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, 1995
                           ----------------------------------------------------


                                       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      (214) 448-5800
                                                   ----------------------------




Indicate  by check  mark  whether  the  registrant,  (1) has filed  all  reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during the  preceding  12 months and (2) has been  subject to such  filing
requirements for the past 90 days. Yes X No___



<PAGE>


                       MCNEIL REAL ESTATE FUND XIV, LTD.

                         PART I. FINANCIAL INFORMATION

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

                                 BALANCE SHEETS
                                  (Unaudited)
<TABLE>
<CAPTION>

                                                                          September 30,       December 31,
                                                                               1995               1994
                                                                          -------------       ------------
ASSETS
------

Real estate investments:
<S>                                                                       <C>                 <C>         
   Land.....................................................              $  6,833,471        $  6,833,471
   Buildings and improvements...............................                45,252,651          44,237,251
                                                                           -----------         -----------
                                                                            52,086,122          51,070,722
   Less:  Accumulated depreciation..........................               (21,258,248)        (19,674,640)
                                                                           -----------         ----------- 
                                                                            30,827,874          31,396,082

Cash and cash equivalents...................................                 1,931,346           1,045,158
Cash segregated for security deposits.......................                   394,166             372,157
Accounts receivable.........................................                   384,095             394,285
Prepaid expenses and other assets...........................                   214,369             230,521
Escrow deposits.............................................                   813,534             655,767
Deferred borrowing costs, net of accumulated amorti-
   zation of $225,947 and $170,822 at September 30,
   1995 and December 31, 1994, respectively.................                 1,168,296           1,120,896
                                                                           -----------         -----------

                                                                          $ 35,733,680        $ 35,214,866
                                                                           ===========         ===========


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

Mortgage notes payable, net.................................              $ 27,978,584        $ 27,161,556
Accounts payable............................................                   173,199              79,005
Accrued interest............................................                   202,263             203,282
Accrued property taxes......................................                   276,085              84,880
Other accrued expenses......................................                   148,519             157,671
Payable to affiliates - General Partner.....................                 1,101,790             991,530
Security deposits and deferred rental revenue...............                   385,540             384,769
                                                                           -----------         -----------
                                                                            30,265,980          29,062,693
                                                                           -----------         -----------

Partners' equity (deficit):
   Limited partners - 100,000 limited partnership
     units authorized; 86,534 limited partnership
     units outstanding......................................                 7,866,091           8,094,114
   General Partner..........................................                (2,398,391)         (1,941,941)
                                                                           -----------         ----------- 
                                                                             5,467,700           6,152,173
                                                                           -----------         -----------

                                                                          $ 35,733,680        $ 35,214,866
                                                                           ===========         ===========

</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,
                                          -----------------------------        -----------------------------
                                             1995               1994              1995              1994
                                          ----------         ----------        ----------         ----------

Revenue:
<S>                                       <C>                <C>               <C>                <C>       
   Rental revenue................         $2,305,697         $2,256,271        $6,886,211         $6,607,223
   Interest......................             25,850              9,202            80,005             21,414
   Gain on legal settlement......                  -                  -            39,841                  -
                                           ---------          ---------         ---------          ---------
     Total revenue...............          2,331,547          2,265,473         7,006,057          6,628,637
                                           ---------          ---------         ---------          ---------

Expenses:
   Interest......................            680,161            680,013         2,019,180          2,048,520
   Depreciation and
     amortization................            521,427            478,377         1,583,608          1,435,131
   Property taxes................            193,390            179,517           559,998            542,635
   Personnel expenses............            251,719            253,827           765,204            729,446
   Utilities.....................            124,667            113,111           350,929            351,206
   Repair and maintenance........            257,856            238,115           733,479            748,589
   Property management
     fees - affiliates...........            115,579            115,506           343,552            332,609
   Other property operating
     expenses....................            142,144            138,062           428,287            410,582
   General and administrative....            139,667             11,127           173,418             46,572
   General and administrative -
     affiliates..................             90,517            107,514           278,728            278,344
                                           ---------          ---------         ---------          ---------
     Total expenses..............          2,517,127          2,315,169         7,236,383          6,923,634
                                           ---------          ---------         ---------          ---------

Net loss.........................         $ (185,580)        $  (49,696)       $ (230,326)        $ (294,997)
                                           =========          =========         =========          =========

Net loss allocated to
   limited partners..............         $ (183,724)        $  (49,199)       $ (228,023)        $ (292,047)
Net loss allocated to
   General Partner...............             (1,856)              (497)           (2,303)            (2,950)
                                           ---------          ---------         ---------          ---------

Net loss.........................         $ (185,580)        $  (49,696)       $ (230,326)        $ (294,997)
                                           =========          =========         =========          =========

Net loss per limited
   partnership unit..............         $    (2.12)        $    (0.57)       $    (2.64)        $    (3.37)
                                           =========          =========         =========          ========= 


</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, 1995 and 1994


<TABLE>
<CAPTION>
                                                                                                    Total
                                                                                                    Partners'
                                                      General                 Limited               Equity
                                                      Partner                 Partners              (Deficit)
                                                    ------------             ----------            ----------
<S>                                                 <C>                      <C>                   <C>       
Balance at December 31, 1993..............          $(1,365,025)             $8,391,866            $7,026,841

Net loss..................................               (2,950)               (292,047)             (294,997)

Contingent Management Incentive
   Distribution...........................             (408,381)                      -              (408,381)
                                                      ---------               ---------             --------- 

Balance at September 30, 1994.............          $(1,776,356)             $8,099,819            $6,323,463
                                                     ==========               =========             =========


Balance at December 31, 1994..............          $(1,941,941)             $8,094,114            $6,152,173

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

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

Balance at September 30, 1995.............          $(2,398,391)             $7,866,091            $5,467,700
                                                     ==========               =========             =========
</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,
                                                                        ---------------------------------- 
                                                                            1995                    1994
                                                                        ----------             -----------
Cash flows from operating activities:
<S>                                                                     <C>                    <C>        
   Cash received from tenants........................                   $6,863,411             $ 6,640,226
   Cash received from legal settlement...............                       39,841                       -
   Cash paid to suppliers............................                   (2,508,996)             (2,175,673)
   Cash paid to affiliates...........................                     (966,167)               (358,238)
   Interest received.................................                       80,005                  21,414
   Interest paid.....................................                   (1,861,383)             (1,891,068)
   Deferred borrowing costs paid.....................                     (107,525)                  5,435
   Property taxes paid and escrowed..................                     (355,935)               (450,418)
                                                                        ----------              ---------- 
Net cash provided by operating activities............                    1,183,251               1,791,678
                                                                        ----------              ----------

Cash flows from investing activities:
   Additions to real estate investments..............                   (1,015,400)               (738,600)
                                                                        ----------              ---------- 

Cash flows from financing activities:
   Principal payments on mortgage notes
     payable.........................................                     (397,430)               (366,839)
   Proceeds from refinancing of mortgage
     note payable....................................                    1,115,767                       -
                                                                        ----------              ----------
Net cash provided by (used in) financing
   activities........................................                      718,337                (366,839)
                                                                        ----------              ---------- 

Net increase in cash and cash equivalents............                      886,188                 686,239

Cash and cash equivalents at beginning of
   period............................................                    1,045,158                 331,350
                                                                        ----------              ----------

Cash and cash equivalents at end of period...........                  $ 1,931,346             $ 1,017,589
                                                                        ==========              ==========
</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,
                                                                        ----------------------------------
                                                                            1995                    1994
                                                                        -----------             ----------
<S>                                                                     <C>                     <C>       
Net loss.............................................                   $ (230,326)             $(294,997)
                                                                         ---------               -------- 

Adjustments to reconcile net loss to net cash
   provided by operating activities:
   Depreciation and amortization.....................                    1,583,608               1,435,131
   Amortization of deferred borrowing costs..........                       60,125                  52,440
   Amortization of discounts on mortgage
     notes payable...................................                       98,691                 102,404
   Changes in assets and liabilities:
     Cash segregated for security deposits...........                      (22,009)                (50,446)
     Accounts receivable.............................                       10,190                  55,488
     Prepaid expenses and other assets...............                       16,152                  18,382
     Escrow deposits.................................                     (157,767)                 11,750
     Deferred borrowing costs........................                     (107,525)                  5,435
     Accounts payable................................                       94,194                 (36,301)
     Accrued interest................................                       (1,019)                  2,608
     Accrued property taxes..........................                      191,205                 151,790
     Other accrued expenses..........................                       (9,152)                 54,394
     Payable to affiliates - General Partner.........                     (343,887)                252,714
     Security deposits and deferred rental
       revenue.......................................                          771                  30,886
                                                                         ---------               ---------
       Total adjustments.............................                    1,413,577               2,086,675
                                                                         ---------               ---------

Net cash provided by operating activities............                   $1,183,251              $1,791,678
                                                                         =========               =========
</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, 1995

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, 1995
are not necessarily indicative of the results to be expected for the year ending
December 31, 1995.

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,  1994,  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.

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

Under the 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. 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 assets. Prior to July
1, 1993,  the MID consisted of two  components:  (i) the fixed portion which was
payable  without  respect to the net income of the  Partnership and was equal to
25% of the maximum MID (the "Fixed MID") and (ii) a contingent  portion which is
payable only to the extent of the lesser of the Partnership's  excess cash flow,
as defined, or net operating income (the "Entitlement  Amount") and was equal to
up to 75% of the maximum MID (the "Contingent  MID"). The maximum MID percentage
decreases subsequent to 1999.

The General Partner amended the Amended Partnership Agreement as a settlement to
a class action complaint.  This amendment eliminated the Fixed MID and makes the
entire  MID  payable  to the  extent  of the  Entitlement  Amount.  In all other
respects,  the  calculation  and payment of the MID will  remain the same.  This
modified MID became effective July 1, 1993.

Fixed  MID was  payable  in  limited  partnership  units  ("Units")  unless  the
Entitlement  Amount exceeded the amount  necessary to pay the Contingent MID, in
which case, at the General Partner's option,  the Fixed MID could have been paid
in cash to the extent of such excess.

Contingent MID will be paid to the extent of 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 was  distributed  to the General  Partner.  The Fixed MID was
treated as a fee payable to the General  Partner by the Partnership for services
rendered.  The  Contingent  MID  represents  a return of  equity to the  General
Partner for increasing cash flow, as defined,  and accordingly,  is treated as a
distribution to the General  Partner in compliance with the Amended  Partnership
Agreement.

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

<TABLE>
<CAPTION>
                                                                          Nine Months Ended
                                                                             September 30,
                                                                  --------------------------------
                                                                     1995                   1994
                                                                  --------                --------

<S>                                                               <C>                     <C>     
Property management fees - affiliates................             $343,552                $332,609
Charged to general and administrative -
   affiliates:
   Partnership administration........................              278,728                 278,344
                                                                   -------                 -------

                                                                  $622,280                $610,953
                                                                   =======                 =======

Charged to General Partner's deficit:
   Contingent Management Incentive
     Distribution....................................             $454,147                $408,381
                                                                   =======                 =======
</TABLE>

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:

<TABLE>
<CAPTION>

                  <S>                                             <C>       
                  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
                                                                   ==========
</TABLE>

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.


<PAGE>



NOTE 6.
-------

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

An Order Granting  Motion to Distribute  Funds to Class 8 Claimants  dated April
14, 1995 was issued by the Bankruptcy  Court.  In accordance  with the Order, in
May 1995, the Partnership  received in full satisfaction of its claims,  $30,118
in cash, and common and preferred stock in the reorganized  Southmark.  The cash
and  stock  represent  the  Partnership's  pro-rata  share of  Southmark  assets
available for Class 8 Claimants.  The Partnership  sold the Southmark common and
preferred  stock in May,  1995,  for $9,723  which,  when combined with the cash
proceeds  from  Southmark,  resulted in a gain on  settlement  of  litigation of
$39,841.


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, 1995,  the
Partnership owned four apartment properties and three shopping centers.  All  of
the Partnership's properties are subject to mortgage notes.

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 first nine months of 1995, the Partnership  incurred a loss of $230,326,
an improvement over the $294,997 loss for the first nine months of 1994. For the
third  quarter  of 1995,  the  Partnership  recorded a net loss of  $185,580  as
opposed to a loss of $49,696 in the year earlier  quarter.  As discussed  below,
the net loss for the third quarter of 1995 was impacted be increased general and
administrative expenses. For year-to-date results, improving property operations
achieved  higher  rental  revenues  while  limiting  the  increase in  operating
expenses.

Revenues:

Rental revenue for the first nine months of 1995 increased $278,988 or 4.2% over
rental  revenue  earned  during the first nine  months of 1994.  Rental  revenue
increased at five of the Partnership's seven properties.  Increased rental rates
and improving occupancy rates led to increases ranging from 20% at Redwood Plaza
to 2.8% at Country  Hills Plaza.  Redwood  Plaza became fully leased  during the
second  quarter of 1995.  New tenants in 1994 and 1995 have  boosted base rental
rates,  the  occupancy  rate,  and  expense  recoveries  at the Salt  Lake  City
property.  Particularly  noteworthy  was the $126,000 or 7.6% increase in rental
revenue at Embarcadero Club Apartments. The Partnership has invested substantial
resources  in capital  improvements  at  Embarcadero  Club  Apartments  that are
increasing  rental revenue at the property.  Rental revenue  realized at Midvale
Plaza decreased 2.8%. Although occupancy remains high at the Utah property, 1995
rental rates decreased  compared to 1994 rates. A decrease in average  occupancy
was  responsible  for a 4.3%  decrease  in rental  revenue  achieved at Windrock
Apartments.  Several  new  apartment  communities  have  been  completed  in the
sub-market in which Windrock Apartments is located.  The General Partner intends
to use some of the proceeds from the  refinancing of the Windrock  mortgage note
to make capital improvements at Windrock Apartments that will, hopefully,  allow
the El  Paso  property  to  compete  effectively  against  the  newer  apartment
communities.

Interest revenue increased  four-fold to $80,005 during the first nine months of
1995.  Steps  taken  during the course of 1994 to raise the  Partnership's  cash
reserves have resulted in increased funds invested in interest-bearing accounts.

During  the  second  quarter,  the  Partnership  received  $39,841  in cash  and
securities from Southmark  Corporation in settlement of the Partnership's claims
in the Southmark  bankruptcy case. Proceeds from the settlement were recorded as
a gain in the second quarter of 1995.

Expenses:

Partnership  expenses  increased  $312,749  or 4.5% for the first nine months of
1995  compared  to the same  period  of 1994.  For the third  quarter,  expenses
increased  $201,958  or 8.7%  compared  to the third  quarter of 1994.  Expenses
increased at five of the Partnership's seven properties. Expenses were unchanged
at Midvale Plaza, and decreased 2.7% at Thunder Hollow Apartments. The increased
expenses were  concentrated in depreciation  and  amortization,  and general and
administrative expenses.

Depreciation and amortization  expense increased  $148,477 or 10.3% in the first
nine  months of 1995  compared  to the  first  nine  months  of 1994.  Increased
depreciation  and  amortization  expense is due to the continuing  investment of
Partnership resources into capital improvements. In the year since September 30,
1994, the Partnership has invested $1.4 million in capital  improvements.  These
capital  improvements  are generally being  depreciated  over lives ranging from
five to ten years.

General and administrative  increased $126,846 and $128,540,  respectively,  for
the nine month and three month periods ended  September 30, 1995 compared to the
same periods of 1994. The Partnership incurred  approximately  $122,000 of costs
relating to  evaluation  and  dissemination  of  information  with regards to an
unsolicited tender offer. See Item 5 - Other Information.

All other expense line items, both  individually and as a group,  increased less
than 5% in 1995 compared to 1994.

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

The  Partnership's  net  loss  for  the  first  nine  months  was  $230,326,  an
improvement  from the $294,997  loss reported for the first nine months of 1994.
Cash flow from operating  activities  decreased to $1,183,251 from $1,791,678 in
the first nine months of 1994. The principal  cause of the decrease in cash flow
from operating  activities  was a $607,929  increase in cash paid to affiliates.
During  1994,  the General  Partner  determined  not to collect  the  Management
Incentive  Distribution  or  the  reimbursable  administrative  costs  due to an
affiliate  of the  General  Partner  until such time as the  Partnership's  cash
position improved. Due to these measures,  cash reserves increased to $1,045,158
at the end of 1994 from $331,350 at the beginning of 1994.  With the  additional
cash reserves  provided by the March 1995  refinancing of the Windrock  mortgage
note, the General Partner  determined to resume payments of reimbursable  costs.
As a result,  the Partnership  paid, in addition to reimbursable  costs incurred
during 1995,  $294,446 of reimbursable  costs incurred by the Partnership during
the  course  of  1994.  Payments  of  Management  Incentive  Distribution remain
suspended.

Another  factor in the decrease in cash flow from  operating  activities  in the
first half was the  refinancing of the Windrock  mortgage note. The  Partnership
expended  $107,525  in loan fees and  related  costs to obtain the new  Windrock
mortgage note. Additionally,  $184,172 of the increase in cash paid to suppliers
was the  result of various  escrows  funded  with loan  proceeds  for  recurring
replacements  and other  repairs  to  Windrock  Apartments.  Net of the  retired
mortgages,  loan costs and funded  escrows,  the  Windrock  refinancing  yielded
proceeds of $824,070 for the Partnership.

The balance of changes in cash flow from operating activities is attributable to
the generally improving performance of the Partnership's properties.

The  Partnership   continues  to  invest  significant   resources  into  capital
improvements  at its properties.  During the first nine months of 1995,  capital
improvement  expenditures increased to $1,014,400 from $738,600 during the first
nine months of 1994.  The  Partnership  has budgeted an  additional  $185,000 of
capital improvements for the balance of 1995.



<PAGE>


Short Term Liquidity:

Due to the General Partner's  decision to postpone  collection of the Management
Incentive  Distribution  and  proceeds  received  from  the  refinancing  of the
Windrock mortgage note, the Partnership  currently enjoys a substantially better
cash  position  that it did in 1994.  The  Partnership's  cash  reserves will be
needed in light of the aging  condition  of the  Partnership's  properties.  The
Partnership will continue to invest in capital  improvements for its properties.
The General Partner  believes that capital  improvements  are necessary to allow
the Partnership to increase its rental  revenues in the  competitive  markets in
which the Partnership's  properties  operate.  These expenditures also allow the
Partnership to reduce certain repair and maintenance  expenses from amounts that
would otherwise be incurred.

At  September  30,  1995,  the  Partnership  held  $1,931,346  of cash  and cash
equivalents,  up  $886,188  from the  balance  at the end of 1994.  The  General
Partner  considers  this  level  of cash  reserves  to be  adequate  to meet the
Partnership's  operating  needs for the  balance of 1995.  The  General  Partner
anticipates  that cash generated from  operations for the remainder of 1995 will
be sufficient to fund the Partnership's  budgeted capital  improvements and debt
service requirements. However, 1995 cash flow from operations likely will not be
adequate  to pay  the  Management  Incentive  Distribution  due  to the  General
Partner.  For now, the General  Partner is electing to defer  collection  of the
Management Incentive Distribution.

Long Term Liquidity:

For the long term,  property operations will remain the primary source of funds.
In this regard,  the General Partner expects that the capital  improvements made
by the Partnership  during the past two years will yield improved cash flow from
property  operations for the balance of 1995.  Furthermore,  the General Partner
had budgeted an  additional  $185,000 of capital  improvements  for 1995. If the
Partnership's cash position deteriorates, the General Partner may elect to defer
certain of the capital improvements, except where such improvements are expected
to  increase  the   competitiveness   or  marketability  of  the   Partnership's
properties.

The General Partner has established a revolving credit  facility,  not to exceed
$5,000,000  in  the  aggregate,  which  will  be  available  on  a  "first-come,
first-served"  basis to the  Partnership  and other  affiliated  partnerships if
certain  conditions are met.  Borrowings  under the facility may be used to fund
deferred maintenance,  refinancing  obligations and working capital needs. There
is no assurance  that the  Partnership  will receive  additional  funds from the
facility because no amount will be reserved for any particular  partnership.  As
of September 30, 1995, $2,362,004 remained available from the facility; however,
additional funds could become available as other partnerships repay borrowings.

As an  additional  source of  liquidity,  the General  Partner may, from time to
time, attempt to sell Partnership properties judged to be mature considering the
circumstances of the market in which the properties are located,  as well as the
Partnership's  need for liquidity.  However,  there can be no guarantee that the
Partnership will be able to sell any of its properties for an amount  sufficient
to retire the  related  mortgage  note and still  provide  cash  proceeds to the
Partnership, or that such proceeds could be timed to coincide with the liquidity
needs  of the  Partnership.  Currently,  no  Partnership  properties  are  being
marketed for sale.

Distributions:

With the exception of the Contingent  MID,  distributions  to Partners have been
suspended  since 1986 as a part of the General  Partner's  policy of maintaining
adequate cash reserves.  Distributions to Unit holders will remain suspended for
the foreseeable  future.  Although the Partnership  recorded a Contingent MID of
$454,147 for the first nine months of 1995, payments of Contingent MID have 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
determine when cash flows will support resumption of Contingent MID payments and
distributions to Unit holders.



<PAGE>



                           PART II. OTHER INFORMATION

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

1)   HCW Pension Real Estate Fund, Ltd. et al. v. Ernst & Young,  BDO Seidman et
     al (Case #92-06560-A). This suit was filed on behalf of the Partnership and
     other affiliated  partnerships  (the "Affiliated  Partnerships") on May 26,
     1992, in the 14th Judicial  District Court of Dallas  County.  The petition
     sought recovery against the Partnership's former auditors, BDO Seidman, for
     negligence  and fraud in failing to detect  and/or  report  overcharges  of
     fees/expenses by Southmark, the former general partner. The former auditors
     asserted counterclaims against the Affiliated Partnerships based on alleged
     fraudulent misrepresentations made to the auditors by the former management
     of  the  Affiliated   Partnerships   (Southmark)  in  the  form  of  client
     representation  letters executed and delivered to the auditors by Southmark
     management.  The counterclaims sought recovery of attorneys' fees and costs
     incurred in defending  this  action.  The  original  petition  also alleged
     causes of action  against  certain  former  officers  and  directors of the
     Partnership's  original general partner for breach of fiduciary duty, fraud
     and conspiracy  relating to the improper  assessment and payment of certain
     administrative  fees/expenses.  On January 11, 1994 the allegations against
     the former officers and directors were dismissed.

     The trial court granted summary  judgment in favor of Ernst & Young and BDO
     Seidman  on the  fraud  and  negligence  claims  based  on the  statute  of
     limitations.  The Affiliated  Partnerships appealed the summary judgment to
     the Dallas Court of Appeals.  In August 1995,  the Appeals Court upheld all
     of the summary  judgments  in favor of BDO  Seidman.  In  exchange  for the
     plaintiff's  agreement  not to file any  motions for  rehearing  or further
     appeals,  BDO  Seidman  agreed  that it will not pursue  the  counterclaims
     against the Partnership.

2)   High River Limited Partnership vs. McNeil Partners, L.P., McNeil Investors,
     Inc., McNeil Pacific Investors 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.,  McNeil Real Estate Fund XXV, L.P.,  Robert A. McNeil and
     Carole J.  McNeil  (L95012) - High River  ("HR")  filed this  action in the
     United States District Court for the Southern  District of New York against
     McNeil Partners, McNeil Investors and Mr. and Mrs. McNeil requesting, among
     other things,  names and addresses of the  Partnership's  limited partners.
     The District Court issued a preliminary injunction against the Partnerships
     requiring them to commence mailing materials  relating to High River tender
     offer materials on August 14, 1995.

     On August 18, 1995, McNeil Partners,  McNeil  Investors,  the Partnerships,
     and Mr. and Mrs. McNeil filed an Answer and Counterclaim.  The Counterclaim
     principally  asserts  (1) the HR  tender  offers  have been  undertaken  in
     violation  of the  federal  securities  laws,  on the  basis  of  material,
     non-public,  and  confidential  information,  and  (2)  that  the HR  offer
     documents omit and/or misrepresent  certain material  information about the
     HR tender  offers.  The  counterclaim  seeks a  preliminary  and  permanent
     injunction   against  the   continuation  of  the  HR  tender  offers  and,
     alternatively,  ordering  corrective  disclosure  with respect to allegedly
     false and misleading statements contained in the tender offer documents.

     The High River  tender  offer  expired on October 6, 1995.  The  Defendants
     believe  that the  action is moot and  expect  the  matter to be  dismissed
     shortly.

3)   Robert Lewis vs. McNeil  Partners,  L.P.,  McNeil  Investors,  Inc., Robert
     A.  McNeil  et al - In  the  District Court of Dallas County, Texas, A-14th
     Judicial District, Cause No. 95-08535 (Class Action)

     Plaintiff, Robert Lewis, is a limited partner with McNeil Pacific Investors
     Fund 1972,  McNeil Real Estate Fund X, Ltd. and McNeil Real Estate Fund XV,
     Ltd.  Plaintiff  brings this action on his own behalf and as a class action
     on behalf of the class of all limited partners of McNeil Pacific  Investors
     Fund 1972,  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, Ltd. (the "Partnerships") as of August 4, 1995.

     Plaintiff  alleges that McNeil  Partners,  L.P.,  McNeil  Investors,  Inc.,
     Robert A. McNeil and other senior officers (collectively, the "Defendants")
     breached  their  fiduciary  duties by, among other  things,  (1) failing to
     attempt to sell the properties owned by the Partnerships ("Properties") and
     extending  the  lives of the  Partnerships  indefinitely,  contrary  to the
     Partnerships'  business plans,  (2) paying  distributions to themselves and
     generating  fees for their  affiliates,  (3)  refusing to make  significant
     distributions to the class members,  despite the fact that the Partnerships
     have positive cash flows and substantial cash balances,  and (4) failing to
     take steps to create an auction market for  Partnership  equity  interests,
     despite  the  fact  that a third  party  bidder  filed  tender  offers  for
     approximately  forty-five percent (45%) of the outstanding units of each of
     the  Partnerships.  Plaintiff also claims that Defendants have breached the
     Partnership Agreements by failing to take steps to liquidate the Properties
     and by their alteration of the Partnerships'  primary purposes,  their acts
     in  contravention  of these  agreements,  and their use of the  Partnership
     assets  for  their  own   benefit   instead  of  for  the  benefit  of  the
     Partnerships.

     The Defendants deny that there is any merit to Plaintiff's  allegations and
     intend to vigorously defend this action.

4)   James F. Schofield,  Gerald C. Gillett and  Donna  S.  Gillett  vs.  McNeil
     Partners,  L.P.,  McNeil  Investors, Inc., McNeil Real Estate   Management,
     Inc., Robert A. McNeil,  Carole J. McNeil, 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.,  McNeil Real Estate Fund XXV, 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) and United States District Court,
     Southern District of New York, Case No.  95CIV.6711  (Class and  Derivative
     Action Complaint)

     These are  corporate/securities  class and  derivative  actions  brought in
     state and federal court by limited partners of each of the nine (9) limited
     partnerships  that  are  named  as  Nominal   Defendants  as  listed  above
     ("Partnerships"). Plaintiffs allege that Defendants McNeil Investors, Inc.,
     its  affiliate  McNeil Real Estate  Management,  Inc. and four (4) of their
     senior  officers  and/or  directors have breached their  fiduciary  duties.
     Specifically,   Plaintiffs   allege   that   Defendants   have  caused  the
     Partnerships  to enter  into  several  wasteful  transactions  that have no
     business  purpose or benefit to the  Partnerships  and which have  rendered
     such units highly illiquid and  artificially  depressed the prices that are
     available for units on the limited  resale market.  Plaintiffs  also allege
     that  Defendants  have  engaged  in a course  of  conduct  to  prevent  the
     acquisition of units by Carl Icahn by disseminating  false,  misleading and
     inadequate  information.  Plaintiffs  further allege that  Defendants  have
     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  and,  thereby,  have
     breached the Partnership Agreements.

     The Defendants deny that there is any merit to Plaintiff's  allegations and
     intend to vigorously defend these actions.

5)   Alfred  Napoletano vs.  McNeil  Partners,  L.P., McNeil   Investors,  Inc.,
     Robert A. McNeil,  Carole J. McNeil, 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., McNeil Real
     Estate Fund XXV, L.P. - Superior Court  of the State of California,  County
     of Los Angeles,  Case No.  BC133849 (class action complaint)

     Plaintiff  brings this class action on behalf of a class of all persons and
     entities who are current owners of units and/or are limited partners in one
     or more of the partnerships  referenced above  ("Partnerships").  Plaintiff
     alleges that Defendants  have breached their fiduciary  duties to the class
     members  by,  among  other   things,   (1)  taking  steps  to  prevent  the
     consummation of the High River tender offers,  (2) failing to take steps to
     maximize  unitholders' or limited  partners'  values,  including failure to
     liquidate  the  properties  owned by the  Partnerships,  (3)  managing  the
     Partnerships so as to extend indefinitely the present fee arrangements, and
     (4) paying itself and entities owned and controlled by the general  partner
     excessive fees and reimbursements of general and administrative expenses.

     The Defendants deny that there is any merit to Plaintiff's  allegations and
     intend to vigorously defend this action.

6)   Warren Heller vs. McNeil Partners,  L.P., McNeil Investors, Inc., Robert A.
     McNeil, Carole J. McNeil, 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.,  McNeil Real  Estate Fund
     XXV, L.P. - Superior Court of   the   State   of California,  County of Los
     Angeles,  Case No.  BC133957 (class action complaint)

     Plaintiff  brings this class action on behalf of a class of all persons and
     entities who are current owners of units and/or are limited partners in one
     or more of the partnerships  referenced above  ("Partnerships").  Plaintiff
     alleges that Defendants  have breached their fiduciary  duties to the class
     members  by,  among  other   things,   (1)  taking  steps  to  prevent  the
     consummation of the High River tender offers,  (2) failing to take steps to
     maximize  unitholders' or limited  partners'  values,  including failure to
     liquidate  the  properties  owned by the  Partnerships,  (3)  managing  the
     Partnerships so as to extend indefinitely the present fee arrangements, and
     (4) paying itself and entities owned and controlled by the general  partner
     excessive fees and reimbursements of general and administrative expenses.

     The Defendants deny that there is any merit to Plaintiff's  allegations and
     intend to vigorously defend this action.

7)   High River Limited  Partnership v. McNeil Partners L.P.,  McNeil Investors,
     Inc.,  McNeil Pacific Investors 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., McNeil Real Estate Fund XXV, L.P., Robert A. McNeil
     and Carole J. McNeil  -  United  States   District  Court  for the Southern
     District of New York, (Case No. 95 Civ. 9488) (Second Action).

     On November 7, 1995, High River commenced a second complaint which alleges,
     inter alia, that McNeil's  Schedule 14D-9 filed in connection with the High
     River tender offers was materially  false and  misleading,  in violation of
     Sections 14(d) and 14(e) of the Securities  Exchange Act of 1934, 15 U.S.C.
     Section 78n(d) and (e), and the SEC Regulations promulgated thereunder; and
     that High River further alleges that McNeil has wrongfully refused to admit
     High  River as a limited  partner to the  Funds.  Additionally,  High River
     purports to assert claims  derivatively on behalf of Funds IX, XI, XV, XXIV
     and XXV,  for breach of contract and breach of  fiduciary  duty,  asserting
     that McNeil has charged these  Partnerships  excessive  fees.  High River's
     complaint seeks, inter alia, preliminary injunctive relief requiring McNeil
     to admit  High River as a limited  partner in each of the ten  Partnerships
     and to transfer the tendered units of interest in the  Partnerships to High
     River;  an  unspecified  award of  damages  payable  to High  River  and an
     additional   unspecified  award  of  damages  payable  to  certain  of  the
     Partnerships;  an order that  defendants  must  discharge  their  fiduciary
     duties and must account for all fees they have received from certain of the
     Partnerships; and attorneys' fees.

     The Defendants deny that there is any merit to Plaintiff's  allegations and
     intend to vigorously defend this action.



<PAGE>


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

As previously disclosed, on an unsolicited basis, High River Limited Partnership
("High River"),  a partnership  controlled by Carl Icahn,  announced that it had
commenced an offer to purchase 38,940 units of limited  partnership  interest in
the Partnership  (approximately 45% of the Partnership's units) at $95 per unit.
The tender offer was  originally due to expire on August 31, 1995. In connection
therewith,  the  parties  entered  into  certain  negotiations  and  discussions
regarding,  among other things,  possible  transactions  between the parties and
their affiliates,  McNeil Partners,  McNeil Investors,  and McREMI. On September
19,  1995,  the parties  having not reached any  resolution  on the terms of the
proposed transactions,  McNeil Partners terminated the parties' discussion. High
River had extended its offer  several times until the final  expiration  date of
October  6,  1995.  On  October  11,  1995 High  River  announced  that based on
preliminary  information  furnished  by the  depository  for the  tender  offer,
approximately  9,428 units of the  Partnership  were  tendered and not withdrawn
prior to the  expiration  of the tender  offer.  On  October  12,  1995,  McNeil
Partners  announced  that it would  continue  to  explore  potential  avenues to
enhance  the value of the  Partnership  units,  which may  include,  among other
things,  asset  sales,   refinancings  of  Partnership  properties  followed  by
distributions or tender offers for units of limited partnership. There can be no
assurance that any such plans will develop or that any such transactions will be
consummated.

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

(a)         Exhibits.

<TABLE>
<CAPTION>
            Exhibit
            Number               Description
            -------              -----------

            <S>                  <C>                    
            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 1995 and 1994.

            27.                  Financial   Data Schedule for the quarter ended
                                 September 30, 1995.
</TABLE>

      (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, 1995.




<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:

<TABLE>
<CAPTION>


                                                   McNEIL REAL ESTATE FUND XIV, Ltd.

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

                                                        By: McNeil Investors, Inc., General Partner



<S>                                                <C> 
November 14, 1995                                  By:  /s/  Donald K. Reed
-------------------                                     -------------------------------------------------
Date                                                    Donald K. Reed
                                                        President and Chief Executive Officer



November 14, 1995                                  By:  /s/  Robert C. Irvine
------------------                                      -------------------------------------------------
Date                                                    Robert C. Irvine
                                                        Chief Financial Officer of McNeil Investors, Inc.
                                                        Principal Financial Officer



November 14, 1995                                  By:  /s/  Brandon K. Flaming
------------------                                      -------------------------------------------------
Date                                                    Brandon K. Flaming
                                                        Chief Accounting Officer of McNeil Real Estate
                                                        Management, Inc.

</TABLE>