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, 1997
                           -----------------------------------------------------


                                       OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
     EXCHANGE ACT OF 1934


     For the transition period from ______________ to_____________
     Commission file number  0-12915
                            --------


                        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 600, LB70, Dallas, Texas 75240
--------------------------------------------------------------------------------
          (Address of principal executive offices)          (Zip code)



Registrant's telephone number, including area code    (972) 448-5800
                                                   -----------------------------



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

<PAGE>
                        McNEIL REAL ESTATE FUND XIV, LTD.

                          PART I. FINANCIAL INFORMATION

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

                                 BALANCE SHEETS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                         September 30,        December 31,
                                                                            1997                 1996
                                                                       ----------------    ----------------
ASSETS 
------

Real estate investments:
<S>                                                                    <C>                 <C>            
   Land.....................................................           $     4,663,828     $     4,663,828
   Buildings and improvements...............................                36,324,866          35,944,879
                                                                        --------------      --------------
                                                                            40,988,694          40,608,707
   Less:  Accumulated depreciation..........................               (20,359,661)        (18,951,741)
                                                                        --------------      --------------
                                                                            20,629,033          21,656,966

Assets held for sale, net...................................                 1,931,823           7,942,855

Cash and cash equivalents...................................                 3,298,659           1,903,902
Cash segregated for security deposits.......................                   403,329             399,366
Accounts receivable.........................................                   248,667             385,721
Prepaid expenses and other assets...........................                   145,421             173,908
Escrow deposits.............................................                   653,332             681,430
Deferred borrowing costs, net of accumulated
   amortization of $417,998 and $346,255 at
   September 30, 1997, and December 31, 1996,
   respectively.............................................                   972,994           1,044,737
                                                                        --------------      --------------

                                                                       $    28,283,258     $    34,188,885
                                                                        ==============      ==============

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

Mortgage notes payable, net.................................           $    23,992,176     $    27,423,689
Accounts payable............................................                    69,223             103,747
Accrued interest............................................                   165,550             197,124
Accrued property taxes......................................                   124,853             100,981
Other accrued expenses......................................                    66,970              82,329
Payable to affiliates - General Partner.....................                    26,791           1,388,371
Security deposits and deferred rental revenue...............                   398,454             411,318
                                                                        --------------      --------------
                                                                            24,844,017          29,707,559
                                                                        --------------      --------------

Partners' equity (deficit):
   Limited partners - 100,000 limited partnership
     units authorized; 86,534 limited partnership
     units outstanding......................................                 3,982,385           7,648,141
   General Partner..........................................                  (543,144)         (3,166,815)
                                                                        --------------      --------------
                                                                             3,439,241           4,481,326
                                                                        --------------      --------------

                                                                       $    28,283,258     $    34,188,885
                                                                        ==============      ==============
</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,
                                      ---------------------------------    ---------------------------------
                                          1997               1996               1997                1996
                                      --------------    ---------------    --------------     --------------
Revenue:
<S>                                   <C>                <C>               <C>                <C>           
   Rental revenue................     $    2,235,232     $    2,394,794    $    6,898,514     $    7,015,762
   Interest......................             65,661             26,676           167,760             83,826
   Gain on sale of real estate...            873,396                  -         3,081,755                  -
                                       -------------      -------------     -------------      -------------
     Total revenue...............          3,174,289          2,421,470        10,148,029         77,099,588
                                       -------------      -------------     -------------     --------------

Expenses:
   Interest......................            593,552            668,854         1,857,424          2,016,545
   Depreciation and
     amortization................            470,606            578,013         1,407,920          1,724,329
   Property taxes................            154,836            203,574           511,065            589,515
   Personnel expenses............            248,530            243,055           744,303            716,281
   Utilities.....................            121,549            130,435           366,973            376,826
   Repair and maintenance........            295,169            226,062           854,200            871,051
   Property management
     fees - affiliates...........            114,687            116,222           345,280            343,407
   Other property operating
     expenses....................            131,856            112,884           401,079            384,713
   General and administrative....             24,907             47,079            77,051             87,161
   General and administrative -
     affiliates..................             58,512             63,269           181,240            225,032
                                       -------------      -------------     -------------      -------------
     Total expenses..............          2,214,204          2,389,447         6,746,535          7,334,860
                                       -------------      -------------     -------------      -------------

Net income (loss)................     $      960,085     $       32,023    $    3,401,494     $     (235,272)
                                       =============      =============     =============      =============

Net income (loss) allocated to
   limited partners..............     $      334,246     $       31,703    $      334,246     $     (232,919)
Net income (loss) allocated to
   General Partner...............            625,839                320         3,067,248             (2,353)
                                       -------------      -------------     -------------      -------------

Net income (loss)................     $      960,085     $       32,023    $    3,401,494     $     (235,272)
                                       =============      =============     =============      =============

Net income (loss) per limited
   partnership unit..............     $         3.86     $          .37    $         3.86     $        (2.69)
                                       =============      =============     =============      =============

Distributions per limited
   partnership unit..............     $        46.22     $            -    $        46.22     $            -
                                       =============      =============     =============      =============

</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, 1997 and 1996

<TABLE>
<CAPTION>
                                                                                                     Total
                                                                                                 Partners'
                                                    General                 Limited              Equity
                                                    Partner                 Partners             (Deficit)
                                                 ---------------         ---------------       ---------------
<S>                                              <C>                     <C>                   <C>           
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
                                                  =============           =============         =============


Balance at December 31, 1996..............       $   (3,166,815)         $    7,648,141        $    4,481,326

Net income................................            3,067,248                 334,246             3,401,494

Management Incentive Distribution.........             (443,577)                      -              (443,577)

Distributions to limited partners.........                    -              (4,000,002)           (4,000,002)
                                                  -------------           -------------         -------------

Balance at September 30, 1997.............       $     (543,144)         $    3,982,385        $    3,439,241
                                                  =============           =============         =============
</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,
                                                                       ------------------------------------
                                                                            1997                 1996
                                                                       ----------------    ----------------
Cash flows from operating activities:
<S>                                                                    <C>                 <C>            
   Cash received from tenants...............................           $     6,900,605     $     6,899,382
   Cash paid to suppliers...................................                (2,457,038)         (2,352,159)
   Cash paid to affiliates..................................                  (556,800)           (576,605)
   Interest received........................................                   167,760              83,826
   Interest paid............................................                (1,738,869)         (1,842,529)
   Property taxes paid and escrowed.........................                  (475,286)           (405,409)
                                                                        --------------      --------------
Net cash provided by operating activities...................                 1,840,372           1,806,506
                                                                        --------------      --------------

Cash flows from investing activities:
   Additions to real estate investments.....................                  (390,094)           (488,322)
   Proceeds from sale of real estate........................                 9,868,594                   -
                                                                        --------------      --------------
Net cash provided by (used in) investing activities.........                 9,478,500            (488,322)
                                                                        --------------      --------------

Cash flows from financing activities:
   Principal payments on mortgage notes
     payable................................................                  (426,868)           (436,854)
   Retirement of mortgage notes payable.....................                (3,722,368)                  -
   Management incentive distribution paid...................                (1,774,877)           (500,000)
   Distributions to limited partners........................                (4,000,002)                  -
                                                                        --------------      --------------
Net cash used in financing activities.......................                (9,924,115)           (936,854)
                                                                        --------------      --------------

Net increase in cash and cash equivalents...................                 1,394,757             381,330

Cash and cash equivalents at beginning of
   period...................................................                 1,903,902           1,417,948
                                                                        --------------      --------------

Cash and cash equivalents at end of period..................           $     3,298,659     $     1,799,278
                                                                        ==============      ==============
</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 Income (Loss) to Net Cash Provided by
                              Operating Activities

<TABLE>
<CAPTION>
                                                                                 Nine Months Ended
                                                                                   September 30,
                                                                       ------------------------------------
                                                                            1997                 1996
                                                                       ---------------     ----------------
<S>                                                                    <C>                 <C>             
Net income (loss)...........................................           $     3,401,494     $      (235,272)
                                                                        --------------      --------------

Adjustments to reconcile net income (loss) to net cash
   provided by operating activities:
   Depreciation and amortization............................                 1,407,920           1,724,329
   Amortization of deferred borrowing costs.................                    71,743              71,743
   Amortization of discounts on mortgage
     notes payable..........................................                    78,386             105,391
   Gain on sale of real estate..............................                (3,081,755)                  -
   Changes in assets and liabilities:
     Cash segregated for security deposits..................                    (3,963)            (39,092)
     Accounts receivable....................................                    25,029             (96,716)
     Prepaid expenses and other assets......................                    14,149              17,918
     Escrow deposits........................................                    28,098              89,508
     Accounts payable.......................................                   (34,524)            (84,280)
     Accrued interest.......................................                   (31,574)             (3,118)
     Accrued property taxes.................................                    23,872             247,556
     Other accrued expenses.................................                   (15,359)             (2,161)
     Payable to affiliates - General Partner................                   (30,280)             (8,166)
     Security deposits and deferred rental

       revenue..............................................                   (12,864)             18,866
                                                                        --------------      --------------
       Total adjustments....................................                (1,561,122)          2,041,778
                                                                        --------------      --------------

Net cash provided by operating activities...................           $     1,840,372     $     1,806,506
                                                                        ==============      ==============
</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, 1997


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, an affiliate of 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 600, LB70, Dallas, Texas 75240.

In the opinion of management,  the financial  statements reflect all adjustments
necessary for a fair  presentation of the Partnership's  financial  position and
results  of  operations.  All  adjustments  were of a normal  recurring  nature.
However,  the results of operations for the nine months ended September 30, 1997
are not necessarily indicative of the results to be expected for the year ending
December 31, 1997.

NOTE 2.
-------

The  financial  statements  should  be read in  conjunction  with the  financial
statements  contained in the  Partnership's  Annual  Report on Form 10-K for the
year  ended  December  31,  1996,  and the  notes  thereto,  as  filed  with the
Securities and Exchange  Commission,  which is available upon request by writing
to McNeil Real Estate Fund XIV,  Ltd.,  c/o The Herman  Group,  2121 San Jacinto
St., 26th Floor, Dallas, Texas 75201.

NOTE 3.
-------

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.

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






<PAGE>
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,
                                                         ----------------------
                                                           1997         1996
                                                         ---------    ---------

 Property management fees - affiliates................   $ 345,280    $ 343,407
 Charged to general and administrative - affiliates:
   Partnership administration.........................     181,240      225,032
                                                          --------     --------

                                                         $ 164,520    $ 568,439
                                                          ========     ========

 Charged to General Partner's deficit:
   Management Incentive Distribution..................   $ 443,577    $ 452,443
                                                          ========     ========





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

On October 1, 1996, the  Partnership  placed Country Hills Plaza,  Midvale Plaza
and  Redwood  Plaza on the market for sale.  Country  Hills Plaza was sold to an
unaffiliated  purchaser  on  April  8,  1997.  Midvale  Plaza  was  sold  to  an
unaffiliated  purchaser on September 24, 1997.  These three properties are shown
as assets held for sale on the accompanying financial statements.  In accordance
with  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," the  Partnership  ceased
recording  depreciation  charges on these three properties  effective October 1,
1996.

NOTE 5.
-------

On April 8, 1997, the  Partnership  sold Country Hills Plaza to an  unaffiliated
purchaser for a cash sales price of $6,610,000.  Cash proceeds from the sale, as
well as the gain on sale are detailed below.

<TABLE>
<CAPTION>
                                                                        Gain on Sale        Cash Proceeds
                                                                       ---------------     ----------------
     <S>                                                               <C>                 <C>            
     Cash sales price.......................................           $     6,610,000     $     6,610,000

     Selling costs..........................................                  (185,306)           (185,306)
     Mortgage discount written off..........................                  (397,559)
     Straight-line rent receivables written off.............                   (26,828)
     Basis of real estate sold..............................                (3,791,948)
                                                                        --------------      --------------   

     Gain on sale of real estate............................           $     2,208,359
                                                                        ==============

     Proceeds from sale of real estate......................                                     6,424,694
     Retirement of mortgage note payable....................                                    (2,231,438)
                                                                                            --------------

     Net cash proceeds......................................                               $     4,193,256
                                                                                            ==============
</TABLE>


<PAGE>
On September 24, 1997,  the  Partnership  sold Midvale Plaza to an  unaffiliated
purchaser for a cash sales price of $3,500,000.  Cash proceeds from the sale, as
well as the gain on sale are detailed below.

<TABLE>
<CAPTION>
                                                                        Gain on Sale        Cash Proceeds
                                                                       ----------------    ----------------
     <S>                                                               <C>                 <C>            
     Cash sales price.......................................           $     3,500,000     $     3,500,000

     Selling costs..........................................                   (56,100)            (56,100)
     Mortgage discount written off..........................                  (241,778)
     Straight-line rent receivables written off.............                   (85,197)
     Prepaid leasing commissions written off................                   (14,338)
     Basis of real estate sold..............................                (2,229,191)
                                                                        --------------      --------------

     Gain on sale of real estate............................           $       873,396
                                                                        ==============

     Proceeds from sale of real estate......................                                     3,443,900
     Retirement of mortgage note payable....................                                    (1,490,930)
                                                                                            --------------

     Net cash proceeds......................................                               $     1,952,970
                                                                                            ==============
</TABLE>

NOTE 6.
-------

In accordance with the Amended Partnership Agreement, proceeds from sales are to
be  distributed  in  proportionately  larger  shares to "Group A" and  "Group B"
unitholders. Group A unitholders purchased the first $10 million of units during
the Partnership's  offering period. Group B unitholders purchased the second $10
million of units. Limited partners who purchased the remaining units are Group C
unitholders.  Subsequent  transfers and resale of units did not change the group
designation  to which such units  belonged.  Distribution  of sales  proceeds to
Group A units  receive a premium of 5.556% over sales  proceeds  distributed  to
Group B units, while distributions to Group C units receive a discount of 5.556%
to sales proceeds distributed to Group B units.


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, 1997,  the
Partnership owned four apartment  properties and one shopping center. 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 financial statements.


<PAGE>
On April 8, 1997, the Partnership  sold Country Hills Plaza for $6,610,000 to an
unaffiliated  buyer. On September 24, 1997, the  Partnership  sold Midvale Plaza
for $3,500,000 to an unaffiliated buyer. Proceeds from the sale of Country Hills
Plaza and Midvale Plaza were used first to repay the mortgage notes  encumbering
the properties.  The remaining  proceeds from sale were used to pay a $4,000,000
distribution to the limited  partners in September 1996, and will be used to pay
an additional $2,146,226  distribution to the limited partners during the fourth
quarter of 1997.

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

The Partnership earned $3,401,494 for the first nine months of 1997, an increase
over the $235,272 loss incurred by the  Partnership for the first nine months of
1996.  For the third  quarter,  net income  increased  to  $960,085 in 1997 from
$32,023 in 1996. Included in the 1997 net income figures are the $2,208,359 gain
on the sale of Country  Hills Plaza and the $873,396 gain on the sale of Midvale
Plaza. After excluding the gains and the effects of rental revenues and expenses
related to Country  Hills  Plaza,  the  Partnership's  net income  increased  to
$254,603  for the first nine months of 1997,  up from a loss of $370,478 for the
first nine months of 1996.

Revenues:

Rental revenue for the first nine months of 1997 decreased $117,248 or 1.7% over
rental  revenue  earned  for the first  nine  months of 1996.  Excluding  rental
revenue from Country Hills Plaza,  rental revenue increased $333,083 or 5.3% for
the first nine months of 1997 compared to the same period of 1996.

Rental  revenue  increased  at all of the  Partnership's  properties  except for
Midvale Plaza. The largest increase in percentage terms was provided by Windrock
Apartments.  After  struggling  with depressed  occupancy rates for three years,
Windrock's  occupancy rate improved to 96% at September 30, 1997, up from 75% at
the end of 1995.  Windrock's  rental revenue  increased 14.7% for the first nine
months of 1997  compared  to the same  period of 1996.  Increased  rental  rates
provided  rental revenue  increases  ranging from 4% to 6% at  Embarcadero  Club
Apartments,  Thunder  Hollow  Apartments  and  Redwood  Plaza.  Rental  revenues
increased approximately 1.1% at both Tanglewood Village Apartments and decreased
4.4% at Midvale  Plaza.  An increase in base rental rates at Tanglewood  Village
was mostly offset by decreased occupancy,  while a decrease in base rental rates
caused the decrease in Midvale Plaza's revenues.

The sale of Country  Hills  Plaza on April 8, 1997  provided a one-time  gain on
sale of real estate  totaling  $2,208,359.  An  additional  gain of $873,396 was
realized with the September 24, 1997 sale of Midvale Plaza.

Expenses:

Partnership  expenses  decreased  $588,325 or 8.0% and  $175,243 or 7.3% for the
nine month and three month periods  ended  September 30, 1997 as compared to the
same  periods  of 1996.  Expenses  decreased  primarily  because  of the sale of
Country  Hills  Plaza on April 8,  1997.  After  excluding  expenses  related to
Country Hills Plaza, the Partnership's  expenses  decreased $207,966 or 3.1% for
the first nine months of 1997  compared  to the same  period of 1996.  Excluding
expenses  related to Country  Hills  Plaza,  decreased  expenses  were  recorded
primarily in depreciation and amortization, general and administrative expenses,
and general and administrative expenses paid to affiliates.


<PAGE>
Depreciation and amortization  expense  decreased 9.5% for the first nine months
of 1997  as  compared  to the  same  period  of  1996.  The  Partnership  ceased
depreciating  its investment in its three commercial  properties,  Country Hills
Plaza, Midvale Plaza and Redwood Plaza,  effective October 1, 1996, the date the
Partnership  placed these  properties on the market for sale.  Properties  being
marketed  for  sale  are  classified  as  "assets  held  for  sale."  Accounting
regulations  specify  that  depreciation  on assets held for sale  should  cease
effective the date the properties are placed on the market for sale.

General and administrative expenses decreased 11.6% for the first nine months of
1997 as compared to the same period of 1996. In 1996, the  Partnership  incurred
costs to evaluate and disseminate  information  regarding an unsolicited  tender
offer. The decrease was partially offset by charges for investor services, which
beginning in 1997, are provided by a third party vendor instead of by affiliates
of the General Partner.  The switch of investor service expenses from affiliates
to a third party vendor also accounts for most of the 19.5%  decrease in general
and  administrative  expenses  paid  to  affiliates.  Also  contributing  to the
decrease  in  general  and  administrative  expenses  paid to  affiliates  was a
decrease in partnership administrative reimbursements due to the sale of Country
Hills Apartments in April 1997.

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

Cash flow from operations increased $33,866 or 1.9% for the first nine months of
1997 as compared to the same period of 1996.  Cash flow from operating  expenses
managed a small increase despite the sale of one of the Partnership's properties
early in the year.  Performance  of the  Partnership's  properties  continues to
improve.  Windrock  Apartments,  which had not been contributing to the improved
Partnership  performance,  appears to have turned around,  and is now generating
increasing  amounts of cash flow. Cash flow from Partnership  operations for the
first  nine  months  of 1997 was more than  adequate  to fund  selected  capital
improvements and to repay the scheduled  principal payments on the Partnership's
mortgage debt. Furthermore,  the General Partner anticipates that operations for
the balance of 1997 will  continue to provide more than enough cash flow to fund
needed capital improvements and debt service payments.

The sale of Country Hills Plaza and Midvale Plaza  provided  $6,146,226  for the
Partnership,  after repayment of the related mortgage notes. The General Partner
distributed  $4,000,000 of sales  proceeds to the limited  partners in September
1997, and is planning to distribute  the remaining  $2,146,226 of sales proceeds
to the limited partners before the end of the year.

The improving cash position of the  Partnership  allowed the General  Partner to
continue  payment  of  the  Management  Incentive   Distribution   ("MID").  The
Partnership  paid  $1,774,877  of MID during  the first  nine  months of 1997 in
addition to the  $500,000  payment  made during the third  quarter of 1996.  MID
payments  had  been  suspended  since  the  beginning  of 1994 to  increase  the
Partnership's cash reserves. All arrearages of MID have now been paid.


<PAGE>
Short-term liquidity:

At  September  30,  1997,  the  Partnership  held  $3,298,659  of cash  and cash
equivalents,  up $1,394,757 from the balance at the end of 1996. The Partnership
distributed $4,000,000 to the limited partners during the third quarter of 1997.
An additional  distribution  of $2,146,226 is planned for the fourth  quarter of
1997. The excess of cash remaining after the planned fourth quarter distribution
is an adequate  level of cash  reserves for the  Partnership.  Furthermore,  the
General  Partner  anticipates  that  cash  generated  from  operations  for  the
remainder of 1997 will be sufficient to fund the Partnership's  budgeted capital
improvements and debt service requirements.

In  addition  to the  sale  of  Country  Hills  Plaza  and  Midvale  Plaza,  the
Partnership  has placed Redwood Plaza on the market for sale.  Proceeds from the
sale of Redwood  Plaza will be used to retire the Redwood Plaza  mortgage  note,
and, if surplus proceeds remain,  provide distributions to the limited partners.
Although the General Partner anticipates being able to successfully sell Redwood
Plaza,  there can be no assurance that any sale of Partnership  properties  will
provide sufficient cash for additional distributions to the limited partners.

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  sold Country
Hills Plaza on April 8, 1997,  and sold Midvale Plaza on September 24, 1997. One
of the  partnership's  five remaining  properties is currently on the market for
sale.

None of the  Partnership's  remaining  mortgage notes mature before the expected
dissolution of the Partnership.

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


<PAGE>
partners.  Therefore,  for the nine month periods  ended  September 30, 1997 and
1996,  net  income of  $3,067,248  and net loss of  $2,353,  respectively,  were
allocated to the General Partner.  For the nine month period ended September 30,
1997,  net income of  $334,246  was  allocated  to the limited  partners,  while
$232,919 of net loss was  allocated to the limited  partners for the nine months
ended September 30, 1996.

Distributions  to Unit  holders had been  suspended  since 1986 as a part of the
General Partner's policy of maintaining  adequate cash reserves.  However,  with
the  sale of  Country  Hills  Plaza  and  Midvale  Plaza,  the  General  Partner
determined   that  the   Partnership's   liquidity  was  sufficient  to  justify
distribution  of the net  proceeds  from the sale of  Country  Hills  Plaza  and
Midvale Plaza to the limited partners. Consequently, the Partnership distributed
$4,000,000 to the limited partners in September 1997, and plans to distribute an
additional  $2,146,226  to the  limited  partners  before  the end of the  year.
Further  distributions to the limited partners will follow if the Partnership is
successful  in selling  its  remaining  properties  for amounts in excess of the
mortgage debt encumbering the properties.

Payments of MID had been  suspended  since the beginning of 1994 to preserve the
cash  reserves  of the  Partnership.  During  the  third  quarter  of 1996,  the
Partnership  paid  $500,000 of MID.  During the first nine  months of 1997,  the
Partnership  paid MID of $1,774,877.  The 1996 payment,  and the payments during
the first nine months of 1997 have  completely  repaid the balance of MID due to
the General Partner.  The Partnership incurred MID of 443,577 for the first nine
months of 1997.  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
-------  -----------------

James F.  Schofield,  Gerald C. Gillett,  Donna S. Gillett,  Jeffrey  Homburger,
Elizabeth Jung,  Robert Lewis, and Warren Heller et al. v. McNeil Partners L.P.,
McNeil Investors,  Inc., McNeil Real Estate Management,  Inc., Robert A. McNeil,
Carole J. McNeil,  McNeil Pacific  Investors Fund 1972, Ltd., McNeil Real Estate
Fund IX,  Ltd.,  McNeil Real  Estate  Fund X, Ltd.,  McNeil Real Estate Fund XI,
Ltd.,  McNeil  Real Estate Fund XII,  Ltd.,  McNeil Real Estate Fund XIV,  Ltd.,
McNeil Real Estate Fund XV, Ltd.,  McNeil Real Estate Fund XX, L.P., McNeil Real
Estate Fund XXI, L.P.,  McNeil Real Estate Fund XXII,  L.P.,  McNeil Real Estate
Fund XXIV,  L.P.,  McNeil Real Estate  Fund XXV,  L.P.,  McNeil Real Estate Fund
XXVI, L.P., and McNeil Real Estate Fund XXVII,  L.P., et al. - Superior Court of
the State of California for the County of Los Angeles,  Case No. BC133799 (Class
and Derivative Action Complaint).

The action involves  purported  class and derivative  actions brought by limited
partners of each of the fourteen limited partnerships that were named as nominal
defendants as listed above (the  "Partnerships").  Plaintiffs allege that McNeil
Investors, Inc., its affiliate McNeil Real Estate Management,  Inc. and three of
their senior officers and/or directors (collectively, the "Defendants") breached
their  fiduciary  duties and certain  obligations  under the respective  Amended





<PAGE>
Partnership  Agreement.  Plaintiffs  allege that  Defendants  have rendered such
Units highly illiquid and  artificially  depressed the prices that are available
for Units on the resale market.  Plaintiffs also allege that Defendants  engaged
in a course of conduct to prevent the  acquisition  of Units by an  affiliate of
Carl  Icahn  by  disseminating  purportedly  false,  misleading  and  inadequate
information.  Plaintiffs  further allege that Defendants  acted to advance their
own personal  interests at the expense of the Partnerships'  public unit holders
by failing to sell Partnership  properties and failing to make  distributions to
unitholders.

On December 16, 1996, the Plaintiffs filed a consolidated and amended complaint.
Plaintiffs  are suing for breach of  fiduciary  duty,  breach of contract and an
accounting,  alleging,  among other things, that the management fees paid to the
McNeil affiliates over the last six years are excessive,  that these fees should
be reduced retroactively and that the respective Amended Partnership  Agreements
governing the Partnerships are invalid.

Defendants  filed a demurrer to the  consolidated  and amended  complaint  and a
motion to strike on February 14, 1997,  seeking to dismiss the  consolidated and
amended complaint in all respects.  A hearing on Defendant's demurrer and motion
to strike  was held on May 5,  1997.  The Court  granted  Defendants'  demurrer,
dismissing  the  consolidated  and  amended  complaint  with leave to amend.  On
October  31,  1997,  the  Plaintiffs  filed a second  consolidated  and  amended
complaint.  Defendants intend to file a demurrer to the second  consolidated and
amended complaint on or before December 1, 1997.





<PAGE>


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

(a)         Exhibits.

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

            4.                   Amended  and  Restated    Limited   Partnership
                                 Agreement 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 1997 and 1996.

            27.                  Financial  Data  Schedule for the quarter ended
                                 September 30, 1997.

      (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. On  September  30,  1997,  the  Partnership  filed a
       Current  Report on form 8-K to  report  the sale of  Midvale  Plaza to an
       unaffiliated purchaser.



<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 13, 1997                  By:  /s/  Ron K. Taylor
-----------------                     ------------------------------------------
Date                                   Ron K. Taylor
                                       President and Director of McNeil 
                                        Investors, Inc.
                                       (Principal Financial Officer)




November 13, 1997                  By:  /s/  Brandon K. Flaming
-----------------                     ------------------------------------------
Date                                   Brandon K. Flaming
                                       Vice President of McNeil Investors, Inc.
                                       (Principal Accounting Officer)