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         March 31, 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>
                                                                           March 31,         December 31,
                                                                             1997                1996
                                                                       ---------------     ---------------
ASSETS 
------

Real estate investments:
<S>                                                                    <C>                 <C>            
   Land.....................................................           $     4,663,828     $     4,663,828
   Buildings and improvements...............................                36,030,636          35,944,879
                                                                        --------------      --------------
                                                                            40,694,464          40,608,707
   Less:  Accumulated depreciation..........................               (19,420,398)        (18,951,741)
                                                                        --------------      --------------
                                                                            21,274,066          21,656,966

Assets held for sale, net                                                    7,953,683           7,942,855

Cash and cash equivalents...................................                 1,287,894           1,903,902
Cash segregated for security deposits.......................                   428,053             399,366
Accounts receivable.........................................                   461,750             385,721
Prepaid expenses and other assets...........................                   160,655             173,908
Escrow deposits.............................................                   727,960             681,430
Deferred borrowing costs, net of accumulated
   amortization of $370,169 and $346,255 at
   March 31, 1997, and December 31, 1996,
   respectively.............................................                 1,020,823           1,044,737
                                                                        --------------      --------------

                                                                       $    33,314,884     $    34,188,885
                                                                        ==============      ==============

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

Mortgage notes payable, net.................................           $    27,303,653     $    27,423,689
Accounts payable............................................                    70,218             103,747
Accrued interest............................................                   196,014             197,124
Accrued property taxes......................................                   191,244             100,981
Other accrued expenses......................................                    59,531              82,329
Payable to affiliates - General Partner.....................                   605,346           1,388,371
Security deposits and deferred rental revenue...............                   420,944             411,318
                                                                        --------------      --------------
                                                                            28,846,950          29,707,559
                                                                        --------------      --------------

Partners' equity (deficit):
   Limited partners - 100,000 limited partnership
     units authorized; 86,534 limited partnership
     units outstanding......................................                 7,648,141           7,648,141
   General Partner..........................................                (3,180,207)         (3,166,815)
                                                                        --------------      --------------
                                                                             4,467,934           4,481,326
                                                                        --------------      --------------

                                                                       $    33,314,884     $    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
                                                                                    March 31,
                                                                       -----------------------------------
                                                                             1997               1996
                                                                       ---------------     ---------------
Revenue:
<S>                                                                    <C>                 <C>            
   Rental revenue...........................................           $     2,426,731     $     2,302,657
   Interest.................................................                    38,154              29,984
                                                                        --------------      --------------
     Total revenue..........................................                 2,464,885           2,332,641
                                                                        --------------      --------------

Expenses:
   Interest.................................................                   662,123             675,387
   Depreciation and amortization............................                   468,657             572,099
   Property taxes...........................................                   193,176             200,950
   Personnel expenses.......................................                   276,946             254,906
   Utilities................................................                   126,096             120,046
   Repair and maintenance...................................                   246,970             284,734
   Property management fees - affiliates....................                   117,357             112,192
   Other property operating expenses........................                   136,727             131,331
   General and administrative...............................                    31,051              23,820
   General and administrative - affiliates..................                    61,151              80,942
                                                                        --------------      --------------
     Total expenses.........................................                 2,320,254           2,456,407
                                                                        --------------      --------------

Net income (loss)...........................................           $       144,631     $      (123,766)
                                                                        ==============      ==============

Net income (loss) allocated to limited partners.............           $             -     $      (122,528)
Net income (loss) allocated to General Partner..............                   144,631              (1,238)
                                                                        --------------      --------------

Net income (loss)...........................................           $       144,631     $      (123,766)
                                                                        ==============      ==============

Net loss per limited partnership unit.......................           $             -     $         (1.42)
                                                                        ==============      ==============
</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 Three Months Ended March 31, 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..................................               (1,238)               (122,528)             (123,766)

Management Incentive Distribution.........             (145,007)                      -              (145,007)
                                                  -------------           -------------         -------------

Balance at March 31, 1996.................       $   (2,693,081)         $    7,643,722        $    4,950,641
                                                  =============           =============         =============


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

Net income................................              144,631                       -               144,631

Management Incentive Distribution.........             (158,023)                      -              (158,023)
                                                  -------------           -------------         -------------

Balance at March 31, 1997.................       $   (3,180,207)         $    7,648,141        $    4,467,934
                                                  =============           =============         =============

</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>
                                                                                Three Months Ended
                                                                                     March 31,
                                                                       -----------------------------------
                                                                             1997                1996
                                                                       ----------------    ---------------
Cash flows from operating activities:
<S>                                                                    <C>                 <C>            
   Cash received from tenants...............................           $     2,325,641     $     2,241,353
   Cash paid to suppliers...................................                  (863,006)           (817,612)
   Cash paid to affiliates..................................                  (163,100)           (200,123)
   Interest received........................................                    38,154              29,984
   Interest paid............................................                  (604,127)           (617,360)
   Property taxes paid and escrowed.........................                  (141,301)           (140,550)
                                                                        --------------      --------------
Net cash provided by operating activities...................                   592,261             495,692
                                                                        --------------      --------------

Cash flows from investing activities:
   Additions to real estate investments.....................                   (96,585)            (68,302)
                                                                        --------------      --------------

Cash flows from financing activities:
   Principal payments on mortgage notes
     payable................................................                  (155,228)           (142,520)
   Management incentive distribution paid...................                  (956,456)                  -
                                                                        ---------------     --------------
Net cash used in financing activities.......................                (1,111,684)           (142,520)
                                                                        --------------      --------------

Net increase (decrease) in cash and cash equivalents........                  (616,008)            284,870

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

Cash and cash equivalents at end of period..................           $     1,287,894     $     1,702,818
                                                                        ==============      ==============
</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>
                                                                               Three Months Ended
                                                                                    March 31,
                                                                       ------------------------------------
                                                                             1997                1996
                                                                       ---------------     ----------------
<S>                                                                    <C>                 <C>             
Net income (loss)...........................................           $       144,631     $      (123,766)
                                                                        --------------      --------------

Adjustments to reconcile net income (loss) to net cash
   provided by operating activities:
   Depreciation and amortization............................                   468,657             572,099
   Amortization of deferred borrowing costs.................                    23,914              23,914
   Amortization of discounts on mortgage
     notes payable..........................................                    35,192              35,130
   Changes in assets and liabilities:
     Cash segregated for security deposits..................                   (28,687)            (23,860)
     Accounts receivable....................................                   (76,029)            (49,627)
     Prepaid expenses and other assets......................                    13,253              10,489
     Escrow deposits........................................                   (46,530)             29,313
     Accounts payable.......................................                   (33,529)            (61,112)
     Accrued interest.......................................                    (1,110)             (1,017)
     Accrued property taxes.................................                    90,263             102,697
     Other accrued expenses.................................                   (22,798)            (23,901)
     Payable to affiliates - General Partner................                    15,408              (6,989)
     Security deposits and deferred rental
       revenue..............................................                     9,626              12,322
                                                                        --------------      --------------
       Total adjustments....................................                   447,630             619,458
                                                                        --------------      --------------

Net cash provided by operating activities...................           $       592,261     $       495,692
                                                                        ==============      ==============
</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)

                                 March 31, 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 three months ended March 31, 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:

                                                           Three Months Ended
                                                                 March 31,
                                                         -----------------------
                                                             1997        1996
                                                         ----------   ----------

Property management fees - affiliates.................   $  117,357   $  112,192
Charged to general and administrative - affiliates:
   Partnership administration.........................       61,151       80,942
                                                          ---------    ---------

                                                         $  178,508   $  193,134
                                                          =========    =========

Charged to General Partner's deficit:
   Management Incentive Distribution..................   $  158,023   $  145,007
                                                          =========    =========

NOTE 4.
-------

On October 1, 1996, the  Partnership  placed Country Hills Plaza,  Midvale Plaza
and Redwood Plaza on the market for sale.  Consequently,  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.
<PAGE>

NOTE 5.
-------

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

                                                    Gain on Sale Cash Proceeds
                                                    ------------ -------------

    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................................     $ 2,208,359
                                                      ==========

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

   Net cash proceeds...........................                   $ 4,193,256
                                                                   ==========

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  March  31,  1997,  the
Partnership owned four apartment  properties and three shopping centers.  All of
the Partnership's properties are subject to mortgage notes.

On April 8, 1997,  subsequent to the end of the quarter,  the  Partnership  sold
Country  Hills Plaza to an  unaffiliated  purchaser.  See  short-term  liquidity
below.

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. Proceeds from the
sale of the three  properties  will be used to first,  repay the  mortgage  note
encumbering  the property  sold;  second,  pay any deferred  payments due to the
General Partner or its affiliates;  third, ensure that the Partnership maintains
an adequate level of cash reserves;  and fourth,  pay  distributions to the Unit
holders.








<PAGE>

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

For the quarter  ended March 31, 1997,  the  Partnership  reported net income of
$144,631,  an increase of $268,397  from the loss of $123,766  reported  for the
quarter ended March 31, 1996.

Revenues:

Rental revenue for the quarter ended March 31, 1997  increased  $124,074 or 5.4%
over rental  revenue  earned  during the first quarter of 1996.  Rental  revenue
increased at all four of the Partnership's residential properties.  Increases in
base  rental  rates  accounted  for  increases  of  between  3.6%  and  5.2%  at
Embarcadero Club Apartments,  Thunder Hollow  Apartments and Tanglewood  Village
Apartments.  Although base rental rates did not increase at Windrock Apartments,
rental  revenue  improved  by 22%,  the  result  of a  significant  increase  in
occupancy at the El Paso  property.  The occupancy  rate at Windrock  Apartments
improved to 91% at March 31, 1997, up from 75% a year earlier.

Two of the Partnership's  three commercial  properties,  Country Hills Plaza and
Midvale  Plaza,  reported no change in rental  revenues for the first quarter of
1997  compared to the year earlier  period.  Rental  revenue  increased  6.3% at
Redwood Plaza for the quarter,  the result of increased rental rates.  Occupancy
rates for all three commercial properties remained at 100%.

Expenses:

Partnership  expenses  decreased  $136,153 or 5.5% for the first quarter of 1997
compared to the first quarter of 1996.  Decreased  expenses were concentrated in
depreciation,  repair and maintenance,  and general and administrative  expenses
paid to affiliates.  These  decreases  were  partially  offset by an increase in
personnel expense.

Depreciation  expense  decreased 18.1% for the first quarter of 1997 as compared
to the year earlier quarter.  The Partnership ceased depreciating its investment
in its three  commercial  properties  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.

Repair and maintenance expenses decreased 13.3% for the first quarter of 1997 as
compared to the year earlier quarter. The entire decrease can be attributed to a
decrease  in snow  removal  expenses  at  Thunder  Hollow  Apartments.  Expenses
totaling  $41,000  were  incurred  as a result of severe  winter  weather at the
Pennsylvania  property  during the first quarter of 1996. The comparable  amount
for 1997 was only  $4,000.  All  other  repair  and  maintenance  expenses  were
comparable to the year earlier quarter.

General and  administrative  expenses paid to  affiliates  decreased 25% for the
first quarter of 1997 as compared to the year earlier  quarter.  The decrease is
due, in part, to decreased charges for investor  services,  which,  beginning in
1997,  are  provided by a third party  vendor  instead of by  affiliates  of the
General Partner.

Costs  allocated  to  the  Partnership  by  affiliates  of the  General  Partner
decreased compared to the year earlier quarter.

<PAGE>
Personnel  expenses  increased  $22,040 or 8.6% for the first quarter of 1997 as
compared  to the  same  quarter  of  1996.  Although  all  of the  Partnership's
properties recorded increased  personnel expense,  one property sustained almost
half of the total increase.  Personnel expenses at Windrock Apartments increased
$10,926 or 42% due to an  adjustment  to the  property's  workers'  compensation
insurance premiums. The Partnership's other properties recorded normal increases
in personnel expenses, generally in line with cost of living increases.

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

Cash flow from  operations  increased  $96,569 or 19.5% for the first quarter of
1997  compared to the year earlier  quarter.  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 quarter 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 improving cash position of the  Partnership  allowed the General  Partner to
continue  payment  of  the  Management  Incentive   Distribution   ("MID").  The
Partnership  paid  $956,456 of MID during the first quarter 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. An additional $505,000 of MID is still owed to the General Partner.

Short-term liquidity:

At March 31, 1997, the Partnership held $1,287,894 of cash and cash equivalents,
down $616,008 from the balance at the end of 1996. The General Partner considers
this level of cash reserves to be adequate to meet the  Partnership's  operating
needs  for the  balance  of 1997.  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.

On April 8, 1997,  the  Partnership  sold its investment in Country Hills Plaza.
The sale provided  approximately $4.19 million of additional working capital for
the  Partnership.  The General  Partner intends to use the sales proceeds to pay
the remaining balance of MID owed to the General Partner,  and to distribute the
balance of the sales proceeds to the limited partners.

In addition  to the sale of Country  Hills  Plaza,  the  Partnership  has placed
Midvale Plaza and Redwood  Plaza on the market for sale.  Proceeds from the sale
of these  properties will be used to retire the related  mortgage notes payable,
provide for adequate level of cash reserves for the Partnership,  and distribute
any remaining  proceeds to the limited  partners.  Although the General  Partner
anticipates  being able to  successfully  sell Midvale Plaza and Redwood  Plaza,
there can be no assurance that any sale of Partnership  properties  will provide
sufficient cash for additional distributions to the limited partners.







<PAGE>
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 has placed two of its six  properties  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
partners.  Therefore, for the three month periods ended March 31, 1997 and 1996,
$144,631 and ($1,238),  respectively,  were allocated to the General Partner. No
income or loss was allocated to the limited partners for the quarter ended March
31, 1997. An  allocation of net loss of ($122,528)  was allocated to the limited
partners for the quarter ended March 31, 1996.

With the exception of the MID,  distributions  to Partners  have been  suspended
since 1986 as a part of the General  Partner's  policy of  maintaining  adequate
cash reserves.  However, the General Partner intends to distribute proceeds from
the sale of the Partnership's  commercial properties to the Unit holders,  after
repaying the related  mortgage  indebtedness.  The  Partnership  recorded MID of
$158,023  for the  first  three  months of 1997.  The  Partnership  resumed  MID
payments during the third quarter of 1996. MID payments had been suspended since
the  beginning of 1994.  The General  Partner will  continue to monitor the cash
reserves and working capital requirements of the Partnership to ensure that cash
flows and balances will support  continued MID payments and distributions of net
sales proceeds to Unit holders.






<PAGE>


                           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
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.
Plaintiffs  have until May 27, 1997 to file a second amended  complaint,  unless
otherwise agreed to by the parties.

<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
                                 March 31, 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. The Partnership  filed a report on Form 8-K on April
       26, 1997,  reporting the sale of Country  Hills 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





May 15, 1997                       By: /s/  Ron K. Taylor
------------                           -----------------------------------------
Date                                   Ron K. Taylor
                                       President and Director of McNeil 
                                        Investors, Inc.
                                       (Principal Financial Officer)




May 15, 1997                       By: /s/  Brandon K. Flaming
------------                           -----------------------------------------
Date                                   Brandon K. Flaming
                                       Vice President of McNeil Investors, Inc.
                                       (Principal Accounting Officer)