SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549


                                   FORM 10-Q
(Mark One)

  X  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

-----
     EXCHANGE ACT OF 1934.

For the quarterly period ended September 30, 2000
                               ------------------

                                      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 0-11126
                       -------


                         BALCOR EQUITY PROPERTIES-XII
            -------------------------------------------------------
            (Exact name of registrant as specified in its charter)


          Illinois                                      36-3169763
-------------------------------                     -------------------
(State or other jurisdiction of                      (I.R.S. Employer
incorporation or organization)                      Identification No.)


2333 Waukegan Road, Suite 100
Bannockburn, Illinois                                     60015
----------------------------------------            -------------------
(Address of principal executive offices)                (Zip Code)


Registrant's telephone number, including area code (847) 267-1600
                                                   --------------

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  (or  for such  shorter period  that  the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

Yes   X    No
-----     -----

                     BALCOR EQUITY PROPERTIES - XII

                   (An Illinois Limited Partnership)

                             BALANCE SHEETS

                September 30, 2000 and December 31, 1999
                              (Unaudited)


                                 ASSETS

                                                 2000           1999
                                              -----------   -----------
Cash and cash equivalents                     $1,340,491    $1,393,754
Accounts and accrued interest receivable           7,255         6,984
                                              -----------   -----------
                                              $1,347,746    $1,400,738
                                              ===========   ===========

                   LIABILITIES AND PARTNERS' CAPITAL

Accounts payable                              $   31,611    $   38,155
Due to affiliates                                  7,194        29,032
                                              -----------   -----------
    Total liabilities                             38,805        67,187
                                              -----------   -----------
Commitments and contingencies

Limited Partners' capital (37,447
  Interests issued and outstanding)            1,363,353     1,387,963
General Partner's deficit                        (54,412)      (54,412)
                                              -----------   -----------
    Total partners' capital                    1,308,941     1,333,551
                                              -----------   -----------
                                              $1,347,746    $1,400,738
                                              ===========   ===========

The accompanying notes are an integral part of the financial statements.

                     BALCOR EQUITY PROPERTIES - XII

                   (An Illinois Limited Partnership)

                   STATEMENTS OF INCOME AND EXPENSES
         for the nine months ended September 30, 2000 and 1999

                              (Unaudited)

                                                2000           1999
                                            -----------    -----------
Income:
  Interest on short-term investments        $   61,640     $   49,920
  Other income                                                 26,041
                                            -----------    -----------
    Total income                                61,640         75,961
                                            -----------    -----------
Expenses:
  Administrative                                86,250         73,416
                                            -----------    -----------
    Total expenses                              86,250         73,416
                                            -----------    -----------
Net (loss) income                           $  (24,610)    $    2,545
                                            ===========    ===========
Net (loss) income allocated to
  General Partner                                  None           None
                                            ===========    ===========
Net (loss) income allocated to
  Limited Partners                          $  (24,610)    $    2,545
                                            ===========    ===========
Net (loss) income per Limited Partnership
  Interest (37,447 issued and oustanding) -
  Basic and Diluted                         $    (0.66)    $     0.07
                                            ===========    ===========

The accompanying notes are an integral part of the financial statements.

                     BALCOR EQUITY PROPERTIES - XII

                   (An Illinois Limited Partnership)

                   STATEMENTS OF INCOME AND EXPENSES
           for the quarters ended September 30, 2000 and 1999

                              (Unaudited)

                                                2000           1999
                                            -----------    -----------
Income:
  Interest on short-term investments        $   21,921     $   17,239
                                            -----------    -----------
    Total income                                21,921         17,239
                                            -----------    -----------
Expenses:
  Administrative                                25,592         22,880
                                            -----------    -----------
    Total expenses                              25,592         22,880
                                            -----------    -----------
Net loss                                    $   (3,671)    $   (5,641)
                                            ===========    ===========
Net loss allocated to General Partner             None           None
                                            ===========    ===========
Net loss allocated to Limited Partners      $   (3,671)    $   (5,641)
                                            ===========    ===========
Net loss per Limited Partnership Interest
  (37,447 issued and oustanding) -
  Basic and Diluted                         $    (0.10)    $    (0.15)
                                            ===========    ===========


The accompanying notes are an integral part of the financial statements.

                     BALCOR EQUITY PROPERTIES - XII

                   (An Illinois Limited Partnership)

                        STATEMENTS OF CASH FLOWS
         for the nine months ended September 30, 2000 and 1999

                              (Unaudited)

                                                  2000          1999
                                               -----------  -----------
Operating activities:
  Net (loss) income                            $  (24,610)  $    2,545

  Adjustments to reconcile net (loss) income
    to net cash used in operating activities:
      Net change in:

        Accounts and accrued interest
          receivable                                 (271)         192
        Accounts payable                           (6,544)     (19,142)

        Due to affiliates                         (21,838)       2,391
                                               -----------  -----------
  Net cash used in operating activities           (53,263)     (14,014)
                                               -----------  -----------
Net change in cash and cash equivalents           (53,263)     (14,014)
Cash and cash equivalents at beginning
  of year                                       1,393,754    1,407,779
                                               -----------  -----------
Cash and cash equivalents at end of period     $1,340,491   $1,393,765
                                               ===========  ===========

The accompanying notes are an integral part of the financial statements.

                         BALCOR EQUITY PROPERTIES-XII
                       (An Illinois Limited Partnership)

                         NOTES TO FINANCIAL STATEMENTS

1. Accounting Policy:

In the opinion of management, all adjustments necessary for a fair presentation
have been made to the accompanying  statements for the nine months and  quarter
ended September  30,  2000,  and all  such  adjustments  are of  a  normal  and
recurring nature.

2. Partnership Termination:

As previously reported, class  action litigation involving the Partnership  was
originally filed in  February 1996.  This litigation continues  to exist  after
four and 1/2 years. Since inception of this litigation, the general partner has
stated that the Partnership would not be dissolved until the conclusion of this
litigation and that the general partner has a contingent right to seek recovery
from the Partnership  of the legal  fees it expends  in defending against  this
litigation. The general partner  believed that this litigation would have  been
completed and resolved before now. Given the actions of plaintiffs' counsel  to
date, at  this point  in time  the general partner  does not  believe that  the
litigation will  be concluded  in the  near future.  As a  result, the  general
partner has decided that it will dissolve the Partnership in December 2000  and
distribute all remaining cash reserves to the limited partners.

The Partnership has accrued on its financial statements the legal fees expended
to date  by  the general  partner  in defending  against this  litigation.  The
general partner would be entitled to  place such amounts, along with an  amount
representing anticipated future legal fees, in a trust account to be held until
the conclusion of this litigation. Because the general partner believes such an
action would  not be  in the  best interests of  the limited  partners, it  has
decided not  to do  so and  will distribute  to limited  partners such  amounts
accrued for legal fees. The general partner does not in any way waive its claim
for indemnification  under  the  partnership agreement;  however,  the  general
partner will  not  seek  to  recover  from the  limited  partners  any  amounts
distributed  to   them  in  attempting   to  satisfy   the  general   partner's
indemnification rights.

3. Transactions with Affiliates:

Fees and expenses  paid and payable  by the Partnership  to affiliates for  the
nine months and quarter ended September 30, 2000 are:


                                              Paid
                                   -------------------------

                                   Nine Months    Quarter    Payable
                                  ------------   --------- ----------

Reimbursement of expenses to
  the General Partner, at cost    $ 44,240       $ 7,677   $ 7,194

                         BALCOR EQUITY PROPERTIES-XII
                       (An Illinois Limited Partnership)

                     MANAGEMENT'S DISCUSSION AND ANALYSIS

Balcor Equity Properties-XII (the  "Partnership") was formed in 1981 to  invest
in  and  operate  income-producing   real  property.  The  Partnership   raised
$37,447,000 through  the sale  of Limited  Partnership  Interests and  utilized
these proceeds to acquire seven real property investments and a minority  joint
venture interest  in one  additional real  property. The  Partnership sold  its
final real estate investment in December 1996.

Inasmuch as the management's discussion and analysis below relates primarily to
the time period since the end of the last fiscal year, investors are encouraged
to review the financial statements and the management's discussion and analysis
contained in the annual  report for 1999 for  a more complete understanding  of
the Partnership's financial position.

Operations
----------
2000 Compared to 1999
---------------------

The operations  of the  Partnership in  2000  and 1999  consisted primarily  of
administrative expenses which were  partially offset by interest income  earned
on short-term  investments.  During  the  quarter  ended  June  30,  1999,  the
Partnership received a partial real  estate tax refund relating to the  DeFoors
Creek Apartments. As  a result of this  refund, the Partnership recognized  net
income during the nine months ended September 30, 1999.

As a result  of higher interest  rates in 2000,  interest income on  short-term
investments increased during  the nine months  and quarter ended September  30,
2000 as compared to the same periods in 1999.

As described above,  during the  quarter ended June  30, 1999, the  Partnership
received a partial refund  of a prior year's  real estate taxes on the  DeFoors
Creek Apartments. This amount has been recognized as other income for financial
statement purposes.

Primarily due to lower accrued legal  fees in 1999 and an increase in  printing
costs in 2000,  administrative expenses  increased during the  nine months  and
quarter ended September 30, 2000 as compared to the same periods in  1999. This
increase was partially offset by a decrease in accounting fees.

Liquidity and Capital Resources
-------------------------------

The cash position of the  Partnership decreased by approximately $53,000 as  of
September 30, 2000 as compared to December 31, 1999 primarily due to  cash used
in operating activities for  the payment of administrative expenses, which  was
partially offset by interest income earned on short-term investments.

As previously reported, class  action litigation involving the Partnership  was
originally filed in  February 1996.  This litigation continues  to exist  after
four and 1/2 years. Since inception of this litigation, the general partner has
stated that the Partnership would not be dissolved until the conclusion of this
litigation and that the general partner has a contingent right to seek recovery
from the Partnership  of the legal  fees it expends  in defending against  this
litigation. The general partner  believed that this litigation would have  been
completed and resolved before now. Given the actions of plaintiffs' counsel  to
date, at  this point  in time  the general partner  does not  believe that  the
litigation will  be concluded  in the  near future.  As a  result, the  general
partner has decided that it will dissolve the Partnership in December 2000  and
distribute all remaining cash reserves to the limited partners.

The Partnership has accrued on its financial statements the legal fees expended
to date  by  the general  partner  in defending  against this  litigation.  The
general partner would be entitled to  place such amounts, along with an  amount
representing anticipated future legal fees, in a trust account to be held until
the conclusion of this litigation. Because the general partner believes such an
action would  not be  in the  best interests of  the limited  partners, it  has
decided not  to do  so and  will distribute  to limited  partners such  amounts
accrued for legal fees. The general partner does not in any way waive its claim
for indemnification  under  the  partnership agreement;  however,  the  general
partner will  not  seek  to  recover  from the  limited  partners  any  amounts
distributed  to   them  in  attempting   to  satisfy   the  general   partner's
indemnification rights.

Limited Partners have received  cumulative distributions of $636.63 per  $1,000
Interest, as well as certain tax benefits. Of this amount, $70.00 has been from
Net Cash Receipts and  $566.63 has been from  Net Cash Proceeds. No  additional
distributions are  anticipated  to be  made  prior to  the termination  of  the
Partnership. However, after  paying final  partnership expenses, any  remaining
cash reserves will  be distributed.  Limited Partners will  not recover all  of
their original investment.

                         BALCOR EQUITY PROPERTIES-XII
                       (An Illinois Limited Partnership)

                          PART II - OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K
-----------------------------------------

(a)  Exhibits:

(4)   Certificate  of Limited  Partnership  set forth  as  Exhibit 4.1  to  the
Registrant's  Registration   Statement  on   Form  S-11   dated  July 2,   1982
(Registration No. 2-76947) and Form of Confirmation regarding Interests in  the
Registrant set forth as Exhibit 4.2 to the Registrant's Report on Form 10-Q for
the quarter  ended  June 30,  1992  (Commission File  No. 0-11126)  are  hereby
incorporated herein by reference.

(27) Financial Data Schedule of the Registrant for the nine months ending
September 30, 2000 is attached hereto.

(b) Reports on Form 8-K: No  Reports on Form 8-K were filed during the  quarter
endedSeptember30,2000.

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.

                              BALCOR EQUITY PROPERTIES-XII

                              By: /s/Thomas E. Meador
                                  -----------------------------
                                  Thomas E. Meador
                                  President   and   Chief   Executive   Officer
                                  (Principal  Executive   Officer)  of   Balcor
                                  Partners - XII, the General Partner

                              By: /s/Jayne A. Kosik
                                  ------------------------------
                                  Jayne A. Kosik
                                  Senior Managing Director and Chief  Financial
                                  Officer (Principal  Accounting and  Financial
                                  Officer)  of  Balcor  Partners  -  XII,   the
                                  General Partner


Date:  November 13, 2000
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