,434
Accrued interest............................................                   198,149             201,267
Accrued property taxes......................................                   348,433             100,877
Other accrued expenses......................................                    77,564              79,725
Payable to affiliates - General Partner.....................                 1,199,567           1,255,290
Security deposits and deferred rental revenue...............                   399,233             380,367
                                                                        --------------      --------------
                                                                            29,845,606          30,055,929
                                                                        --------------      --------------

Partners' equity (deficit):
   Limited partners - 100,000 limited partnership
     units authorized; 86,534 limited partnership
     units outstanding......................................                 7,533,331           7,766,250
   General Partner..........................................                (3,001,632)         (2,546,836)
                                                                        --------------      --------------
                                                                             4,531,699           5,219,414
                                                                        --------------      --------------

                                                                       $    34,377,305     $    35,275,343
                                                                        ==============      ==============
</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 XIV, LTD.

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                             Three Months Ended                     Nine Months Ended
                                                September 30,                         September 30,
                                      ---------------------------------    ---------------------------------
                                          1996               1995               1996                1995
                                      --------------    ---------------    --------------     --------------
Revenue:
<S>                                   <C>                <C>               <C>                <C>           
   Rental revenue................     $    2,394,794     $    2,305,697    $    7,015,762     $    6,886,211
   Interest......................             26,676             25,850            83,826             80,005
   Gain on legal settlement......                  -                  -                 -             39,841
                                       -------------      -------------     -------------      -------------
     Total revenue...............          2,421,470          2,331,547         7,099,588          7,006,057
                                       -------------      -------------     -------------      -------------

Expenses:
   Interest......................            668,854            680,161         2,016,545          2,019,180
   Depreciation and
     amortization................            578,013            521,427         1,724,329          1,583,608
   Property taxes................            203,574            193,390           589,515            559,998
   Personnel expenses............            243,055            251,719           716,281            765,204
   Utilities.....................            130,435            124,667           376,826            350,929
   Repair and maintenance........            226,062            257,856           871,051            733,479
   Property management
     fees - affiliates...........            116,222            115,579           343,407            343,552
   Other property operating
     expenses....................            112,884            142,144           384,713            428,287
   General and administrative....             47,079            139,667            87,161            173,418
   General and administrative -
     affiliates..................             63,269             90,517           225,032            278,728
                                       -------------      -------------     -------------      -------------
     Total expenses..............          2,389,447          2,517,127         7,334,860          7,236,383
                                       -------------      -------------     -------------      -------------

Net income (loss)................     $       32,023     $     (185,580)   $     (235,272)    $     (230,326)
                                       =============      =============     =============      =============

Net income (loss) allocated to
   limited partners..............     $       31,703     $     (183,724)   $     (232,919)    $     (228,023)
Net income (loss) allocated to
   General Partner...............                320             (1,856)           (2,353)            (2,303)
                                       -------------      -------------     -------------      -------------

Net income (loss)................     $       32,023     $     (185,580)   $     (235,272)    $     (230,326)
                                       =============      =============     =============      =============

Net income (loss) per limited
   partnership unit..............     $         .37      $        (2.12)   $        (2.69)    $        (2.64)
                                       ============       =============     =============      =============
</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 XIV, LTD.

                    STATEMENTS OF PARTNERS' EQUITY (DEFICIT)
                                   (Unaudited)

              For the Nine Months Ended September 30, 1996 and 1995

<TABLE>
<CAPTION>
                                                                                                   Total
                                                                                                  Partners'
                                                     General                 Limited               Equity
                                                     Partner                 Partners             (Deficit)
                                                 ---------------         ---------------       ---------------
<S>                                              <C>                     <C>                   <C>           
Balance at December 31, 1994..............       $   (1,941,941)         $    8,094,114        $    6,152,173

Net loss..................................               (2,303)               (228,023)             (230,326)

Management Incentive Distribution.........             (454,147)                      -              (454,147)
                                                  -------------           -------------         -------------

Balance at September 30, 1995.............       $   (2,398,391)         $    7,866,091        $    5,467,700
                                                  =============           =============         =============


Balance at December 31, 1995..............       $   (2,546,836)         $    7,766,250        $    5,219,414

Net loss..................................               (2,353)               (232,919)             (235,272)

Management Incentive Distribution.........             (452,443)                      -              (452,443)
                                                  -------------           -------------         -------------

Balance at September 30, 1996.............       $   (3,001,632)         $    7,533,331        $    4,531,699
                                                  =============           =============         =============

</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 XIV, LTD.

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                      Increase in Cash and Cash Equivalents

<TABLE>
<CAPTION>

                                                                                Nine Months Ended
                                                                                  September 30,
                                                                       ------------------------------------
                                                                            1996                 1995
                                                                       ----------------    ----------------
Cash flows from operating activities:
   <S>                                                                 <C>                 <C>            
   Cash received from tenants...............................           $     6,899,382     $     6,863,411
   Cash received from legal settlement......................                         -              39,841
   Cash paid to suppliers...................................                (2,352,159)         (2,508,996)
   Cash paid to affiliates..................................                  (576,605)           (966,167)
   Interest received........................................                    83,826              80,005
   Interest paid............................................                (1,842,529)         (1,861,383)
   Property taxes paid and escrowed.........................                  (405,409)           (355,935)
                                                                        --------------      --------------
Net cash provided by operating activities...................                 1,806,506           1,290,776
                                                                        --------------      --------------

Cash flows from investing activities:
   Additions to real estate investments.....................                  (488,322)         (1,015,400)
                                                                        --------------      --------------

Cash flows from financing activities:
   Principal payments on mortgage notes
     payable................................................                  (436,854)           (397,430)
   Deferred borrowing costs paid............................                         -            (107,525)
   Proceeds from refinancing of mortgage
     note payable...........................................                         -           1,115,767
   Management incentive distribution paid...................                  (500,000)                  -
                                                                        ---------------     --------------
Net cash provided by (used in) financing
   activities...............................................                  (936,854)            610,812
                                                                        --------------      --------------

Net increase in cash and cash equivalents...................                   381,330             886,188

Cash and cash equivalents at beginning of
   period...................................................                 1,417,948           1,045,158
                                                                        --------------      --------------

Cash and cash equivalents at end of period..................           $     1,799,278     $     1,931,346
                                                                        ==============      ==============
</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 XIV, LTD.

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

               Reconciliation of Net Loss to Net Cash Provided by
                              Operating Activities

<TABLE>
<CAPTION>
                                                                                Nine Months Ended
                                                                                  September 30,
                                                                       ------------------------------------
                                                                             1996                1995
                                                                       ----------------    ----------------
<S>                                                                    <C>                 <C>             
Net loss....................................................           $      (235,272)    $      (230,326)
                                                                        --------------      --------------

Adjustments to reconcile net loss to net cash provided by 
   operating activities:
   Depreciation and amortization............................                 1,724,329           1,583,608
   Amortization of deferred borrowing costs.................                    71,743              60,125
   Amortization of discounts on mortgage
     notes payable..........................................                   105,391              98,691
   Changes in assets and liabilities:
     Cash segregated for security deposits..................                   (39,092)            (22,009)
     Accounts receivable....................................                   (96,716)             10,190
     Prepaid expenses and other assets......................                    17,918              16,152
     Escrow deposits........................................                    89,508            (157,767)
     Accounts payable.......................................                   (84,280)             94,194
     Accrued interest.......................................                    (3,118)             (1,019)
     Accrued property taxes.................................                   247,556             191,205
     Other accrued expenses.................................                    (2,161)             (9,152)
     Payable to affiliates - General Partner................                    (8,166)           (343,887)
     Security deposits and deferred rental
       revenue..............................................                    18,866                 771
                                                                        --------------      --------------
       Total adjustments....................................                 2,041,778           1,521,102
                                                                        --------------      --------------

Net cash provided by operating activities...................           $     1,806,506     $     1,290,776
                                                                        ==============      ==============

</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 XIV, LTD.

                          Notes to Financial Statements
                                   (Unaudited)

                               September 30, 1996


NOTE 1.
-------

McNeil Real Estate Fund XIV, Ltd. (the  "Partnership") is a limited  partnership
organized  under the laws of the State of California to invest in real property.
The general  partner of the Partnership is McNeil  Partners,  L.P. (the "General
Partner"),  a Delaware limited partnership affiliated with Robert A. McNeil. The
Partnership  is  governed  by an  agreement  of  limited  partnership  ("Amended
Partnership Agreement") that was adopted September 20, 1991. The principal place
of business  for the  Partnership  and the  General  Partner is 13760 Noel Road,
Suite 700, 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 nine months ended September 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 XIV, Ltd., c/o McNeil Real Estate  Management,  Inc.,
Investor Services, 13760 Noel Road, Suite 700, LB70, Dallas, Texas 75240.

NOTE 3.
-------

Certain prior period amounts within the accompanying  financial  statements have
been reclassified to conform with current year presentation.

NOTE 4.
-------

The  Partnership  pays property  management fees equal to 5% of the gross rental
receipts of the Partnership's properties to McNeil Real Estate Management,  Inc.
("McREMI"),  an  affiliate  of  the  General  Partner,  for  providing  property
management services for the Partnership's  residential and commercial properties
and leasing services for its residential  properties.  McREMI may also choose to
provide leasing services for the Partnership's  commercial properties,  in which
case  McREMI  will  receive  property   management  fees  from  such  commercial
properties  equal to 3% of the  property's  gross rental  receipts  plus leasing
commissions  based on the  prevailing  market rate for such  services  where the
property is located.



<PAGE>

The  Partnership  reimburses  McREMI  for  its  costs,  including  overhead,  of
administering the Partnership's affairs.

Under terms of the Amended  Partnership  Agreement,  the Partnership is paying a
Management  Incentive  Distribution  ("MID") to the General Partner. The maximum
MID is  calculated  as 1% of the tangible  asset value of the  Partnership.  The
maximum MID  percentage  decreases  subsequent to 1999.  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.

MID will be paid to the extent of the lesser of the  Partnership's  excess  cash
flow,  as  defined,  or net  operating  income,  as  defined  (the  "Entitlement
Amount"),  and may be paid (i) in cash, unless there is insufficient cash to pay
the  distribution  in which event any unpaid  portion not taken in Units will be
deferred and is payable,  without interest, from the first available cash and/or
(ii) in Units.  A maximum of 50% of the MID may be paid in Units.  The number of
Units  issued in payment  of the MID is based on the  greater of $50 per Unit or
the net tangible asset value, as defined, per Unit.

Any  amount  of the MID that is paid to the  General  Partner  in Units  will be
treated as if cash is distributed to the General Partner and is then contributed
to the Partnership by the General Partner. The MID represents a return of equity
to the General Partner for increasing cash flow, as defined,  and accordingly is
treated as a distribution.

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

                                                        Nine Months Ended
                                                          September 30,
                                                  ---------------------------
                                                     1996             1995
                                                  -----------     -----------

Property management fees - affiliates.......      $   343,407     $   343,552
Charged to general and administrative -
   affiliates:
   Partnership administration...............          225,032         278,728
                                                   ----------      ----------

                                                  $   568,439     $   622,280
                                                   ==========      ==========

Charged to General Partner's deficit:
   Management Incentive Distribution........      $   452,443     $   454,147
                                                   ==========      ==========








<PAGE>

NOTE 5.

On March 13, 1995, the  Partnership  refinanced the Windrock  mortgage note. The
new mortgage  note,  in the amount of  $3,450,000,  bears  interest at 9.44% per
annum,  and requires  monthly  principal and interest  payments of $28,859.  The
maturity date of the new mortgage note is April 1, 2002.  Cash proceeds from the
refinancing transaction are as follows:

       New loan proceeds..................       $  3,450,000
       Existing first lien retired........         (1,894,233)
       Existing second lien retired.......           (440,000)
                                                  -----------

       Cash proceeds from refinancing.....       $  1,115,767
                                                  ===========

The  Partnership  incurred  $107,525 of deferred  borrowing costs related to the
refinancing of the Windrock  mortgage note. The Partnership was also required to
fund $184,172 into various escrows for capital improvements,  property taxes and
insurance.

NOTE 6.
-------

In 1996, the  Partnership  adopted the Financial  Accounting  Standards  Board's
Statement  of  Financial  Accounting  Standards  no.  121,  "Accounting  for the
Impairment of Long-Lived  Assets and for  Long-Lived  Assets to be Disposed Of."
This statement requires the cessation of depreciation charges on assets held for
sale.  Country  Hills Plaza,  Midvale  Plaza and Redwood  Plaza were  designated
"Assets Held for Sale" on October 1, 1996.  Consequently,  the three  properties
are shown as  Assets  Held for Sale on the  Partnership's  Balance  Sheet  dated
September  30,  1996.  No further  depreciation  charges will be recorded by the
Partnership in connection with the three properties effective October 1, 1996.

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

The  Partnership  was formed to  acquire,  operate and  ultimately  dispose of a
portfolio  of  income-producing  real  properties.  At September  30, 1996,  the
Partnership owned four apartment properties and three shopping centers.  All  of
the Partnership's properties are subject to mortgage notes.

On October 1, 1996,  the  Partnership  placed its three  commercial  properties,
County Hills Plaza,  Midvale  Plaza and Redwood  Plaza,  on the market for sale.
Consequently, the Partnership's investment in these three properties is shown as
Assets Held for Sale on the accompanying Balance Sheet dated September 30, 1996.
Proceeds from the sale of the three properties will be used to first,  repay the
mortgage note encumbering the property sold;  second,  pay any deferred payments
due to the General Partner or its affiliates; third, ensure that the Partnership
maintains an adequate level of cash reserves;  and fourth,  pay distributions to
the Unit holders.





<PAGE>

On March 13, 1995, the  Partnership  refinanced  Windrock  Apartments with a new
$3,450,000 mortgage note. Proceeds from the new mortgage were used to payoff the
prior first and second mortgage notes encumbering Windrock  Apartments,  to fund
various  escrows  for the  payment of  property  taxes,  insurance,  repairs and
replacements, and to pay for loan fees and other costs associated with obtaining
the new mortgage note. Residual proceeds of approximately $824,000 were added to
the Partnership's  cash reserves.  The Partnership's next maturing mortgage note
does not come due until April 1, 2002.

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

For the quarter ended September 30, 1996, the Partnership reported net income of
$32,023,  an  increase of $217,603  from the loss of $185,580  reported  for the
quarter ended  September 30, 1995. For the nine months ended September 30, 1996,
the Partnership's  reported loss increased $4,946 to $235,272 as compared to the
same period of 1995.

Revenues:

Rental  revenue for the three month and nine month periods  ended  September 30,
1996 increased $89,097 and $129,551, or 3.9% and 1.9%, respectively, over rental
revenue earned during the same periods of 1995. At Embarcadero  Club Apartments,
Tanglewood Village Apartments and Thunder Hollow Apartments, steady progress was
made increasing base rental rates. At Tanglewood Village Apartments,  nearly all
of the  increase in base rental  rates was offset by  decreased  occupancy.  Net
rental  revenue  increased less than 1% at the Nevada  property.  At Embarcadero
Club and Thunder  Hollow,  increased base rental rates were partially  offset by
decreased  occupancy.  Net rental revenue increased 2.7% and 4.9% at Embarcadero
Club and Thunder  Hollow,  respectively.  The  Partnership's  other  residential
property,  Windrock  Apartments,  continues to report decreasing occupancy rates
that led to a 5.6% decrease in rental  revenue at the El Paso  property.  A weak
local economy and competition from newer apartment  properties continue to drive
down net rental rates.

The  Partnership's  commercial  properties  reported mixed results for the first
nine months of 1996.  Rental revenue increased at 4.4% and 2.2% at Redwood Plaza
and Country  Hills  Plaza,  respectively.  Rental  rates  continue to improve at
Redwood  Plaza  as  well  as  collections  of  reimbursable  expenses  from  the
property's  tenants.  For the year, Redwood Plaza has maintained 100% occupancy.
Country Hills has maintained 100% occupancy for both 1996 and 1995  year-to-date
periods.  Rental  rates  increased  at a slower  rate for the Ogden  property as
compared to Redwood Plaza. A decrease in percentage rents collected from tenants
at Midvale Plaza led to a 4.4% decrease in rental revenue in 1996 as compared to
1995. Although percentage rents decreased, Midvale Plaza remains 100% leased for
the year, and base rental rates as well as expense  reimbursements  from tenants
continue to slowly improve.

Expenses:

Partnership  expenses  decreased  $127,680 or 5.1% and increased $98,477 or 1.4%
for the three months and nine months ended September 30, 1996 as compared to the
same  periods  of  1995.  Increased  expenses,   on  a  percentage  basis,  were
concentrated in depreciation  and repair and  maintenance.  The Partnership also
reported   decreases  in  other  property   operating   expenses,   general  and
administrative  expenses,  and  general  and  administrative  expenses  paid  to
affiliates.

<PAGE>

Depreciation  expense  increased  10.9% and 8.9% for the  three  and nine  month
periods  ended  September  30, 1996 as compared to the same periods for 1995. Of
the  approximately   $1,216,000  of  capital   improvements   completed  at  the
Partnership's  properties  during  the  past  twelve  months,  over  half of the
improvements   were  completed  at  Thunder   Hollow   Apartments  and  Windrock
Apartments.   These  two  properties  recorded  13.9%  and  13.4%  increases  in
depreciation expense. The capital improvements placed in service during the past
year are generally being depreciated over lives ranging from 5 to 10 years.

Repair and  maintenance  expenses  increased 12.3% and 18.8% for the three month
and nine months periods ended September 30, 1996 as compared to the same periods
of 1995.  This  increase is  attributable  to the  replacement  of carpeting and
appliances, which met the Partnership's criteria for capitalization based on the
magnitude of  replacements  in 1995,  but were expensed in 1996.  Thunder Hollow
Apartments also reported a significant  increase in snow removal expenses during
the first quarter of 1996.

General and administrative  expenses decreased $86,257 or 50% for the nine month
period  ended  September  30, 1996 as  compared to the same period of 1995.  The
decrease  is due to a  $91,944  decrease  in  costs  incurred  to  evaluate  and
disseminate  information  regarding an unsolicited tender offer. The Partnership
anticipates incurring such costs in the fourth quarter of 1996 in response to an
additional unsolicited tender offer, as discussed in Item 5 - Other Information.

General and administrative expenses paid to affiliates decreased 30% and 19% for
the three month and nine month periods  ended  September 30, 1996 as compared to
the same periods of 1995.  Reimbursable  costs  allocated to the  Partnership by
affiliates of the General Partner decreased for 1996.

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

Although the  Partnership's  net loss increased $4,946 to $235,272 for the first
nine  months  of the  year,  cash flow from  operations  increased  $515,730  to
$1,806,506. Decreased payments to suppliers and to affiliates were the principal
factors in the improved  operating cash flow figure.  Also  contributing  was an
increase in cash  received  from tenants of the  Partnership's  properties.  The
improved cash flow from operations was more than sufficient to pay for additions
to  the  Partnership's   properties,   to  fund  scheduled   repayments  of  the
Partnership's mortgage notes, to make a $500,000 payment of Management Incentive
Distribution to the General Partner,  and still provide for a $381,330  increase
in the cash reserves of the Partnership.

Capital  improvement  expenditures  decreased  52%  to  $488,322  in  1996.  The
Partnership's   capital  improvement  budget  for  1996  totals  only  $623,000,
approximately  half  of the  amount  expended  by the  Partnership  for  capital
improvements in each of the past six years.

Cash flows  from  financing  activities  for the third  quarter of 1996  reflect
principal repayments on the Partnership's  various mortgage notes and a $500,000
MID payment.  The third quarter of 1995, besides mortgage principal  repayments,
records the effects of the refinancing of the Windrock mortgage note.





<PAGE>
Short-term liquidity:

At  September  30,  1996,  the  Partnership  held  $1,799,278  of cash  and cash
equivalents,  up  $381,330  from the  balance  at the end of 1995.  The  General
Partner  considers  this  level  of cash  reserves  to be  adequate  to meet the
Partnership's  operating  needs for the  balance of 1996 and 1997.  The  General
Partner  anticipates  that cash generated  from  operations for the remainder of
1996 will be sufficient to fund the Partnership's  budgeted capital improvements
and  debt  service  requirements.  Due  to  continued  improvement  in  property
operations,  the General  Partner will likely  continue paying the MID. As noted
above, a $500,000 MID payment was made during the third quarter of 1996. Payment
of MID has been suspended for two and a half years to restore the  Partnership's
balance of cash and cash equivalents to an acceptable level.

The  Partnership  has placed its three  commercial  properties on the market for
sale.  The  Partnership  does  not  intend  to use  proceeds  from  sale  of the
properties to add to its balance of cash and cash equivalents.  Rather, proceeds
from the sale of these properties, after repayment of mortgage indebtedness,  is
intended to be distributed to the Unit holders.

Long-term liquidity:

While the present outlook for the Partnership's  liquidity is favorable,  market
conditions may change and property  operations can  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.  No affiliate support has been required
in the past,  and there is no assurance  that support from  affiliates  would be
provided in the future,  since  neither the General  Partner nor any  affiliates
have any obligation in this regard.

The  Partnership  has  determined  to begin an  orderly  liquidation  of all the
Partnership's assets. Although there can be no assurance as to the timing of any
liquidation,   it  is  anticipated  that  such   liquidation   would  result  in
distributions  to the limited partners of the cash proceeds from the sale of the
Partnership's properties, subject to cash reserve requirements, as they are sold
with  the  last  property  disposition  before  December  2001,  followed  by  a
dissolution of the Partnership. In this regard, the Partnership has placed three
of its seven properties on the market for sale.

Income Allocations and Distributions:

Terms of the Amended Partnership Agreement specify that net losses for financial
reporting  purposes  are  allocated  99% to the limited  partners  and 1% to the
General Partner. Net income for financial reporting purposes is allocated to the
General Partner in an amount equal to the greater of (a) 1% of net income or (b)
the  cumulative  amount  of the MID paid  for  which no  income  allocation  has
previously  been made;  any  remaining  net income is  allocated  to the limited
partners.  Therefore,  for the nine month periods  ended  September 30, 1996 and
1995,  ($2,353)  and  ($2,303),  respectively,  were  allocated  to the  General
Partner. The limited partners received allocations of net loss of ($232,919) and
($228,023), respectively.



<PAGE>

With the exception of the MID,  distributions  to Partners  have been  suspended
since 1986 as a part of the General  Partner's  policy of  maintaining  adequate
cash reserves.  Distributions  of cash flow from operations to Unit holders will
remain  suspended  for the  foreseeable  future.  However,  the General  Partner
intends to  distribute  proceeds from the sale of the  Partnership's  commercial
properties  to  the  Unit   holders,   after   repaying  the  related   mortgage
indebtedness. The Partnership recorded MID of $452,443 for the first nine months
of 1996. The Partnership  resumed MID payments during the third quarter of 1996.
MID payments had been suspended since the beginning of 1994. The General Partner
will continue to monitor the cash reserves and working  capital  requirements of
the  Partnership  to ensure that cash flows and balances will support  continued
MID payments and distributions of net sales proceeds to Unit holders.

                           PART II. OTHER INFORMATION

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

McNeil  Pacific  Investors  Fund 1972,  Ltd.,  McNeil  Real Estate Fund V, Ltd.,
McNeil Real Estate Fund IX, Ltd.,  McNeil Real Estate Fund X, Ltd.,  McNeil Real
Estate Fund XI, Ltd., McNeil Real Estate Fund XIV, Ltd., McNeil Real Estate Fund
XV, Ltd.,  McNeil Real Estate Fund XX, L.P., McNeil Real Estate Fund XXIV, L.P.,
and McNeil Real  Estate  Fund XXV,  L.P.  vs.  High River  Limited  Partnership,
Riverdale  Investors Corp., Carl C. Icahn, and Unicorn Associates  Corporation -
United States  District Court for the Central  District of California,  Case No.
96-5680SVW.

On August 12, 1996, High River Limited Partnership ("High River"), a partnership
controlled by Carl C. Icahn, sent a letter to the partnerships  referenced above
demanding  lists of the names,  current  residences  or business  addresses  and
certain other information  concerning the unitholders of such  partnerships.  On
August 19, 1996,  these  partnership  commenced the above action seeking,  among
other things, to declare that such partnerships are not required to provide High
River with a current  list of  unitholders  on the grounds  that the  defendants
commenced a tender offer in violation of the federal  securities  laws by filing
certain Schedule 13D Amendments on August 5, 1996.

On October 17, 1996, the presiding judge denied the partnerships' requests for a
permanent and  preliminary  injunction to enjoin High River's  tender offers and
granted the defendants  request for an order directing the  partnerships to turn
over current lists of unitholders to High River forthwith.  On October 24, 1996,
the partnerships delivered the unitholder lists to High River.

ITEM 5.  OTHER INFORMATION
-------  -----------------

On September 20, 1996, High River announced that it had commenced a tender offer
for any and all  units  of the  Partnership  at $95 per  unit.  The  tender  was
originally due to expire October 18, 1996, however, this offer has been extended
until November 22, 1996.


<PAGE>

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

(a)         Exhibits.

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

            4.                   Amended and Restated Limited Partnership Agree-
                                 ment dated September 20, 1991. (1)

            11.                  Statement regarding computation of net loss per
                                 limited  partnership unit: net loss per limited
                                 partnership  unit is computed  by dividing  net
                                 loss  allocated to the limited  partners by the
                                 number    of    limited    partnership    units
                                 outstanding.  Per  unit  information  has  been
                                 computed  based on 86,534  limited  partnership
                                 units outstanding in 1996 and 1995.

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

      (1)   Incorporated  by reference to the Annual  Report of  Registrant,  on
            Form 10-K for the period ended  December 31, 1991, as filed on March
            30, 1992.

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


<PAGE>



                        McNEIL REAL ESTATE FUND XIV, LTD.

                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized:



                              McNEIL REAL ESTATE FUND XIV, Ltd.

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

                                     By: McNeil Investors, Inc., General Partner



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



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




November 14, 1996                    By:  /s/  Brandon K. Flaming
-----------------                       ----------------------------------------
Date                                    Brandon K. Flaming
                                        Chief Accounting Officer of McNeil 
                                          Real Estate Management, Inc.