UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K405

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

     For the fiscal year ended                December 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  0-14007
                           ----------


                        McNEIL REAL ESTATE FUND XX, L.P.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


         California                                   33-0050225
--------------------------------------------------------------------------------
(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
                                                     ---------------------------

Securities registered pursuant to Section 12(b) of the Act: None
----------------------------------------------------------  --------------------

Securities registered pursuant to Section 12(g) of the Act: Limited partnership
                                                            units
----------------------------------------------------------  --------------------

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
                         ---  ---

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]

49,507 of the registrant's 49,512 outstanding limited partnership units are held
by non-affiliates. The aggregate market value of units held by non-affiliates is
not determinable since there is no public trading market for limited partnership
units and transfers of units are subject to certain restrictions.

Documents Incorporated by Reference:        See Item 14, Page 34

                                TOTAL OF 36 PAGES
<PAGE>
                                     PART I
ITEM 1.  BUSINESS
-------  --------

ORGANIZATION
------------

McNeil  Real  Estate  Fund  XX,  L.P.  (the  "Partnership"),  formerly  known as
Southmark  Income  Investors,  Ltd., was organized on July 19, 1984 as a limited
partnership under the provisions of the California  Revised Limited  Partnership
Act to invest in, hold,  manage and dispose of mortgage  loans,  real estate and
real  estate-related  investments.  The general  partner of the  Partnership  is
McNeil Partners,  L.P. (the "General Partner"),  a Delaware limited partnership,
an affiliate of Robert A. McNeil ("McNeil").  The General Partner was elected at
a meeting of limited  partners on March 30,  1992,  at which time an amended and
restated  partnership  agreement  (the  "Amended  Partnership   Agreement")  was
adopted.  Prior to March 30, 1992, the general  partner of the  Partnership  was
Southmark  Investment  Group, Inc. (the "Original  General  Partner"),  a Nevada
corporation   and   a   wholly-owned   subsidiary   of   Southmark   Corporation
("Southmark").  The  principal  place of business  for the  Partnership  and the
General Partner is 13760 Noel Road, Suite 600, LB70, Dallas, Texas, 75240.

On September  28, 1984,  the  Partnership  registered  with the  Securities  and
Exchange  Commission  under the  Securities  Act of 1933 (File No.  2-92376) and
commenced a public  offering for the sale of $30,000,000 of limited  partnership
units  ("Units").  The Units represent  equity  interests in the Partnership and
entitle  the  holders   thereof  to  participate  in  certain   allocations  and
distributions  of the  Partnership.  The sale of Units closed on  September  27,
1985,  with 49,528 Units sold at $500 each, or gross  proceeds (net of discounts
of $57,546) of $24,706,454 to the Partnership.  In 1994 and 1993, 12 and 4 Units
were  relinquished,  respectively,  leaving 49,512 Units outstanding at December
31, 1997.

SOUTHMARK BANKRUPTCY AND CHANGE IN GENERAL PARTNER
--------------------------------------------------

On July 14, 1989,  Southmark filed a voluntary petition for reorganization under
Chapter 11 of the U.S.  Bankruptcy Code.  Neither the  Partnership,  the General
Partner  nor  the  Original   General  Partner  were  included  in  the  filing.
Southmark's  reorganization  plan became  effective  August 10, 1990.  Under the
plan, most of Southmark's assets,  which included  Southmark's  interests in the
Original General Partner, were sold or liquidated for the benefit of creditors.

In  accordance  with  Southmark's  reorganization  plan,  Southmark,  McNeil and
various of their affiliates  entered into an asset purchase agreement on October
12, 1990,  providing for, among other things,  the transfer of control to McNeil
or his affiliates of 34 limited partnerships  (including the Partnership) in the
Southmark portfolio.

On February 14,  1991,  pursuant to the asset  purchase  agreement as amended on
that date,  McNeil Real Estate  Management,  Inc.  ("McREMI"),  an  affiliate of
McNeil,  acquired the assets relating to the property management and partnership
administrative business of Southmark and its affiliates and commenced management
of the  Partnership's  properties  pursuant  to an  assignment  of the  existing
property management agreements from the Southmark affiliates.




<PAGE>
On March 30, 1992, the limited partners  approved a restructuring  proposal that
provided  for (i) the  replacement  of the Original  General  Partner with a new
general  partner,  McNeil  Partners,  L.P.;  (ii) the  adoption  of the  Amended
Partnership  Agreement which substantially alters the provisions of the original
partnership   agreement   relating   to,  among  other   things,   compensation,
reimbursement  of expenses and voting  rights;  (iii) the approval of an amended
property management  agreement with McREMI, the Partnership's  property manager;
and (iv) the  approval  to change the  Partnership's  name to McNeil Real Estate
Fund XX, L.P. Under the Amended  Partnership  Agreement,  the Partnership  began
accruing an asset  management  fee,  retroactive to February 14, 1991,  which is
payable  to  the  General  Partner.  For a  discussion  of the  methodology  for
calculating  the asset  management  fee, see Item 13 Certain  Relationships  and
Related Transactions.  The proposals approved at the March 30, 1992 meeting were
implemented as of that date.

Concurrent with the approval of the restructuring,  the General Partner acquired
from Southmark and its affiliates,  for aggregate  consideration of $5,441,  the
general partner interest of the Original  General  Partner.  The General Partner
and its affiliates own in the aggregate less than 1% of the Units.

CURRENT OPERATIONS
------------------

General:

The Partnership is engaged in the servicing of mortgage loans,  including equity
and revenue participation loans, and the ownership,  operation and management of
revenue-producing  properties  acquired through  foreclosure.  In July 1990, the
Partnership  foreclosed  on Park Spring  Apartments  (renamed  Sterling  Springs
Apartments) in settlement of the related  mortgage loan. In September  1991, the
Partnership  foreclosed on Holiday Inn  -Jacksonville  (renamed Cherokee Inn) in
partial  settlement of the related  mortgage loan and later sold the property in
January  1993.  In May  1993,  the  Partnership  foreclosed  on 1130  Sacramento
Condominiums  in  settlement  of the  related  mortgage  loan and later sold the
property in August  1997.  At December 31, 1997,  the  Partnership  operated one
revenue-producing  property as  described in Item 2 -  Properties,  and serviced
four mortgage loan investments.

The  Partnership  does not directly  employ any personnel.  The General  Partner
conducts the business of the  Partnership  directly and through its  affiliates.
The Partnership  reimburses  affiliates of the General Partner for such services
rendered in accordance with the Amended Partnership Agreement. See Item 8 - Note
2 - "Transactions With Affiliates."

The business of the Partnership to date has involved only one industry  segment.
See Item 8 - Financial Statements and Supplementary Data. The Partnership has no
foreign operations. The business of the Partnership is not seasonal.


<PAGE>
Business Plan:

Pursuant  to the  Partnership's  previously  announced  liquidation  plans,  the
Partnership  has recently  retained  PaineWebber,  Incorporated as its exclusive
financial  advisor  to  explore  alternatives  to  maximize  the  value  of  the
Partnership.  The  alternatives  being  considered by the  Partnership  include,
without limitation,  a transaction in which limited partnership interests in the
Partnership  are converted into cash. The General  Partner of the Partnership or
entities or persons  affiliated with the General Partner will not be involved as
a purchaser in any of the transactions  contemplated above. Any transaction will
be subject to certain conditions  including (i) approval by the limited partners
of the Partnership, and (ii) receipt of an opinion from an independent financial
advisory  firm  as  to  the  fairness  of  the  consideration  received  by  the
Partnership  pursuant to such  transaction.  Finally,  there can be no assurance
that any transaction will be consummated, or as to the terms thereof.

Competitive Conditions:

Since the  principal  business of the  Partnership  is to own and  operate  real
estate acquired  through  foreclosure  and to service  mortgage loans secured by
real  estate  investments,  the  Partnership  is subject to certain of the risks
incidental  to ownership  of real estate and  interests  therein,  many of which
relate  to the  illiquidity  of this type of  investment.  These  risks  include
changes in general or local economic conditions, changes in supply or demand for
competing  properties in an area,  changes in interest rates and availability of
permanent  mortgage funds which may render the sale or refinancing of a property
difficult or unattractive,  changes in real estate and zoning laws, increases in
real  property  tax rates and Federal or local  economic or rent  controls.  The
illiquidity  of real  estate  investments  generally  impairs the ability of the
Partnership and its borrowers to respond promptly to changed circumstances.  The
Partnership  and its  borrowers  compete with  numerous  established  companies,
private investors (including foreign investors),  real estate investment trusts,
limited  partnerships  and other entities (many of which have greater  resources
than the Partnership  and its borrowers) in connection with the sale,  financing
and  leasing  of  properties.  The  impact  of these  risks on the  Partnership,
including  losses  from  operations  and   foreclosures  of  the   Partnership's
properties,  is described in Item 7 -  Management's  Discussion  and Analysis of
Financial  Condition and Results of  Operations.  See Item 2 - Properties  for a
discussion of the competitive conditions at the Partnership's property.

Forward-Looking Information:

Within this document,  certain  statements are made as to the expected occupancy
trends,  financial  condition,  results  of  operations,  and cash  flows of the
Partnership  for periods after  December 31, 1997.  All of these  statements are
forward-looking  statements  made pursuant to the safe harbor  provisions of the
Private  Securities  Litigation  Reform Act of 1995.  These  statements  are not
historical  and  involve  risks  and  uncertainties.  The  Partnership's  actual
occupancy trends, financial condition, results of operations, and cash flows for
future  periods may differ  materially  due to several  factors.  These  factors
include,  but are not limited to, the  Partnership's  ability to control  costs,
make necessary  capital  improvements,  negotiate the sale or refinancing of its
property,  collect payments on mortgage loan investments and respond to changing
economic and competitive factors.





<PAGE>
Environmental Matters:

The environmental  laws of the Federal government and of certain state and local
governments  impose  liability  on current  property  owners for the clean-up of
hazardous and toxic substances discharged on the property. This liability may be
imposed  without  regard  to the  timing,  cause or person  responsible  for the
release of such substances onto the property.  The Partnership  could be subject
to such liability in the event that it owns properties having such environmental
problems.  The Partnership has no knowledge of any pending claims or proceedings
regarding such environmental problems.

Other Information:

In August  1995,  High River  Limited  Partnership  ("High  River"),  a Delaware
limited partnership controlled by Carl C. Icahn, announced that it had commenced
an unsolicited  tender to purchase from holders of Units up to approximately 45%
of the  outstanding  Units of the  Partnership  for a purchase price of $100 per
Unit. In September  1996,  High River made another  unsolicited  tender offer to
purchase any and all of the outstanding  Units of the Partnership for a purchase
price of $170.38  per Unit.  In  addition,  High River made  unsolicited  tender
offers for certain other  partnerships  controlled by the General  Partner.  The
Partnership  recommended that the limited partners reject the tender offers made
with respect to the Partnership and not tender their Units.  The General Partner
believes that as of January 31, 1998, High River has purchased approximately 13%
of the  outstanding  Units  pursuant  to the tender  offers.  In  addition,  all
litigation  filed by High River, Mr. Icahn and his affiliates in connection with
the tender offers has been dismissed without prejudice.

Management  has begun to review its  information  technology  infrastructure  to
identify any systems that could be affected by the year 2000  problem.  The year
2000 problem is the result of computer  programs  being written using two digits
rather  than  four to  define  the  applicable  year.  Any  programs  that  have
time-sensitive  software may recognize a date using "00" as the year 1900 rather
than  the  year  2000.   This  could   result  in  major   systems   failure  or
miscalculations.  The information  systems used by the Partnership for financial
reporting and  significant  accounting  functions  were made year 2000 compliant
during  recent  systems  conversions.  The  Partnership  is in  the  process  of
evaluating the computer systems at the various properties.  The Partnership also
intends to communicate  with  suppliers,  financial  institutions  and others to
coordinate  year 2000 issues.  Management  believes that the  remediation of any
outstanding  year 2000  conversion  issues  will not have a material  or adverse
effect on the Partnership's operations.


<PAGE>
ITEM 2.  PROPERTIES
-------  ----------

The  following  table sets forth the real  estate  investment  portfolio  of the
Partnership  at December 31, 1997.  All of the  buildings  and the land on which
they are located are owned by the  Partnership  in fee,  subject to a first lien
deed of trust  as set  forth  more  fully  in Item 8 - Note 7 -  "Mortgage  Note
Payable." See also Item 8 - Note 4 - "Real Estate  Investments" and Schedule III
- Real  Estate  Investment  and  Accumulated  Depreciation.  In the  opinion  of
management, the property is adequately covered by insurance.

<TABLE>
<CAPTION>
                                            Net Basis                              1997           Date
Property              Description          of Property           Debt        Property Taxes     Acquired
--------              -----------          -----------           ----        --------------     --------
<S>                   <C>                  <C>               <C>              <C>                 <C>
Sterling Springs      Apartments
Austin, TX (1)        172 units            $ 2,983,609       $ 2,666,814      $ 137,356           7/90
                                            ==========        ==========       ========
</TABLE>
------------------------------
Total:  Apartments - 172 units

(1)    Sterling Springs  Apartments is owned by Sterling Springs Fund XX Limited
       Partnership, which is wholly-owned by the Partnership.

The following table sets forth the property's occupancy rate and rent per square
foot for the last five years:

<TABLE>
<CAPTION>
                                        1997           1996            1995           1994          1993
                                    -------------  -------------  --------------  -------------  ----------
<S>                                      <C>              <C>            <C>            <C>             <C>
Sterling Springs
   Occupancy Rate............            97%              91%            99%            95%             98%
   Rent Per Square Foot......          $9.50            $9.28          $9.10          $8.37           $7.62
</TABLE>

Occupancy rate  represents all units leased divided by the total number of units
of the  property  as of  December  31 of the given  year.  Rent per square  foot
represents all revenue, except interest,  derived from the property's operations
divided by the leasable square footage of the property.

Competitive Conditions
----------------------

Sterling Springs
----------------

Sterling Springs is a garden-style  apartment community located in the southwest
area of Austin, Texas. A large number of competing apartment units were built in
the past four years, with additional  construction  projected for 1998. Sterling
Springs'  occupancy  rate  and  rental  rates  are  competitive  with  apartment
communities in the area, however occupancy rates are expected to decline in 1998
as more apartment communities are built. The Partnership anticipates maintaining
occupancy  in the low to mid 90%  range in 1998 by  upgrading  vacant  units and
offering discounts and concessions to attract and maintain tenants.
<PAGE>

ITEM 3. LEGAL PROCEEDINGS
------- -----------------

The Partnership is not party to, nor are any of the Partnership's properties the
subject of, any material pending legal proceedings, other than ordinary, routine
litigation incidental to the Partnership's business, except for the following:

1)   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. On October 31, 1997, the Plaintiffs filed a second  consolidated and
     amended complaint. Defendants must move, answer or otherwise respond to the
     second consolidated and amended complaint by June 30, 1998.




<PAGE>
2)   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  (as  defined  in this  Section  1, 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,  Ernst & Young, for negligence and fraud in
     failing to detect and/or report  overcharges of fees/expenses by Southmark,
     the  former  general  partner.   The  former  auditors  initially  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 counterclaims  were later dismissed
     on appeal, as discussed below.

     The  trial  court  granted   summary   judgment   against  the   Affiliated
     Partnerships based on the statute of limitations;  however,  on appeal, the
     Dallas Court of Appeals reversed the trial court and remanded for trial the
     Affiliated  Partnerships'  fraud claims  against  Ernst & Young.  The Texas
     Supreme  Court  denied  Ernst &  Young's  application  for writ of error on
     January 11, 1996. Shortly before trial, the district court judge once again
     granted summary judgment against the Affiliated Partnerships on December 2,
     1996. The Partnership is continuing to pursue vigorously its claims against
     Ernst & Young;  however,  the final  outcome of this  litigation  cannot be
     determined at this time.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
-------  ---------------------------------------------------

None.

                                     PART II

ITEM 5.  MARKET FOR THE REGISTRANT'S UNITS OF LIMITED PARTNERSHIP AND
-------  ------------------------------------------------------------
         RELATED SECURITY HOLDER MATTERS
         -------------------------------

(A)        There is no established public trading market for limited partnership
           units, nor is one expected to develop.

(B)        Title of Class                     Number of Record Unit Holders

           Limited partnership units          4,837 as of January 31, 1998

(C)        The Partnership  distributed  $3,249,987 to the limited  partners  in
           1997,  of which  $1,750,000  was cash  proceeds from the sale of 1130
           Sacramento  Condominiums  and the remaining  $1,499,987 was cash from
           operations.  The  Partnership  distributed  $1,199,950 to the limited
           partners in 1996 from cash from  operations.  No  distributions  were
           paid to the General Partner in 1997 or 1996.  During the last week of
           March 1998, the Partnership distributed  approximately  $1,500,000 to
           the  limited  partners  of record as of March 1,  1998.  See Item 7 -
           Management's  Discussion  and  Analysis of  Financial  Condition  and
           Results  of  Operations,  and  Item 8 - Note  1 -  "Organization  and
           Summary of Significant Accounting Policies - Distributions."


<PAGE>
ITEM 6.  SELECTED FINANCIAL DATA
-------  -----------------------

The  following  table sets forth a summary  of  certain  financial  data for the
Partnership.  This summary should be read in conjunction with the  Partnership's
financial  statements  and  notes  thereto  appearing  in  Item  8  -  Financial
Statements and Supplementary Data.
<TABLE>
<CAPTION>
Statements of                                             Years Ended December 31,
Operations                              1997           1996            1995           1994           1993
------------------                  -------------  -------------  --------------  -------------  -------------
<S>                                 <C>            <C>            <C>             <C>            <C>
Rental revenue...............       $   1,279,458  $   1,413,050  $    1,405,346  $   1,172,233  $     962,172
Interest income..............             539,573        524,791         568,970        591,791        817,243
Gain on disposition of real
   estate ...................           1,962,280              -               -              -        458,221
Income before extraordinary
   item                                 2,239,792        116,736          64,116         88,909        954,172
Extraordinary item, net......                   -              -               -              -        251,203
Net income...................           2,239,792        116,736          64,116         88,909      1,205,375

Net income per limited
   partnership unit:
   Income before
     extraordinary item             $      44.78   $        2.33  $        1.28   $        1.78  $       19.07
   Extraordinary item, net...                   -              -               -              -           5.02
                                     ------------   ------------   -------------   ------------   ------------
   Net income................       $       44.78  $        2.33  $         1.28  $        1.78  $       24.09
                                     ============   ============   =============   ============   ============

Distributions per limited
   partnership unit..........       $       65.64  $       24.24  $         5.05  $        5.05  $       57.01
                                     ============   ============   =============   ============   ============


                                                              As of December 31,
Balance Sheets                          1997           1996            1995           1994           1993
------------------                  -------------  -------------  --------------  -------------  -------------

Real estate investments, net...     $   2,983,609  $   5,457,587  $    5,726,377  $   5,938,194  $   5,979,165
Mortgage loan investments,
   net.........................         6,868,788      4,138,453       4,271,336      4,418,306      4,371,457
Total assets...................        12,112,244     13,189,106      14,345,949     14,484,111     14,665,413
Mortgage note payable, net.....         2,666,814      2,715,909       2,760,961      2,802,303      2,840,237
Partners' equity...............         8,986,219      9,996,414      11,079,628     11,265,513     11,426,537
</TABLE>

See Item 7 -  Management's  Discussion  and Analysis of Financial  Condition and
Results of Operations.  In September 1991, the Partnership foreclosed on Holiday
Inn - Jacksonville  (renamed  Cherokee Inn) in  Jacksonville,  Texas, in partial
settlement  of the  mortgage  loan  secured by the  property  and later sold the
property  in January  1993.  In May 1993,  the  Partnership  foreclosed  on 1130
Sacramento  Condominiums  in  settlement  of the  mortgage  loan  secured by the
property and later sold the property in August 1997.





<PAGE>
ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
-------  -----------------------------------------------------------
         AND RESULTS OF OPERATIONS
         -------------------------

FINANCIAL CONDITION
-------------------

The  Partnership  was formed to engage in the  business of making and  servicing
mortgage   loans  and   acquiring,   operating  and   ultimately   disposing  of
revenue-producing  real properties.  In July 1990, the Partnership foreclosed on
Park Springs Apartments (renamed Sterling Springs Apartments) in Austin,  Texas,
in settlement of the mortgage loan secured by the property.  In September  1991,
the Partnership  foreclosed on Holiday Inn -Jacksonville  (renamed Cherokee Inn)
in  Jacksonville,  Texas, in partial  settlement of the mortgage loan secured by
the  property  and later sold the  property in January  1993.  In May 1993,  the
Partnership  foreclosed  on 1130  Sacramento  Condominiums  in settlement of the
mortgage  loan  secured by the  property  and later sold the  property in August
1997.

In August 1992,  pursuant to a lawsuit  settlement,  a mortgage loan investment,
which was secured by a property  owned by an affiliate  of the General  Partner,
was  transferred  to the  Partnership.  In June 1993, a new loan  agreement  was
executed;  and  the  affiliate  substituted  a  second  lien on  another  of its
properties, Fort Meigs Plaza Shopping Center, as the collateral on the loan. The
first lien  mortgage  note  secured by Fort Meigs  Plaza,  which was owned by an
unaffiliated  lender,  matured in December 1997. In order to prevent foreclosure
of the property by the first  lienholder and to protect its second lien interest
in the property,  the Partnership purchased the first lien in December 1997. The
first and second lien  mortgage  loan  investments  - affiliate  secured by Fort
Meigs  Plaza  matured  in  March  1998 and  September  1997,  respectively.  The
borrowing partnership has received an offer from a non-affiliate to purchase the
property  securing the loan for $3.8  million.  The borrowing  partnership  will
continue to make regularly  scheduled  debt service  payments on the notes until
the property can be sold.

At December 31, 1997, the  Partnership  serviced four mortgage loan  investments
totaling $6,868,788 and operated one  revenue-producing  property.  The property
was acquired through foreclosure.

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

1997 compared to 1996

Revenue:

Total revenue  increased by $1,826,407 in 1997 as compared to 1996. The increase
was mainly due to a gain on the sale of 1130  Sacramento,  partially offset by a
decrease in rental revenue as discussed below.

Rental revenue  decreased by $133,592 in 1997 in relation to 1996, mainly due to
the decrease in rental revenue at 1130 Sacramento Condominiums.  One of the four
condominium  units was  vacated in April 1997 and was sold at the  beginning  of
August 1997. The remaining three units were sold at the end of August 1997.



<PAGE>
As  further  discussed  in  Item 8 -  Note  6 -  "Mortgage  Loan  Investments  -
Affiliate," in 1993, the  Partnership  acquired a second lien loan on a property
owned by an  affiliate.  The  Partnership  purchased the first lien loan on this
property in  December  1997.  The  purchase of the first lien at the end of 1997
resulted in a $15,824 increase in interest income on mortgage loan investments -
affiliate in 1997 as compared to 1996.

On August 1, 1997,  the  Partnership  sold one of four units of 1130  Sacramento
Condominiums to an unaffiliated  purchaser.  The remaining three units were sold
to the same  purchaser on August 28, 1997.  The cash purchase price for all four
units was $4,700,000.  The Partnership  recognized a gain on disposition of real
estate of $1,962,280  as more fully  discussed in Item 8 - Note 4 - "Real Estate
Investments."

In 1996, the  Partnership  received  $17,063 in refunds of prior years' property
taxes  for 1130  Sacramento  Condominiums.  The  assessed  taxable  value of the
property  was reduced by taxing  authorities  as a result of an appeal  filed on
behalf of the property. No such refund was received in 1997.

Expenses:

Total  expenses  decreased by $296,649 in 1997 as compared to 1996. The decrease
was mainly due to a decrease in depreciation expense, general and administrative
expenses and general and administrative - affiliates, as discussed below.

Depreciation  expense in 1997  decreased  by $96,814 in  relation  to 1996.  The
decrease was due to 1130 Sacramento  Condominiums  being  classified as an asset
held for sale by the  Partnership  effective  April 15, 1997. 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 on the asset at the time it was placed on the market for sale.

General and administrative expenses decreased by $135,923 in 1997 as compared to
1996.  The decrease was mainly due to a decrease in costs  incurred  relating to
evaluation  and  dissemination  of information  regarding an unsolicited  tender
offer.  This decrease was  partially  offset by  approximately  $26,000 of costs
incurred for investor  services,  which were paid to an unrelated third party in
1997. In 1996,  such costs were paid to an affiliate of the General  Partner and
were included in general and  administrative  - affiliates on the  Statements of
Operations.

In 1997,  general  and  administrative  -  affiliates  decreased  by  $46,690 as
compared to 1996. The decrease was mainly due to a decrease in overhead expenses
allocated to the Partnership by McREMI due to investor  services being performed
by an unrelated third party in 1997, as discussed above. In addition,  there was
a decrease in asset management fees due to a decline in the tangible asset value
of the Partnership, on which the fees are based.

1996 compared to 1995

Revenue:

Total revenue decreased by $19,412 in 1996 as compared to 1995. The decrease was
mainly due to a decrease in other interest income,  partially offset by property
tax refunds received in 1996, as discussed below.




<PAGE>
Other  interest  income  decreased  by $41,030 in 1996 in relation to 1995.  The
decrease was primarily the result of a lower  average  amount of cash  available
for short-term investment due to an increase in the amount of cash distributions
paid to limited partners in the first and third quarters of 1996.

In 1996, the  Partnership  received  $17,063 in refunds of prior years' property
taxes for 1130  Sacramento.  The  assessed  taxable  value of the  property  was
reduced by taxing  authorities  as a result of an appeal  filed on behalf of the
property.

Expenses:

Total  expenses  decreased by $72,032 in 1996 as compared to 1995.  The decrease
was mainly due to a decrease  in  property  taxes,  utilities  and  general  and
administrative  -  affiliates,  partially  offset by an  increase in repairs and
maintenance, as discussed below.

Property  taxes  decreased  by  $9,464  in 1996  as  compared  to 1995  due to a
reduction in the assessed  taxable  value of 1130  Sacramento  Condominiums,  as
previously discussed.

Repairs  and  maintenance  expense  increased  by $18,895 in 1996 in relation to
1995.  The increase was mainly due to increased  cleaning and  decorating  costs
incurred  at  Sterling  Springs  Apartments  due to a higher rate of turnover of
units in 1996. In addition,  the Partnership  expended  approximately  $4,000 to
repair a water main break at the property in 1996.

1996 utilities  expense decreased by $9,739 as compared to 1995. Water usage was
higher at Sterling Springs Apartments in 1995 as a result of several minor water
leaks at the property.

General and administrative - affiliates decreased by $76,003 in 1996 as compared
to 1995.  The  decrease  was  mainly  due to a  decrease  in  overhead  expenses
allocated to the Partnership by McREMI.

LIQUIDITY AND CAPITAL RESOURCES

The   Partnership  generated  $487,912  through  operating  activities  in  1997
as  compared to $453,978 in 1996 and $437,492 in 1995.

The Partnership expended $178,235, $73,183 and $118,615 for capital improvements
to its  properties in 1997,  1996 and 1995,  respectively.  1997 includes  costs
incurred for exterior  carpentry  and painting at Sterling  Springs  Apartments.
1995  includes  costs  incurred  for a  retaining  wall and a fence at  Sterling
Springs Apartments.

In 1997, the Partnership  received  $4,493,834 of proceeds from the sale of 1130
Sacramento Condominiums. $2,996,176 of the proceeds was used to purchase a first
lien mortgage loan investment  secured by a property owned by an affiliate.  The
Partnership  made this  investment  to protect its second lien  interest in this
property.

The Partnership distributed $3,249,987 to the limited partners in 1997, of which
$1,750,000 was cash proceeds from the sale of 1130 Sacramento  Condominiums  and
the remaining $1,499,987 was cash from operations.  The Partnership  distributed
$1,199,950 and $250,001 to the limited partners in 1996 and 1995,  respectively,
from cash from operations.


<PAGE>
Short-term liquidity:

At  December  31,  1997,  the  Partnership  held  cash and cash  equivalents  of
$1,824,293.  This balance provides a reasonable level of working capital for the
Partnership's immediate needs in operating its property.

In 1998,  operation  of  Sterling  Springs  Apartments  is  expected  to provide
sufficient  positive cash flow for normal  operations.  Management  will perform
routine  repairs and  maintenance  on the  property to preserve  and enhance its
value  and   competitiveness   in  the  market.  The  Partnership  has  budgeted
approximately  $59,000 for  capital  improvements  to Sterling  Springs in 1998,
which is expected to be funded from operations of the property.

The  mortgage  loan  investment  secured by  Idlewood  Nursing  Home  matured in
February 1998. On January 30, 1998,  the  Partnership  and the borrower  entered
into an agreement  whereby the borrower will pay the Partnership $2.4 million by
May 1998 (the  actual  balance of the loan is greater  than the book  value,  as
further discussed in Item 8 - Note 5 - "Mortgage Loan  Investments").  Since the
Partnership owns an 83% participation interest in the note, $408,000 of the $2.4
million  settlement  will be  payable to the owner of the  remaining  17% of the
note.  The  borrower has placed a $25,000  nonrefundable  deposit into an escrow
account as evidence of their commitment to repay the loan.

The first and second lien mortgage loan investments - affiliate  secured by Fort
Meigs  Plaza  matured  in  March  1998 and  September  1997,  respectively.  The
borrowing partnership has received an offer from a non-affiliate to purchase the
property  securing the loan for $3.8  million.  The borrowing  partnership  will
continue to make regularly  scheduled  debt service  payments on the notes until
the property  can be sold.  If the property is not sold,  the  Partnership  will
consider  restructuring  the debt,  extending the maturity or foreclosing on the
property.

For 1998,  management  expects  that cash from  operations  of its  property and
principal and interest collections on the mortgage loan investments,  along with
the  present  balance  of  cash  and  cash  equivalents  held,  will  allow  the
Partnership to meet its obligations as they come due.

During the last week of March 1998, the  Partnership  distributed  approximately
$1,500,000 to the limited partners of record as of March 1, 1998.

Long-term liquidity:

The  Partnership's  property,  Sterling Springs  Apartments,  is encumbered with
mortgage debt. The mortgage is not due until 2003.

In the event that the Partnership acquires ownership of other properties through
foreclosure, the cash and cash equivalent balances presently held will provide a
source for the maintenance and improvement of the properties. Because the timing
and number of  properties  which may be  foreclosed  is  uncertain,  there is no
assurance that the balances presently held will be sufficient for needed capital
improvements.  At  present,  there are no  commitments  nor any known  needs for
improvements  to the  properties  securing  the  Partnership's  loans except for
Idlewood  Nursing  Home which is in need of  approximately  $300,000  in capital
improvements.  The  Partnership  has no existing  lines of credit  from  outside
sources.




<PAGE>
Another possible source of funds is the sale of the Partnership's  mortgage loan
investments or of the properties securing the Partnership's mortgage loans. Such
sales are  possibilities  only, and since the  Partnership  does not control the
properties  securing  its  loans,  sales of those  properties  may occur only if
initiated by the  borrower or in the event of  foreclosure  by the  Partnership.
There is no  assurance  that any sales can be  contracted  or closed to coincide
with the  Partnership's  future cash needs.  For the long term, the  Partnership
will remain dependent on operations of the property it owns or of the properties
securing its loans as the primary source of debt repayment, until the properties
can be sold.

Pursuant  to the  Partnership's  previously  announced  liquidation  plans,  the
Partnership  has recently  retained  PaineWebber,  Incorporated as its exclusive
financial  advisor  to  explore  alternatives  to  maximize  the  value  of  the
Partnership.  The  alternatives  being  considered by the  Partnership  include,
without limitation,  a transaction in which limited partnership interests in the
Partnership  are converted into cash. The General  Partner of the Partnership or
entities or persons  affiliated with the General Partner will not be involved as
a purchaser in any of the transactions  contemplated above. Any transaction will
be subject to certain conditions  including (i) approval by the limited partners
of the Partnership, and (ii) receipt of an opinion from an independent financial
advisory  firm  as  to  the  fairness  of  the  consideration  received  by  the
Partnership  pursuant to such  transaction.  Finally,  there can be no assurance
that any transaction will be consummated, or as to the terms thereof.



<PAGE>


ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
-------  -------------------------------------------

<TABLE>
<CAPTION>
                                                                                                      Page
                                                                                                      Number
                                                                                                      ------

INDEX TO FINANCIAL STATEMENTS
-----------------------------

Financial Statements:

<S>                                                                                                      <C>
   Report of Independent Public Accountants.......................................                       14

   Balance Sheets at December 31, 1997 and 1996...................................                       15

   Statements of Operations for each of the three years in the period
      ended December 31, 1997.....................................................                       16

   Statements of Partners' Equity (Deficit) for each of the three years in the
      period ended December 31, 1997..............................................                       17

   Statements of Cash Flows for each of the three years in the period
      ended December 31, 1997.....................................................                       18

   Notes to Financial Statements..................................................                       20

   Financial Statement Schedule -

      Schedule III - Real Estate Investment and Accumulated
         Depreciation.............................................................                       29

</TABLE>




All other  schedules are omitted because they are not applicable or the required
information is shown in the financial statements or notes thereto.


<PAGE>
                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS


To the Partners of McNeil Real Estate Fund XX, L.P.:

We have audited the  accompanying  balance sheets of McNeil Real Estate Fund XX,
L.P. (a California  limited  partnership)  as of December 31, 1997 and 1996, and
the related statements of operations,  partners' equity (deficit) and cash flows
for each of the  three  years in the  period  ended  December  31,  1997.  These
financial  statements and the schedule referred to below are the  responsibility
of the Partnership's management.  Our responsibility is to express an opinion on
these financial statements and the schedule based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the  financial  position of McNeil Real Estate Fund XX,
L.P. as of December 31, 1997 and 1996, and the results of its operations and its
cash flows for each of the three years in the period ended December 31, 1997, in
conformity with generally accepted accounting principles.

Our  audits  were  made for the  purpose  of  forming  an  opinion  on the basic
financial  statements  taken as a whole.  The  schedule  listed  in the index to
financial  statements is presented for purposes of complying with the Securities
and  Exchange  Commission's  rules  and  is not  part  of  the  basic  financial
statements.  This schedule has been subjected to the auditing procedures applied
in our audits of the basic  financial  statements  and, in our  opinion,  fairly
states in all material  respects  the  financial  data  required to be set forth
therein in relation to the basic financial statements taken as a whole.


/s/  Arthur Andersen LLP


Dallas, Texas
  March 20, 1998

<PAGE>
                        McNEIL REAL ESTATE FUND XX, L.P.

                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                    December 31,
                                                                       ------------------------------------
                                                                             1997                 1996
                                                                       ----------------     ---------------
ASSETS
------
<S>                                                                    <C>                  <C>

Real estate investments:
   Land........................................................        $       392,000      $      699,697
   Buildings and improvements..................................              3,882,558           6,192,970
                                                                        --------------       -------------
                                                                             4,274,558           6,892,667
   Less:  Accumulated depreciation.............................             (1,290,949)         (1,435,080)
                                                                        ---------------      -------------
                                                                             2,983,609           5,457,587

Mortgage loan investments, net of allowance of
   $792,013 at December 31, 1997 and 1996......................              3,268,712           3,404,553
Mortgage loan investments - affiliate, net of allowance of
   $130,000 and $0 at December 31, 1997 and 1996,
   respectively ...............................................              3,600,076             733,900
Cash and cash equivalents......................................              1,824,293           3,188,257
Cash segregated for security deposits..........................                 27,405              54,950
Interest and other accounts receivable.........................                140,025              74,629
Escrow deposits................................................                162,652             153,977
Deferred borrowing costs, net of accumulated
   amortization of $60,222 and $45,275 at
   December 31, 1997 and 1996, respectively....................                101,272             116,219
Prepaid expenses and other assets..............................                  4,200               5,034
                                                                        --------------       -------------
                                                                       $    12,112,244      $   13,189,106
                                                                        ==============       =============

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

Mortgage note payable, net.....................................        $     2,666,814      $    2,715,909
Accounts payable and other accrued expenses....................                 61,994              97,230
Accrued property taxes.........................................                137,050             130,957
Payable to affiliates..........................................                203,444              40,962
Deferred revenue...............................................                 27,229             163,852
Security deposits and deferred rental revenue..................                 29,494              43,782
                                                                        --------------       -------------
                                                                             3,126,025           3,192,692
                                                                        --------------       -------------

Partners' equity (deficit):
   Limited partners - 60,000 limited partnership units
     authorized;  49,512 limited partnership units issued
     and outstanding at December 31, 1997 and 1996.............              9,282,684          10,315,277
   General Partner.............................................               (296,465)           (318,863)
                                                                        --------------       -------------
                                                                             8,986,219           9,996,414
                                                                        --------------       -------------
                                                                       $    12,112,244      $   13,189,106
                                                                        ==============       =============
</TABLE>

                 See accompanying notes to financial statements.
<PAGE>
                        McNEIL REAL ESTATE FUND XX, L.P.

                            STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                              For the Years Ended December 31,
                                                   ----------------------------------------------------
                                                        1997               1996               1995
                                                   --------------     --------------    ---------------
<S>                                                <C>                <C>               <C>
Revenue:
   Rental revenue..........................        $    1,279,458     $    1,413,050    $     1,405,346
   Interest income on mortgage loan
     investments...........................               280,023            283,010            286,327
   Interest income on mortgage loan
     investments - affiliate...............                77,380             61,556             61,388
   Other interest income...................               182,170            180,225            221,255
   Gain on disposition of real estate......             1,962,280                  -                  -
   Property tax refund.....................                     -             17,063                  -
                                                    -------------      -------------     --------------
     Total revenue.........................             3,781,311          1,954,904          1,974,316
                                                    -------------      -------------     --------------

Expenses:
   Interest................................               246,782            249,920            252,774
   Depreciation............................               245,159            341,973            330,432
   Property taxes..........................               161,151            170,597            180,061
   Personnel costs.........................               144,376            142,069            150,765
   Repairs and maintenance.................               130,474            134,645            115,750
   Property management fees -
     affiliates............................                63,072             67,381             66,477
   Utilities...............................                81,418             83,481             93,220
   Other property operating expenses.......                92,354             88,756             87,896
   General and administrative..............               113,975            249,898            247,374
   General and administrative -
     affiliates............................               262,758            309,448            385,451
                                                    -------------      -------------     --------------
     Total expenses........................             1,541,519          1,838,168          1,910,200
                                                    -------------      -------------     --------------

Net income.................................        $    2,239,792     $      116,736    $        64,116
                                                    =============      =============     ==============

Net income allocable to limited
   partners................................        $    2,217,394     $      115,569    $        63,475
Net income allocable to General
   Partner.................................                22,398              1,167                641
                                                    -------------      -------------     --------------
Net income.................................        $    2,239,792     $      116,736    $        64,116
                                                    =============      =============     ==============

Net income per limited partnership
   unit....................................        $        44.78     $         2.33    $          1.28
                                                    =============      =============     ==============
Distributions per limited
   partnership unit........................        $        65.64     $        24.24    $          5.05
                                                    =============      =============     ==============
</TABLE>

                 See accompanying notes to financial statements.
<PAGE>
                        McNEIL REAL ESTATE FUND XX, L.P.

                    STATEMENTS OF PARTNERS' EQUITY (DEFICIT)

              For the Years Ended December 31, 1997, 1996 and 1995


<TABLE>
<CAPTION>
                                                                                                    Total
                                                     General                 Limited                Partners'
                                                     Partner                 Partners               Equity
                                                 ----------------        ---------------       ----------------
<S>                                              <C>                     <C>                   <C>
Balance at December 31, 1994..............       $      (320,671)        $    11,586,184       $    11,265,513

Net income................................                   641                  63,475                64,116

Distributions to limited partners.........                     -                (250,001)             (250,001)
                                                  --------------          --------------        --------------

Balance at December 31, 1995..............              (320,030)             11,399,658            11,079,628

Net income................................                 1,167                 115,569               116,736

Distributions to limited partners.........                     -              (1,199,950)           (1,199,950)
                                                  --------------          --------------        --------------

Balance at December 31, 1996..............              (318,863)             10,315,277             9,996,414

Net income................................                22,398               2,217,394             2,239,792

Distributions to limited partners.........                     -              (3,249,987)           (3,249,987)
                                                  --------------          --------------        --------------

Balance at December 31, 1997..............       $      (296,465)        $     9,282,684       $     8,986,219
                                                  ===============         ==============        ==============
</TABLE>

                 See accompanying notes to financial statements.
<PAGE>
                        McNEIL REAL ESTATE FUND XX, L.P.

                            STATEMENTS OF CASH FLOWS

                Increase (Decrease) in Cash and Cash Equivalents

<TABLE>
<CAPTION>
                                                             For the Years Ended December 31,
                                                   ----------------------------------------------------
                                                        1997               1996               1995
                                                   ---------------    ---------------   ---------------
<S>                                                <C>                <C>               <C>
Cash flows from operating activities:
   Cash received from tenants..............        $    1,259,654     $    1,422,803    $     1,391,600
   Cash paid to suppliers..................              (607,269)          (723,975)          (648,603)
   Cash paid to affiliates.................              (287,848)          (368,716)          (438,528)
   Interest received.......................               455,833            456,845            502,270
   Interest received from affiliate........                48,886             48,886             48,886
   Interest paid...........................              (224,165)          (228,625)          (232,736)
   Property taxes paid.....................               (24,101)           (50,954)           (56,530)
   Property taxes escrowed.................              (133,078)          (119,349)          (128,867)
   Property tax refund received............                     -             17,063                  -
                                                    -------------      -------------     --------------
Net cash provided by operating
   activities..............................               487,912            453,978            437,492
                                                    -------------      -------------     --------------

Cash flows from investing activities:
   Additions to real estate
     investments...........................              (178,235)           (73,183)          (118,615)
   Collection of principal on
     mortgage loan investments.............               135,841            132,883            146,970
   Proceeds from disposition of real
     estate................................             4,493,834                  -                  -
   Purchase of mortgage loan
     investment - affiliate................            (2,996,176)                 -                  -
   Loan extension fee received.............                     -                  -             25,941
                                                    -------------      -------------     --------------
Net cash provided by investing
activities.................................             1,455,264             59,700             54,296
                                                    -------------      -------------     --------------

Cash flows from financing activities:
   Principal payments on mortgage
     note payable..........................               (57,153)           (52,694)           (48,584)
   Distributions to limited partners.......            (3,249,987)        (1,199,950)          (250,001)
                                                    --------------     -------------     ---------------
Net cash used in financing activities......            (3,307,140)        (1,252,644)          (298,585)
                                                    --------------     -------------     ---------------

Net increase (decrease) in cash and
   cash equivalents........................            (1,363,964)          (738,966)           193,203

Cash and cash equivalents at
   beginning of year.......................             3,188,257          3,927,223          3,734,020
                                                    -------------      -------------     --------------

Cash and cash equivalents at end
   of year.................................        $    1,824,293     $    3,188,257    $     3,927,223
                                                    =============      =============     ==============
</TABLE>

See  discussion  of non-cash  investing  activities  in Note 6 - "Mortgage  Loan
Investments - Affiliate."

                 See accompanying notes to financial statements.

<PAGE>
                        McNEIL REAL ESTATE FUND XX, L.P.

                            STATEMENTS OF CASH FLOWS

              Reconciliation of Net Income to Net Cash Provided by
                              Operating Activities

<TABLE>
<CAPTION>
                                                              For the Years Ended December 31,
                                                   ----------------------------------------------------
                                                        1997               1996               1995
                                                   --------------     -------------     ---------------
<S>                                                <C>                <C>               <C>
Net income.................................        $    2,239,792     $     116,736     $        64,116
                                                    -------------      ------------      --------------

Adjustments to reconcile net income
   to net cash provided by operating
   activities:
   Depreciation............................               245,159            341,973            330,432
   Amortization of deferred borrowing
     costs.................................                14,947             14,011             13,127
   Amortization of discount on mortgage
     note payable..........................                 8,058              7,642              7,242
   Amortization of deferred revenue........                (6,623)            (6,623)            (5,519)
   Gain on disposition of real estate......            (1,962,280)                 -                  -
   Changes in assets and liabilities:
     Cash segregated for security
        deposits...........................                27,545              4,919             (3,389)
     Interest and other accounts
       receivable..........................               (65,396)             2,851            (27,236)
     Escrow deposits.......................                (8,675)            (9,133)           (16,202)
     Prepaid expenses and other
       assets..............................                   834              3,556              6,278
     Accounts payable and other
       accrued expenses....................               (35,236)           (23,063)            40,567
     Accrued property taxes................                 6,093              7,427             11,314
     Payable to affiliates.................                37,982              8,113             13,400
     Security deposits and deferred
       rental revenue......................               (14,288)           (14,431)             3,362
                                                    -------------      -------------     --------------

     Total adjustments.....................            (1,751,880)           337,242            373,376
                                                    -------------      -------------     --------------

Net cash provided by operating
   activities..............................        $      487,912     $      453,978    $       437,492
                                                    =============      =============     ==============
</TABLE>

                 See accompanying notes to financial statements.
<PAGE>
                        McNEIL REAL ESTATE FUND XX, L.P.

                          NOTES TO FINANCIAL STATEMENTS

                                December 31, 1997

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
--------------------------------------------------------------------

Organization
------------

McNeil  Real  Estate  Fund  XX,  L.P.  (the  "Partnership"),  formerly  known as
Southmark  Income  Investors,  Ltd., was organized on July 19, 1984 as a limited
partnership under the provisions of the California  Revised Limited  Partnership
Act to invest in, hold,  manage and dispose of mortgage  loans,  real estate and
real  estate-related  investments.  The general  partner of the  Partnership  is
McNeil Partners,  L.P. (the "General Partner"),  a Delaware limited partnership,
an affiliate of Robert A. McNeil ("McNeil").  The General Partner was elected at
a meeting of limited  partners on March 30,  1992,  at which time an amended and
restated  partnership  agreement  (the  "Amended  Partnership   Agreement")  was
adopted.  The principal  place of business for the  Partnership  and the General
Partner is 13760 Noel Road, Suite 600, LB70, Dallas, Texas, 75240.

The Partnership is engaged in the servicing of mortgage loans,  including equity
and revenue participation loans, and the ownership,  operation and management of
revenue-producing  properties  acquired through  foreclosure.  In July 1990, the
Partnership  foreclosed  on Park Spring  Apartments  (renamed  Sterling  Springs
Apartments)  in  settlement  of the  related  mortgage  loan.  In May 1993,  the
Partnership  foreclosed  on 1130  Sacramento  Condominiums  in settlement of the
related  mortgage  loan.  At December 31,  1997,  the  Partnership  operated one
revenue-producing  property as described in Note 4 - "Real Estate  Investments,"
and serviced four mortgage loan  investments  as described in Note 5 - "Mortgage
Loan Investments" and Note 6 - "Mortgage Loan Investments - Affiliate."

Pursuant  to the  Partnership's  previously  announced  liquidation  plans,  the
Partnership  has recently  retained  PaineWebber,  Incorporated as its exclusive
financial  advisor  to  explore  alternatives  to  maximize  the  value  of  the
Partnership.  The  alternatives  being  considered by the  Partnership  include,
without limitation,  a transaction in which limited partnership interests in the
Partnership  are converted into cash. The General  Partner of the Partnership or
entities or persons  affiliated with the General Partner will not be involved as
a purchaser in any of the transactions  contemplated above. Any transaction will
be subject to certain conditions  including (i) approval by the limited partners
of the Partnership, and (ii) receipt of an opinion from an independent financial
advisory  firm  as  to  the  fairness  of  the  consideration  received  by  the
Partnership  pursuant to such  transaction.  Finally,  there can be no assurance
that any transaction will be consummated, or as to the terms thereof.

Basis of Presentation
---------------------

The  accompanying  financial  statements  have been prepared in conformity  with
generally accepted accounting principles ("GAAP").  The preparation of financial
statements in conformity  with GAAP  requires  management to make  estimates and
assumptions  that  affect the  reported  amounts of assets and  liabilities  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.
<PAGE>
The  Partnership's  financial  statements  consolidate  the accounts of Sterling
Springs  Fund XX Limited  Partnership.  This single asset tier  partnership  was
formed to  accommodate  the  refinancing  of Sterling  Springs  Apartments.  The
Partnership is the limited partner and  wholly-owns the corporation  that is the
general  partner of the tier  partnership.  The  Partnership  retains  effective
control of the tier partnership.

Real Estate Investments
-----------------------

Real estate investments are generally stated at the lower of depreciated cost or
fair value. Real estate investments are reviewed for impairment  whenever events
or changes in  circumstances  indicate  that their  carrying  amounts may not be
recoverable.  When the  carrying  value  of a  property  exceeds  the sum of all
estimated  future cash flows, an impairment loss is recognized.  At such time, a
write-down is recorded to reduce the basis of the property to its estimated fair
value.

The  Partnership's  method  of  accounting  for real  estate  investments  is in
accordance with Statement of Financial Accounting Standards No. 121, "Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
Of" ("SFAS 121"),  which the Partnership  adopted effective January 1, 1996. The
adoption  of  SFAS  121 did  not  have a  material  impact  on the  accompanying
financial statements.

Improvements and betterments are capitalized and expensed  through  depreciation
charges. Repairs and maintenance are charged to operations as incurred.

Depreciation
------------

Buildings and improvements are depreciated using the  straight-line  method over
the estimated useful lives of the assets, ranging from 5 to 25 years.

Mortgage Loan Investments
-------------------------

Mortgage  loan  investments  are recorded at their  original  basis,  net of any
allowance  for  impairment.  Interest  income  is  recognized  as it is  earned.
Interest accrual is ceased at such time as management  determines  collection is
doubtful.

Cash and Cash Equivalents
-------------------------

Cash and cash equivalents  include cash on hand and cash on deposit in financial
institutions with original  maturities of three months or less. Carrying amounts
for cash and cash equivalents approximate fair value.

Escrow Deposits
---------------

The  Partnership is required to maintain  escrow accounts in accordance with the
terms  of  its  mortgage  indebtedness  agreement.  These  escrow  accounts  are
controlled by the mortgagee and are used for payment of property  taxes,  hazard
insurance,  capital improvements and/or property replacements.  Carrying amounts
for escrow deposits approximate fair value.


<PAGE>
Deferred Borrowing Costs
------------------------

Loan fees and other related costs incurred to obtain long-term financing on real
property are capitalized and amortized using the effective  interest method over
the  term  of the  related  mortgage  note  payable.  Amortization  of  deferred
borrowing costs is included in interest expense on the Statements of Operations.

Discount on Mortgage Note Payable
---------------------------------

The discount on the mortgage note payable is being  amortized over the remaining
term  of  the  related  mortgage  note  using  the  effective  interest  method.
Amortization  of the  discount  on the  mortgage  note  payable is  included  in
interest expense on the Statements of Operations.

Rental Revenues
---------------

The Partnership leases its properties under short-term  operating leases.  Lease
terms generally are less than one year in duration. Rental revenue is recognized
as earned.

Income Taxes
------------

No provision for Federal  income taxes is necessary in the financial  statements
of the  Partnership  because,  as a  partnership,  it is not  subject to Federal
income tax and the tax effect of its activities accrues to the partners.

Allocation of Net Income and Net Loss
-------------------------------------

Under the terms of the Amended Partnership Agreement,  net income and net losses
(except  from a  terminating  disposition)  are  allocated  99%  to the  limited
partners and 1% to the General Partner.

Federal  income tax law provides  that the  allocation of loss to a partner will
not be  recognized  unless the  allocation  is in  accordance  with a  partner's
interest in the partnership or the allocation has substantial  economic  effect.
Internal  Revenue  Code Section  704(b) and  accompanying  Treasury  Regulations
establish  criteria for allocation of  Partnership  deductions  attributable  to
debt. The  Partnership's  tax allocations for 1997, 1996 and 1995 have been made
in accordance with these provisions.

Distributions
-------------

Under the terms of the Amended  Partnership  Agreement,  operating cash flow and
cash from sales or refinancings  are distributed 100% to the limited partners as
further defined in the Amended Partnership Agreement.  Terminating  dispositions
are to be made  in  accordance  with  the  partners'  positive  capital  account
balances.  Distributions  may be restricted or suspended in circumstances  where
the General  Partner  determines that such action is in the best interest of the
Partnership.




<PAGE>
The  Partnership  distributed  $3,249,987,  $1,199,950 and $250,001 of cash from
operations in 1997, 1996 and 1995,  respectively.  No distributions were paid to
the General Partner in 1997,  1996 or 1995.  During the last week of March 1998,
the  Partnership  plans to  distribute  approximately  $1,500,000 to the limited
partners of record as of March 1, 1998.

Net Income Per Limited Partnership Unit
---------------------------------------

Net income per limited  partnership  unit  ("Unit") is computed by dividing  net
income allocated to the limited partners by the weighted average number of Units
outstanding.  Per Unit  information  has been computed  based on 49,512  average
Units outstanding during 1997, 1996 and 1995.

NOTE 2 - TRANSACTIONS WITH AFFILIATES
-------------------------------------

The  Partnership  pays property  management fees equal to 5% of the gross rental
receipts for its properties to McNeil Real Estate Management,  Inc.  ("McREMI"),
an affiliate of the General Partner,  for providing property management services
and leasing services.

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

Under the terms of its Amended  Partnership  Agreement,  the Partnership  pays a
disposition fee to an affiliate of the General Partner  equaling up to 3% of the
gross sales price for brokerage  services  performed in connection with the sale
of the Partnership's properties,  provided,  however, that in no event shall all
real estate  commissions  (including  the  disposition  fee) paid to all persons
exceed the amount customarily charged in similar arms-length  transactions.  The
fee is due and payable at the time the sale  closes.  The  Partnership  incurred
$124,500 of such fees during 1997 in connection with the sale of 1130 Sacramento
Condominiums.  This amount represents 2.65% of the gross sales price. These fees
have not yet  been  paid by the  Partnership  and are  included  in  payable  to
affiliates on the Balance Sheet at December 31, 1997.

Under the terms of the Amended Partnership Agreement,  the Partnership is paying
an  asset  management  fee to the  General  Partner.  Through  1999,  the  asset
management  fee is calculated as 1% of the  Partnership's  tangible asset value.
Tangible  asset  value is  determined  by using  the  greater  of (i) an  amount
calculated by applying a capitalization  rate of 9 percent to the annualized net
operating income of each property, (ii) a value of $10,000 per apartment unit or
(iii) on 1130  Sacramento,  the prorated net book value of the property was used
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. The fee percentage decreases subsequent to 1999.


<PAGE>

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

<TABLE>
<CAPTION>
                                                           For the Years Ended December 31,
                                                   --------------------------------------------------
                                                       1997               1996               1995
                                                   --------------     --------------   ---------------
<S>                                                <C>                <C>              <C>
Property management fees...................        $       63,072     $       67,381   $        66,477
Charged to gain on disposition
   of real estate:
   Disposition fee.........................               124,500                  -                  -
Charged to general and
   administrative - affiliates:
   Partnership administration..............               111,839            145,203            211,700
   Asset management fee....................               150,919            164,245            173,751
                                                    -------------      -------------     --------------
                                                   $      450,330     $      376,829    $       451,928
                                                    =============      =============     ==============
</TABLE>

Payable to  affiliates  at December  31, 1997 and 1996  consisted  primarily  of
unpaid  property  management  fees, a disposition  fee (1997 only),  Partnership
general and  administrative  expenses and asset  management  fees and is due and
payable from current operations.

NOTE 3 - TAXABLE INCOME
-----------------------

McNeil Real Estate Fund XX, L.P. is a partnership  and is not subject to Federal
and state income taxes.  Accordingly,  no  recognition  has been given to income
taxes in the  accompanying  financial  statements of the  Partnership  since the
income or loss of the  Partnership  is to be  included in the tax returns of the
individual  partners.  The  tax  returns  of  the  Partnership  are  subject  to
examination by Federal and state taxing authorities. If such examinations result
in  adjustments  to  distributive  shares of  taxable  income  or loss,  the tax
liability of the partners could be adjusted accordingly.

The  Partnership's  net assets and liabilities for tax purposes exceeded the net
assets and liabilities for financial  reporting  purposes by $7,573,698 in 1997,
$7,486,117 in 1996 and $6,954,599 in 1995.





<PAGE>
NOTE 4 - REAL ESTATE INVESTMENTS
--------------------------------

The  basis  and  accumulated  depreciation  of  the  Partnership's  real  estate
investments at December 31, 1997 and 1996 are set forth in the following tables:

<TABLE>
<CAPTION>
                                                   Buildings and       Accumulated           Net Book
       1997                         Land           Improvements        Depreciation            Value
       ----                    --------------      ------------        ------------       ---------------
<S>                            <C>                <C>                 <C>                  <C>
   Sterling Springs
     Austin, TX                $      392,000     $     3,882,558     $    (1,290,949)     $    2,983,609
                                =============      ==============      ==============       =============


                                                   Buildings and       Accumulated           Net Book
       1996                         Land           Improvements        Depreciation            Value
       ----                    --------------      ------------        ------------        --------------

   1130 Sacramento             $      307,697      $    2,468,101      $     (373,600)     $    2,402,198
   Sterling Springs                   392,000           3,724,869          (1,061,480)          3,055,389
                                -------------       -------------       -------------       -------------

                               $      699,697      $    6,192,970      $   (1,435,080)     $    5,457,587
                                =============      ==============      ==============       =============
</TABLE>

On August 1, 1997,  the  Partnership  sold one of four units of 1130  Sacramento
Condominiums,   located  in  San  Francisco,   California,  to  an  unaffiliated
purchaser.  The remaining  three units were sold to the same purchaser on August
28,  1997.  The cash  purchase  price for all four  units was  $4,700,000.  Cash
proceeds and the gain on disposition of real estate are detailed below:
<TABLE>
<CAPTION>
                                                                        Gain on Sale        Cash Proceeds
                                                                       ----------------    ----------------
<S>                                                                    <C>                 <C>
     Cash sales price.......................................           $     4,700,000     $     4,700,000
     Selling costs..........................................                  (330,666)           (206,166)
                                                                                            ---------------

     Net cash proceeds......................................                               $     4,493,834
                                                                                            ==============

     Carrying value.........................................                (2,407,054)
                                                                        ---------------

     Gain on disposition of real estate.....................           $     1,962,280
                                                                        ==============
</TABLE>

As  discussed  in  Note 2 -  "Transactions  With  Affiliates,"  the  Partnership
incurred a $124,500  disposition  fee  payable to an  affiliate  of the  General
Partner in  connection  with the sale of 1130  Sacramento.  This fee reduced the
amount of the gain on  disposition  of real  estate and is  included  in selling
costs above.  However,  as the fee has not yet been paid,  it did not reduce the
amount of net cash proceeds  from the sale.  The net cash proceeds from the sale
of 1130 Sacramento will be $4,369,334 after payment of the disposition fee.
<PAGE>
NOTE 5 - MORTGAGE LOAN INVESTMENTS
----------------------------------

The  following  sets  forth  the  Partnership's  mortgage  loan  investments  to
unaffiliated  borrowers  at  December  31,  1997 and  1996.  The  mortgage  loan
investments are secured by the related real estate.

<TABLE>
<CAPTION>
                           Mortgage         Annual          Monthly
                           Lien             Interest        Payments/                 December 31,
Property                   Position         Rates %         Maturity              1997               1996
--------                   --------         -------      --------------    --------------      ---------------
<S>                         <C>               <C>                <C>       <C>                 <C>
Idlewood Nursing
   Home (a)                 First             8.50       (a)     2/98      $    1,794,700      $    1,904,260
   Allowance for
    impairment                                                                   (792,013)           (792,013)
                                                                            -------------       -------------
                                                                                1,002,687           1,112,247
                                                                            -------------       -------------
Lakeland Nursing
   Home (b)                 First            12.00     $24,9952/99              2,266,025           2,292,306
                                                                            -------------       -------------

                                                       Total               $    3,268,712      $    3,404,553
                                                                            =============       =============
</TABLE>

(a)    The  Partnership  owns  an 83%  participation  interest  in the  Idlewood
       Nursing Home mortgage  loan  investment.  In January 1991,  the borrowing
       partnership  became  unable  to make  all  payments  required  under  the
       original  mortgage  loan  agreement.  Since that time,  the mortgage loan
       agreement  has been  modified  four times such that the maturity date was
       extended and the interest rate was decreased.  The loan  modification  in
       effect  during 1997 and 1996  requires  that payments be made on the loan
       equal  to the net cash  flow  from  operations  of the  property,  with a
       minimum amount due of $9,130 per month.

       As a result of the borrowing partnership's inability to make the required
       payments,  the Partnership recorded a $792,013 provision for loss in 1992
       to reduce the  carrying  value of the  mortgage  loan  investment  to the
       estimated  recoverable  amount of the collateral.  The Partnership ceased
       accruing  interest  on the  loan in  1994.  The  general  partner  of the
       borrowing  partnership  has  personally  guaranteed 10% of the total loan
       amount.  The  loan is not  recorded  as an  in-substance  foreclosure  at
       December 31, 1997 and 1996.

       A measure of the  impairment  of the Idlewood loan has been made based on
       the present value of expected future cash flows required under a February
       1995  modification.  This measure  indicates an impairment  less than the
       total allowance previously recorded. Due to the uncertainties surrounding
       this mortgage loan  investment and its ultimate  realizability  given its
       history  of  numerous  modifications,  none  of the  previously  recorded
       allowance will be reversed until the underlying property has demonstrated
       its ability to meet the required  principal  and interest  payments.  All
       payments  received  on the  loan in 1997  and  1996  were  recorded  as a
       reduction of principal.

<PAGE>
       The mortgage loan  investment  matured in February 1998. The  Partnership
       and the borrower have entered into an agreement whereby the borrower will
       pay the  Partnership  $2.4 million in  settlement  of both  principal and
       interest due on the mortgage note by May 1998. Since the Partnership owns
       an 83% participation  interest in the note,  $408,000 of the $2.4 million
       settlement will be payable to the owner of the remaining 17% of the note.
       The  borrower has placed a $25,000  nonrefundable  deposit into an escrow
       account as evidence of their commitment to repay the loan.

(b)    The Partnership owns a 90% participation interest in the Lakeland Nursing
       Home mortgage loan. Monthly payments include principal and interest.  The
       general partner of the borrowing partnership personally guaranteed 25% of
       the total loan amount.

Based on market lending rates for mortgage loan  investments with similar terms,
risks and average  maturities,  the fair value of mortgage loan  investments was
approximately  $4,630,000  at December 31, 1997 and  $4,514,000  at December 31,
1996.

A summary of activity for mortgage loan  investments for each of the three years
in the period ended December 31, 1997 is as follows:

<TABLE>
<CAPTION>
                                                             For the Years Ended December 31,
                                                   -----------------------------------------------------
                                                        1997               1996               1995
                                                   ---------------    ---------------   ----------------
<S>                                                <C>                <C>               <C>
Balance at beginning of year...............        $    3,404,553     $    3,537,436    $     3,684,406
Collection of principal....................              (135,841)          (132,883)          (146,970)
                                                    -------------      -------------     --------------
Balance at end of year.....................        $    3,268,712     $    3,404,553    $     3,537,436
                                                    =============      =============     ==============
</TABLE>

NOTE 6 - MORTGAGE LOAN INVESTMENTS - AFFILIATE
----------------------------------------------

The  following  sets forth the  Partnership's  mortgage loan  investments  to an
affiliated borrower at December 31, 1997 and 1996:
<TABLE>
<CAPTION>
                         Mortgage         Annual          Monthly
                         Lien             Interest        Payments/                 December 31,
Property                 Position (a)   Rates %           Maturity              1997               1996
--------                 ------------   --------       ----------------    --------------      --------------
<S>                         <C>              <C>       <C>         <C>     <C>                 <C>
Fort Meigs Plaza
   Shopping Center          First            12.81     $ 33,333    3/98    $    2,996,176      $            -
                                                                            -------------       -------------

                            Second            8.25 (b)  $4,074 (b) 9/97           733,900             733,900
                                                                            -------------       -------------
   Allowance                                                                     (130,000)                  -
                                                                            --------------      -------------
                                                                                  603,900             733,900
                                                                            -------------       -------------
                                                       Total               $    3,600,076      $      733,900
                                                                            =============       =============
</TABLE>
<PAGE>
(a)    The mortgage loans are non-recourse to the borrower.

(b)    Although  interest on the loan accrues at 8.25%,  interest  only payments
       equal to an effective  interest  rate of 6.66% are payable  monthly.  All
       accrued interest is due at maturity.

On  August  24,  1992,  pursuant  to  a  lawsuit  settlement,  a  mortgage  loan
investment, which was secured by a property owned by an affiliate of the General
Partner,  McNeil Real Estate Fund XXI, L.P. ("Fund XXI"), was transferred to the
Partnership.  In June 1993,  a new loan  agreement  was  executed;  and Fund XXI
substituted  a second  lien on  another  of its  properties,  Fort  Meigs  Plaza
Shopping  Center,  as the  collateral on the loan.  The first lien mortgage note
secured by Fort Meigs Plaza, which was owned by an unaffiliated lender,  matured
in December  1997. In order to prevent  foreclosure of the property by the first
lienholder  and to  protect  its  second  lien  interest  in the  property,  the
Partnership  purchased  the  first  lien in  December  1997 for  $2,996,176  and
extended the maturity of the loan to March 1998.

Related to the initial  transfer,  the Partnership  recorded a deferred gain for
the portion of the non-cash assets received as compared to total assets received
pursuant to the lawsuit  settlement.  This deferred  gain is being  amortized as
principal payments are received on the mortgage loan investment. The Partnership
reduced  the  deferred  gain by  $130,000 in 1997,  representing  the  estimated
uncollectible  amount of the mortgage loan  investment,  as discussed below. The
deferred gain totaled  $20,054 at December 31, 1997 and $150,054 at December 31,
1996.

Fund XXI is in default  on  payment  of both the first and second  liens on Fort
Meigs  Plaza as the  notes  matured  on March 1,  1998 and  September  1,  1997,
respectively.  Fort Meigs Plaza is currently on the market for sale and Fund XXI
has  received an offer from a  non-affiliate  to purchase  the property for $3.8
million.  Fund  XXI will  continue  to make  regularly  scheduled  debt  service
payments on the first and second lien  mortgage  notes until the property can be
sold.

If Fund XXI's  management  accepts the current sales offer, the Partnership will
not collect the entire  balance of the mortgage loan  investments  after closing
costs are paid, nor will the entire balance of deferred revenue be recognizable.
Therefore,  a  $130,000  allowance  has  been  recorded  to  the  note  balance,
representing  the  estimated  uncollectible  amount,  by reducing  the  deferred
revenue previously  recorded related to Fort Meigs Plaza. If the property is not
sold,  the  Partnership  will  consider  restructuring  the debt,  extending the
maturity or foreclosing on the property.

Based on market lending rates for mortgage loan  investments with similar terms,
risks and average maturities,  the fair value of the mortgage loan investments -
affiliate  was  approximately  $3,627,000  at December  31, 1997 and $690,000 at
December 31, 1996.




<PAGE>
NOTE 7 - MORTGAGE NOTE PAYABLE
------------------------------

The  following  sets  forth the  mortgage  note  payable of the  Partnership  at
December 31, 1997 and 1996.  The mortgage note payable is secured by the related
real estate investment.

<TABLE>
<CAPTION>
                         Mortgage         Annual         Monthly
                         Lien            Interest        Payments/                 December 31,
Property                 Position (a)     Rate %         Maturity              1997               1996
--------                 ------------    --------      --------------      --------------   -------------
<S>                      <C>               <C>         <C>       <C>       <C>              <C>
Sterling Springs
   Apartments (c)        First             8.15        $23,443   7/03      $    2,719,160   $   2,776,313
                         Discount (b)                                             (52,346)        (60,404)
                                                                            -------------    ------------
                                                                           $    2,666,814   $   2,715,909
                                                                            =============    ============
</TABLE>


(a)    The debt is non-recourse to the Partnership.

(b)    The mortgage loan was discounted to an effective rate of 8.62%.

(c)    Financing  was  obtained  in June 1993  under the terms of a Real  Estate
       Mortgage  Investment  Conduit  financing.  The note may not be prepaid in
       whole or part before July 1998. Any prepayments  made during the sixth or
       seventh  loan  years  are  subject  to a Yield  Maintenance  Premium,  as
       defined.

Scheduled  principal  maturities  of the mortgage  note payable  under  existing
terms, excluding a discount of $52,346, are as follows:

                           1998                  $      61,989
                           1999                         67,234
                           2000                         72,923
                           2001                         79,093
                           2002                         85,786
                           Thereafter                2,352,135
                                                  ------------
                             Total               $   2,719,160
                                                  ============

Based on borrowing rates  currently  available to the Partnership for a mortgage
loan with similar terms and average  maturities,  the fair value of the mortgage
note payable was approximately $2,768,000 at December 31, 1997 and $2,674,000 at
December 31, 1996.




<PAGE>
NOTE 8 - LEGAL PROCEEDINGS
--------------------------

The Partnership is not party to, nor are any of the Partnership's properties the
subject of any material pending legal proceedings,  other than ordinary, routine
litigation incidental to the Partnership's business, except for the following:

1)   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. On October 31, 1997, the Plaintiffs filed a second  consolidated and
     amended complaint. Defendants must move, answer or otherwise respond to the
     second consolidated and amended complaint by June 30, 1998.





<PAGE>
2)   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  (as  defined  in this  Section  1, 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,  Ernst & Young, for negligence and fraud in
     failing to detect and/or report  overcharges of  fees/expenses by Southmark
     Corporation ("Southmark"),  the former general partner. The former auditors
     initially 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 counterclaims  were later dismissed
     on appeal, as discussed below.

     The  trial  court  granted   summary   judgment   against  the   Affiliated
     Partnerships based on the statute of limitations;  however,  on appeal, the
     Dallas Court of Appeals reversed the trial court and remanded for trial the
     Affiliated  Partnerships'  fraud claims  against  Ernst & Young.  The Texas
     Supreme  Court  denied  Ernst &  Young's  application  for writ of error on
     January 11, 1996. Shortly before trial, the district court judge once again
     granted summary judgment against the Affiliated Partnerships on December 2,
     1996. The Partnership is continuing to pursue vigorously its claims against
     Ernst & Young;  however,  the final  outcome of this  litigation  cannot be
     determined at this time.



<PAGE>
                        McNEIL REAL ESTATE FUND XX, L.P.
                                  SCHEDULE III
               REAL ESTATE INVESTMENT AND ACCUMULATED DEPRECIATION
                                December 31, 1997

<TABLE>
<CAPTION>
                                                                                                    Costs
                                                     Initial Cost              Cumulative        Capitalized
                             Related                       Buildings and     Write-down for      Subsequent
Description               Encumbrances        Land         Improvements        Impairment       To Acquisition
-----------               ------------        ----        --------------    -------------       --------------
<S>                       <C>            <C>              <C>               <C>                 <C>
Sterling Springs
   Apartments
   Austin, TX             $2,666,814     $   392,000      $    2,908,000    $           -       $  974,558
                           =========      ==========       =============     ============        =========
</TABLE>


                     See accompanying notes to Schedule III.


<PAGE>
                        McNEIL REAL ESTATE FUND XX, L.P.
                                  SCHEDULE III
               REAL ESTATE INVESTMENT AND ACCUMULATED DEPRECIATION
                                December 31, 1997

<TABLE>
<CAPTION>
                                            Gross Amount at
                                     Which Carried at Close of Period              Accumulated
                                                 Buildings and                     Depreciation
Description                      Land            Improvements     Total (a)      and Amortization
------------                     ----            -------------    --------       ----------------
<S>                          <C>                 <C>           <C>               <C>
Sterling Springs
   Apartments
   Austin, TX                $       392,000     $3,882,558    $   4,274,558     $    (1,290,949)
                              ==============      =========     ============      ==============
</TABLE>


(a)  For Federal  income tax purposes,  the property is  depreciated  over lives
     ranging  from 7 to 27.5 years using ACRS or MACRS  methods.  The  aggregate
     cost of real  estate  investments  for  Federal  income  tax  purposes  was
     $4,621,134 and accumulated depreciation was 754,231 at December 31, 1997.



                     See accompanying notes to Schedule III.
<PAGE>
                        McNEIL REAL ESTATE FUND XX, L.P.
                                  SCHEDULE III
               REAL ESTATE INVESTMENT AND ACCUMULATED DEPRECIATION
                                December 31, 1997

<TABLE>
<CAPTION>

                                 Date of                    Date                Depreciable
Description                   Construction                Acquired              Lives (Years)
-----------                   ------------                --------              -------------
<S>                             <C>                         <C>                     <C>
Sterling Springs
   Apartments
   Austin, TX                   1985                        7/90                    5-25

</TABLE>



                     See accompanying notes to Schedule III.

<PAGE>
                        McNEIL REAL ESTATE FUND XX, L.P.

                              Notes to Schedule III
               Real Estate Investment and Accumulated Depreciation


A  summary  of  activity  for the  Partnership's  real  estate  investments  and
accumulated depreciation is as follows:

<TABLE>
<CAPTION>

                                                            For the Years Ended December 31,
                                                   ----------------------------------------------------
                                                        1997               1996               1995
                                                   --------------     --------------   ----------------
<S>                                                <C>                <C>              <C>
Real estate investments:

Balance at beginning of year...............        $    6,892,667     $    6,819,484   $      6,700,869

Disposition of real estate.................            (2,796,344)                 -                  -

Improvements...............................               178,235             73,183            118,615
                                                    -------------      -------------     --------------

Balance at end of year.....................        $    4,274,558     $    6,892,667    $     6,819,484
                                                    =============      =============     ==============


Accumulated depreciation:

Balance at beginning of year...............        $    1,435,080     $    1,093,107    $       762,675

Disposition of real estate.................              (389,290)                 -                  -

Depreciation...............................               245,159            341,973            330,432
                                                   --------------      -------------     --------------

Balance at end of year.....................        $    1,290,949     $    1,435,080    $    1,093,107
                                                    =============      =============     ==============
</TABLE>

<PAGE>

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
-------  ---------------------------------------------------------------
         FINANCIAL DISCLOSURES.
         ----------------------

None.

                                    PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
--------  --------------------------------------------------

Neither the  Partnership  nor the General Partner has any directors or executive
officers.  The names and ages of, as well as the positions held by, the officers
and  directors of McNeil  Investors,  Inc.,  the general  partner of the General
Partner, are as follows:

<TABLE>
<CAPTION>
                                        Other Principal Occupations and Other
Name and Position             Age       Directorships During the Past 5 Years
-----------------             ---       -------------------------------------
<S>                            <C>      <C>
Robert A. McNeil,              77       Mr.  McNeil  is also  Chairman  of   the
Chairman of the                         Board and Director of McNeil Real Estate
Board and Director                      Management,  Inc. ("McREMI") which is an
                                        affiliate of the General Partner. He has
                                        held the foregoing  positions  since the
                                        formation  of such  entity in 1990.  Mr.
                                        McNeil  received  his B.A.  degree  from
                                        Stanford  University  in  1942  and  his
                                        L.L.B.  degree from  Stanford Law School
                                        in 1948. He is a member of the State Bar
                                        of  California  and has been involved in
                                        real  estate  financing  since  the late
                                        1940's and in real estate  acquisitions,
                                        syndications  and   dispositions   since
                                        1960. From 1986 until active  operations
                                        of  McREMI  and  McNeil  Partners,  L.P.
                                        began in February 1991, Mr. McNeil was a
                                        private investor. Mr. McNeil is a member
                                        of the International  Board of Directors
                                        of the Salk  Institute,  which  promotes
                                        research in improvements in health care.

Carole J. McNeil               54       Mrs.   McNeil    is  Co-Chairman,   with
Co-Chairman of the                      husband  Robert  A.  McNeil,  of  McNeil
Board                                   Investors,  Inc. Mrs.  McNeil has twenty
                                        years of real  estate  experience,  most
                                        recently as a private investor from 1986
                                        to 1993.  In 1982,  she founded  Ivory &
                                        Associates,  a  commercial  real  estate
                                        brokerage  firm  in San  Francisco,  CA.
                                        Prior to that, she was a commercial real
                                        estate   associate   with  the   Madison
                                        Company and, earlier, a commercial sales
                                        associate  and  analyst  with Marcus and
                                        Millichap  in San  Francisco.  In  1978,
                                        Mrs.   McNeil   established  the  Escrow
                                        Training  Centers,   California's  first
                                        accredited  commercial  training program
                                        for title  company  escrow  officers and
                                        real  estate  agents   needing   college
                                        credits   to   qualify   for   brokerage
                                        licenses.  She  began in real  estate as
                                        Manager and Marketing  Director of Title
                                        Insurance and Trust in Marin County, CA.
                                        Mrs. McNeil serves on the  International
                                        Board   of   Directors   of   the   Salk
                                        Institute.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                                        Other Principal Occupations and Other
Name and Position              Age      Directorships during the Past 5 Years
-----------------              ---      -------------------------------------
<S>                            <C>      <C>
Ron K. Taylor                  40       Mr.  Taylor is the  President  and Chief
President and Chief                     Executive  Officer of McNeil Real Estate
Executive Officer                       Management  which is an affiliate of the
                                        General Partner.  Mr. Taylor has been in
                                        this capacity  since the  resignation of
                                        Donald K. Reed on March 4,  1997.  Prior
                                        to       assuming       his      current
                                        responsibilities, Mr. Taylor served as a
                                        Senior  Vice  President  of McREMI.  Mr.
                                        Taylor has been in this  capacity  since
                                        McREMI  commenced  operations  in  1991.
                                        Prior  to  joining  McREMI,  Mr.  Taylor
                                        served as an  Executive  Vice  President
                                        for  a   national   syndication/property
                                        management  firm. In this capacity,  Mr.
                                        Taylor  had the  responsibility  for the
                                        management  and leasing of a  21,000,000
                                        square  foot   portfolio  of  commercial
                                        properties. Mr. Taylor has been actively
                                        involved  in the  real  estate  industry
                                        since 1983.
</TABLE>

Each director  shall serve until his successor  shall have been duly elected and
qualified.


ITEM 11.  EXECUTIVE COMPENSATION
--------  ----------------------

No direct  compensation  was paid or payable by the  Partnership to directors or
officers  (since it does not have any  directors or officers) for the year ended
December  31,  1997,  nor was any  direct  compensation  paid or  payable by the
Partnership  to  directors  or officers  of the  general  partner of the General
Partner for the year ended  December 31, 1997. The  Partnership  has no plans to
pay any such remuneration to any directors or officers of the general partner of
the General Partner in the future.

See Item 13 - Certain  Relationships  and  Related  Transactions  for amounts of
compensation and  reimbursements  paid by the Partnership to the General Partner
and its affiliates.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
--------  --------------------------------------------------------------

(A)     Security ownership of certain beneficial owners.

        No individual or group, as defined by Section 13(d)(3) of the Securities
        Exchange Act of 1934,  was known by the  Partnership to own more than 5%
        of the Units, other than High River Limited Partnership which owns 6,490
        Units at January 31, 1998  (approximately 13% of the outstanding Units).
        The business  address for High River  Limited  Partnership  is 100 South
        Bedford Road, Mount Kisco, New York 10549.
<PAGE>
(B)     Security ownership of management.

        The  General  Partner  and the  officers  and  directors  of its general
        partner  collectively  own 4.5  Units,  which  is less  than 1% of Units
        outstanding at January 31, 1998.

(C)     Change in control.

        None.

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
--------  ----------------------------------------------

The amendments to the Partnership compensation structure included in the Amended
Partnership  Agreement  provide for an asset management fee to replace all other
forms of general partner  compensation  other than property  management fees and
reimbursements  of certain  costs.  Through 1999,  the asset  management  fee is
calculated as 1% of the Partnership's tangible asset value. Tangible asset value
is  determined  by using the greater of (i) an amount  calculated  by applying a
capitalization  rate of 9 percent to the annualized net operating income of each
property,  (ii) a  value  of  $10,000  per  apartment  unit  or  (iii)  on  1130
Sacramento,  the  prorated  net book value of the property was used 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. The fee
percentage  decreases  subsequent to 1999. For the year ended December 31, 1997,
the Partnership paid or accrued $150,919 of such asset management fees.

The  Partnership  pays property  management fees equal to 5% of the gross rental
receipts of its properties to McREMI,  an affiliate of the General Partner,  for
providing property management services. Additionally, the Partnership reimburses
McREMI for its costs,  including  overhead,  of administering  the Partnership's
affairs.  For the year ended December 31, 1997, the Partnership  paid or accrued
$174,911  of such  property  management  fees and  reimbursements.  See Item 1 -
Business,  Item 7 - Management's  Discussion and Analysis of Financial Condition
and Results of Operations and Item 8 - Note 2 - "Transactions With Affiliates."

Under the terms of its Amended  Partnership  Agreement,  the Partnership  pays a
disposition fee to an affiliate of the General Partner  equaling up to 3% of the
gross sales price for brokerage  services  performed in connection with the sale
of the Partnership's properties,  provided,  however, that in no event shall all
real estate  commissions  (including  the  disposition  fee) paid to all persons
exceed the amount customarily charged in similar arms-length  transactions.  The
fee is due and payable at the time the sale closes.  The Partnership  incurred a
$124,500  disposition  fee  during  1997 in  connection  with  the  sale of 1130
Sacramento Condominiums.  This amount represents 2.65% of the gross sales price.
This fee has not yet been paid by the  Partnership and is included in payable to
affiliates on the Balance Sheet at December 31, 1997.

<PAGE>
                                     PART IV

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
--------  ----------------------------------------------------------------

See accompanying Index to Financial  Statements at Item 8 - Financial Statements
and Supplementary Data.

(A)       Exhibits

<TABLE>
<CAPTION>
          Exhibit
          Number                            Description
          -------                           -----------
          <S>                               <C>
          4.                                Amended   and    Restated    Limited
                                            Partnership  Agreement  dated  March
                                            30, 1992  (incorporated by reference
                                            to  the   Current   Report   of  the
                                            registrant  on Form 8-K dated  March
                                            30,  1992,  as filed  on  April  10,
                                            1992).

          10.5                              Promissory Note   dated  October 30,
                                            1985,  between Lakeland  Associates,
                                            Ltd.  and  Paris  Savings  and  Loan
                                            Association   relating  to  Lakeland
                                            Nursing Home. (1)

          10.6                              Loan Participation  Agreement  dated
                                            September 4, 1986, between Southmark
                                            Income  Investors,  Ltd.  and  Paris
                                            Savings    and   Loan    Association
                                            relating to Lakeland  Nursing  Home.
                                            (1)

          10.7                              Promissory   Note dated February 28,
                                            1986,  between Idlewood  Associates,
                                            Ltd.  and  Southern   Heritage  Life
                                            Insurance    Company   relating   to
                                            Idlewood Nursing Home. (1)

          10.8                              Loan  Participation  Agreement dated
                                            September 4, 1986, between Southmark
                                            Income  Investors,  Ltd.  and  Paris
                                            Savings    and   Loan    Association
                                            relating to Idlewood  Nursing  Home.
                                            (1)

          10.9                              Note  and Mortgage  Modification and
                                            Extension  Agreement  dated December
                                            16, 1997, between McNeil Real Estate
                                            Fund  XXI,   L.P.  and  McNeil  Real
                                            Estate  Fund XX,  L.P.  relating  to
                                            Fort Meigs Plaza.

</TABLE>

<PAGE>
<TABLE>
<CAPTION>
          Exhibit
          Number                            Description
          -------                           -----------
         <S>                               <C>
          10.10                             Loan Agreement dated June  23, 1993,
                                            between  Lexington  Mortgage Company
                                            and  McNeil  Real  Estate  Fund  XX,
                                            L.P., et al. (3)

          10.11                             Property Management Agreement  dated
                                            June 24, 1993,  between  McNeil Real
                                            Estate Management, Inc. and Sterling
                                            Springs Fund XX Limited  Partnership
                                            (filed without schedules). (4)

          10.14                             Property  Management Agreement dated
                                            March 30, 1992,  between McNeil Real
                                            Estate Fund XX, L.P. and McNeil Real
                                            Estate Management, Inc. (2)

          10.15                             Amendment  of   Property  Management
                                            Agreement  dated  March 5, 1993,  by
                                            McNeil Real Estate Fund XX, L.P. and
                                            McNeil Real Estate Management,  Inc.
                                            (2)

          11.                               Statement  regarding  computation of
                                            net income per  limited  partnership
                                            unit   (see   Item  8  -  Note  1  -
                                            "Organization    and    Summary   of
                                            Significant Accounting Policies").

</TABLE>
          22.                               Following is a list of subsidiaries
                                             of the Partnership:
<TABLE>
<CAPTION>
                                                                                                  Names Under
                                                                            Jurisdiction          Which It Is
                                            Name of Subsidiary            Of Incorporation       Doing Business
                                            ------------------            ----------------       --------------
                                            <S>                            <C>                        <C>
                                            Sterling Springs Fund XX
                                              Limited Partnership          Delaware                   None

</TABLE>
          28.                               Balance  sheet of   Fort Meigs Plaza
                                            as of  December  31,  1997,  and the
                                            related  statements  of  operations,
                                            owner's  deficit  and cash flows for
                                            the years then ended  (together with
                                            report   of    independent    public
                                            accountants).  Balance sheet of Fort
                                            Meigs Plaza as of December 31, 1996,
                                            and  the   related   statements   of
                                            operations, owner's deficit and cash
                                            flows  for each of the two  years in
                                            the period  ended  December 31, 1996
                                            (unaudited).




<PAGE>
                  (1)                       Incorporated   by reference   to the
                                            Quarterly  Report of the  registrant
                                            on Form  10-Q for the  period  ended
                                            March 31, 1991,  as filed on May 14,
                                            1991.

                  (2)                       Incorporated  by  reference to   the
                                            Annual  Report of the  registrant on
                                            Form  10-K  for  the  period   ended
                                            December 31, 1992, as filed on March
                                            30, 1993.

                  (3)                       Incorporated  by reference  to   the
                                            Annual  Report of McNeil Real Estate
                                            Fund XI, Ltd.  (File No.  0-9783) on
                                            Form  10-K  for  the  period   ended
                                            December 31, 1993, as filed on March
                                            30, 1994.

                  (4)                       Incorporated  by  reference  to  the
                                            Annual  Report of the  registrant on
                                            Form  10-K  for  the  period   ended
                                            December 31, 1993, as filed on March
                                            30, 1994.


(B)       A Form 8-K with respect to Item 2 dated August 28, 1997,  was filed on
          October 22, 1997 regarding the sale of 1130 Sacramento Condominiums.


<PAGE>
                        McNEIL REAL ESTATE FUND XX, L.P.
                              A Limited Partnership

                                 SIGNATURE PAGE


Pursuant to the  requirements of Section 13 or 15(d) 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 XX, L.P.


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

                                  By: McNeil Investors, Inc., General Partner



March 31, 1998                    By:  /s/  Robert A. McNeil
--------------                         -----------------------------------------
Date                                   Robert A. McNeil
                                       Chairman of the Board and Director
                                       Principal Executive Officer


Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  registrant and
in the capacities and on the dates indicated.




March 31, 1998                    By:  /s/  Ron K. Taylor
--------------                         -----------------------------------------
Date                                   Ron K. Taylor
                                       President and Director of McNeil
                                         Investors, Inc.
                                       (Principal Financial Officer)




March 31, 1998                    By:  /s/  Carol A. Fahs
--------------                         -----------------------------------------
Date                                   Carol A. Fahs
                                       Vice President of McNeil Investors, Inc.
                                       (Principal Accounting Officer)