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


                                    FORM 10-Q



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


      For the quarterly period ended           March 31, 1998
                                     -------------------------------------------


                                       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
                                                   -----------------------------



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

<PAGE>
                          PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                        MCNEIL REAL ESTATE FUND XX, L.P.

                                 BALANCE SHEETS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                         March 31,          December 31,
                                                                            1998                1997
                                                                       ---------------      --------------

ASSETS
------

Real estate investments:
<S>                                                                    <C>                  <C>           
   Land.....................................................           $       392,000      $      392,000
   Buildings and improvements...............................                 3,888,579           3,882,558
                                                                        --------------       -------------
                                                                             4,280,579           4,274,558
   Less:  Accumulated depreciation..........................                (1,350,394)         (1,290,949)
                                                                        --------------       -------------
                                                                             2,930,185           2,983,609

Mortgage loan investments, net of allowance of
   $792,013 at March 31, 1998 and
   December 31, 1997........................................                 3,234,247           3,268,712
Mortgage loan investments - affiliate, net of allowance
   of $130,000 at March 31, 1998 and
   December 31, 1997........................................                 3,595,987           3,600,076
Cash and cash equivalents ..................................                   631,242           1,824,293
Cash segregated for security deposits.......................                    31,911              27,405
Interest and other accounts receivable......................                   106,834             140,025
Escrow deposits.............................................                   205,387             162,652
Deferred borrowing costs, net of accumulated
   amortization of $64,205 and $60,222 at March 31,
   1998 and December 31, 1997, respectively.................                    97,289             101,272
Prepaid expenses and other assets...........................                     4,200               4,200
                                                                        --------------       -------------
                                                                       $    10,837,282      $   12,112,244
                                                                        ==============       =============

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

Mortgage note payable, net..................................           $     2,653,907      $    2,666,814
Accounts payable and other accrued expenses.................                    43,135              61,994
Accrued property taxes......................................                   173,661             137,050
Payable to affiliates.......................................                   267,576             203,444
Deferred revenue............................................                    25,573              27,229
Security deposits and deferred rental revenue...............                    28,043              29,494
                                                                        --------------       -------------
                                                                             3,191,895           3,126,025
                                                                        --------------       -------------

Partners' equity (deficit):
  Limited  partners  - 60,000  limited partnership units
    authorized; 49,512 limited partnership units issued and
    outstanding at March 31, 1998 and December 31, 1997....                 7,940,437           9,282,684
  General Partner..........................................                  (295,050)           (296,465)
                                                                        --------------       -------------
                                                                             7,645,387           8,986,219
                                                                        --------------       -------------
                                                                       $    10,837,282      $   12,112,244
                                                                        ==============       =============
</TABLE>

The  financial  information  included  herein has been  prepared  by  management
without audit by independent public accountants.

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

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                                 Three Months Ended
                                                                                      March 31,
                                                                           ---------------------------------
                                                                                1998                1997
                                                                           --------------     --------------
Revenue:
<S>                                                                        <C>                <C>           
   Rental revenue.............................................             $      337,688     $      330,636
   Interest income on mortgage loan investments...............                     69,496             67,757
   Interest income on mortgage loan investments -
     affiliate.................................................                   108,214             15,137
   Other interest income.......................................                    22,163             37,053
                                                                            -------------      -------------
     Total revenue.............................................                   537,561            450,583
                                                                            -------------      -------------

Expenses:
   Interest....................................................                    61,304             62,131
   Depreciation................................................                    59,445             85,587
   Property taxes..............................................                    36,892             44,419
   Personnel costs.............................................                    40,797             41,862
   Utilities...................................................                    20,225             19,616
   Repairs and maintenance.....................................                    28,876             49,826
   Property management fees - affiliates.......................                    14,994             16,226
   Other property operating expenses...........................                    20,709             28,033
   General and administrative..................................                    48,435             34,784
   General and administrative - affiliates.....................                    64,400             64,757
                                                                            -------------      -------------
     Total expenses............................................                   396,077            447,241
                                                                            -------------      -------------

Net income.....................................................            $      141,484     $        3,342
                                                                            =============      =============


Net income allocable to limited partners.......................            $      140,069     $        3,309
Net income allocable to General Partner........................                     1,415                 33
                                                                            -------------      -------------
Net income.....................................................            $      141,484     $        3,342
                                                                            =============      =============


Net income per limited partnership unit........................            $         2.83     $          .07
                                                                            =============      =============

Distributions per limited partnership unit.....................            $        29.94     $        15.15
                                                                            =============      =============

</TABLE>



The  financial  information  included  herein has been  prepared  by  management
without audit by independent public accountants.

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

                    STATEMENTS OF PARTNERS' EQUITY (DEFICIT)
                                   (Unaudited)

               For the Three Months Ended March 31, 1998 and 1997


<TABLE>
<CAPTION>

                                                                                                  Total
                                                   General                 Limited               Partners'
                                                   Partner                 Partners            Equity (Deficit)
                                                 ---------------         --------------        ----------------
<S>                                              <C>                     <C>                   <C>           
Balance at December 31, 1996..............       $     (318,863)         $   10,315,277        $    9,996,414

Net income................................                   33                   3,309                 3,342

Distributions to limited partners.........                    -                (749,994)             (749,994)
                                                  -------------           -------------         -------------

Balance at March 31, 1997.................       $     (318,830)         $    9,568,592        $    9,249,762
                                                  =============           =============         =============



Balance at December 31, 1997..............       $     (296,465)         $    9,282,684        $    8,986,219

Net income................................                1,415                 140,069               141,484

Distributions to limited partners.........                    -              (1,482,316)           (1,482,316)
                                                  -------------           -------------         -------------

Balance at March 31, 1998.................       $     (295,050)         $    7,940,437        $    7,645,387
                                                  =============           =============         =============

</TABLE>






The  financial  information  included  herein has been  prepared  by  management
without audit by independent public accountants.

                 See accompanying notes to financial statements.

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

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                Increase (Decrease) in Cash and Cash Equivalents

<TABLE>
<CAPTION>
                                                                            Three Months Ended
                                                                                  March 31,
                                                                -------------------------------------------
                                                                       1998                      1997
                                                                -------------------        ----------------

Cash flows from operating activities:
<S>                                                             <C>                        <C>            
   Cash received from tenants........................           $          364,529         $       324,076
   Cash paid to suppliers............................                     (173,329)               (229,469)
   Cash paid to affiliates...........................                      (15,262)                (78,399)
   Interest received.................................                       90,074                 105,759
   Interest received from affiliate..................                      108,131                  12,222
   Interest paid.....................................                      (55,301)                (56,473)
   Property taxes paid...............................                         (281)                   (105)
   Property taxes escrowed...........................                      (46,800)                (32,500)
                                                                 -----------------          --------------
Net cash provided by operating activities............                      271,761                  45,111
                                                                 -----------------          --------------

Cash flows from investing activities:
   Additions to real estate investments..............                       (6,021)                 (3,769)
   Collection of principal on mortgage loan
     investments.....................................                       34,465                  33,669
   Collection of principal on mortgage loan
     investments - affiliate.........................                        4,089                       -
                                                                 -----------------          --------------
Net cash provided by investing activities............                       32,533                  29,900
                                                                 -----------------          --------------

Cash flows from financing activities:
   Principal payments on mortgage note payable.......                      (15,029)                (13,857)
   Distributions to limited partners.................                   (1,482,316)               (749,994)
                                                                 -----------------          --------------
Net cash used in financing activities................                   (1,497,345)               (763,851)
                                                                 -----------------          --------------

Net decrease in cash and cash equivalents............                   (1,193,051)               (688,840)

Cash and cash equivalents at beginning of
   period............................................                    1,824,293               3,188,257
                                                                 -----------------          --------------

Cash and cash equivalents at end of period...........           $          631,242         $     2,499,417
                                                                 =================          ==============
</TABLE>


The  financial  information  included  herein has been  prepared  by  management
without audit by independent public accountants.

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

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

              Reconciliation of Net Income to Net Cash Provided by
                              Operating Activities

<TABLE>
<CAPTION>
                                                                           Three Months Ended
                                                                                 March 31,
                                                                  ----------------------------------------
                                                                        1998                    1997
                                                                  ----------------         ---------------
<S>                                                               <C>                      <C>            
Net income...........................................             $        141,484         $         3,342
                                                                   ---------------          --------------

Adjustments to reconcile net income to net cash
   provided  by  operating activities:
   Depreciation......................................                       59,445                  85,587
   Amortization of deferred borrowing costs..........                        3,983                   3,737
   Amortization of discount on mortgage note
     payable.........................................                        2,122                   2,015
   Changes in assets and liabilities:
     Cash segregated for security deposits...........                       (4,506)                 (3,918)
     Interest and other accounts receivable..........                       33,191                  (2,631)
     Escrow deposits.................................                      (42,735)                100,866
     Prepaid expenses and other assets...............                            -                     834
     Accounts payable and other accrued
       expenses......................................                      (18,859)                (56,549)
     Accrued property taxes..........................                       36,611                 (86,643)
     Payable to affiliates...........................                       64,132                   2,584
     Deferred revenue................................                       (1,656)                 (1,656)
     Security deposits and deferred rental
       revenue.......................................                       (1,451)                 (2,457)
                                                                   ---------------          --------------

       Total adjustments.............................                      130,277                  41,769
                                                                   ---------------          --------------

Net cash provided by operating activities............             $        271,761         $        45,111
                                                                   ===============          ==============
</TABLE>




The  financial  information  included  herein has been  prepared  by  management
without audit by independent public accountants.

                 See accompanying notes to financial statements.

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

                          Notes to Financial Statements
                                 March 31, 1998
                                   (Unaudited)

NOTE 1.
-------

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  Uniform  Limited
Partnership Act. 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 principal  place of business for the Partnership and
the General Partner is 13760 Noel Road, Suite 700, Dallas, Texas 75240.

In the opinion of management,  the financial  statements reflect all adjustments
necessary for a fair  presentation of the Partnership's  financial  position and
results  of  operations.  All  adjustments  were of a normal  recurring  nature.
However, the results of operations for the three months ended March 31, 1998 are
not  necessarily  indicative  of the results to be expected  for the year ending
December 31, 1998.

NOTE 2.
-------

The  financial  statements  should  be read in  conjunction  with the  financial
statements  contained in the  Partnership's  Annual  Report on Form 10-K for the
year  ended  December  31,  1997,  and the  notes  thereto,  as  filed  with the
Securities and Exchange  Commission,  which is available upon request by writing
to McNeil Real Estate Fund XX, L.P.,  c/o McNeil Real Estate  Management,  Inc.,
Investor Services, 13760 Noel Road, Suite 600, LB70, Dallas, Texas 75240.

NOTE 3.
-------

Certain prior period amounts have been  reclassified to conform with the current
period presentation.

NOTE 4.
-------

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.

Under the terms of its partnership agreement, the Partnership pays a disposition
fee to an  affiliate  of the General  Partner  equal 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 Sheets at March 31, 1998 and December 31, 1997.

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

The  Partnership  is paying an asset  management  fee  which is  payable  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% to the annualized net operating  income of each property,  (ii) a value of
$10,000 per apartment  unit or (iii) on 1130  Sacramento,  the net book value of
the  property  is 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.

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

                                                     Three Months Ended
                                                          March 31,
                                                  --------------------------
                                                    1998            1997
                                                  ---------       ----------

Property management fees.....................     $  14,994       $  16,226
Charged to general and administrative -
   affiliates:
   Partnership administration................        25,167           26,579
   Asset management fee......................        39,233           38,178
                                                   --------        ---------
                                                  $  79,394       $   80,983
                                                   ========        =========

Payable  to  affiliates  at March  31,  1998 and  December  31,  1997  consisted
primarily of unpaid property  management  fees,  disposition  fees,  Partnership
general and  administrative  expenses and asset  management fees and are due and
payable from current operations.

NOTE 5.
-------

The Partnership's mortgage loan investments - affiliate are secured by first and
second liens on Fort Meigs Plaza Shopping Center, which is owned by an affiliate
of the  General  Partner.  On April 20,  1998,  Fort  Meigs  Plaza was sold to a
non-affiliate for a gross sales price of $3.8 million.  The Partnership received
$3,615,354 as payment in full for both principal and interest  receivable on the
loans.

NOTE 6.
-------

The  mortgage  loan  investment  secured by  Idlewood  Nursing  Home  matured in
February  1998. On May 1, 1998, the  Partnership  received $2.4 million from the
borrower as payment in full for both  principal  and interest  receivable on the
loan (the actual balance of the loan is greater than the book value).  Since the
Partnership owns an 83% participation interest in the note, $408,000 of the $2.4
million settlement is payable to the owner of the remaining 17% of the note.



<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
-------  ---------------------------------------------------------------
         RESULTS OF OPERATIONS
         ---------------------

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

There has been no  significant  change in the  operations  of  Sterling  Springs
Apartments; 1130 Sacramento Condominiums was sold in August 1997.

The  Partnership  reported  net income of $141,484 for the first three months of
1998 as  compared  to  $3,342  for the same  period  in 1997.  Revenues  in 1998
increased to $537,561  from  $450,583 in 1997,  while  expenses were $396,077 in
1998 as compared to $447,241 in 1997.

Net cash  provided by  operating  activities  was  $271,761 for the three months
ended March 31, 1998. The Partnership expended $6,021 for capital  improvements,
made $15,029 in principal  payments on its mortgage note payable and distributed
$1,482,316  to the limited  partners.  After  receiving  $34,465 of principal on
mortgage loan investments and $4,089 of principal on mortgage loan investments -
affiliate,  cash and cash equivalents  totaled $631,242 at March 31, 1998, a net
decrease of $1,193,051 from the balance at December 31, 1997.

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

Revenue:

Total  revenue  increased  by $86,978 for the three month period ended March 31,
1998 as compared to the same period in 1997.  The  increase was mainly due to an
increase in interest income on mortgage loan investments - affiliate,  partially
offset by a decrease in other interest income, as discussed below.

In the first three months of 1998,  interest income on mortgage loan investments
- affiliates increased by $93,077 as compared to the first three months of 1997.
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 first quarter of 1997 includes  interest on the second lien
loan only while 1998 includes interest on both the first and second lien loans.

Other  interest  income  decreased  by $14,890 for the three month  period ended
March 31, 1998 as compared to the same period in 1997. The overall  decrease was
the result of a decrease in cash  available  for  short-term  investment  in the
first  quarter of 1998,  mainly due to the payment of  distributions  to limited
partners.

Expenses:

Total  expenses  for the three month  period  ended March 31, 1998  decreased by
$51,164 as compared to the same period in 1997.  The  decrease was mainly due to
the  sale of  1130  Sacramento  Condominiums  in  August  1997,  which  incurred
approximately $55,000 of expenses in the first quarter of 1997.






<PAGE>
Depreciation  expense for the three  months  ended March 31, 1998  decreased  by
$26,142 in  relation to the same period in 1997.  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.

For the quarter  ended March 31,  1998,  property  taxes  decreased by $7,527 in
relation to the comparable  period in the prior year,  mainly due to the sale of
1130 Sacramento in the third quarter of 1997.

Repairs and maintenance  decreased by $20,950 for the first three months of 1998
as  compared  to the first  three  months of 1997.  $4,355 of the  decrease  was
attributable  to 1130  Sacramento,  which was sold in August 1997. The remaining
decrease  was due to a greater  amount of  turnover  and  expenses  incurred  to
maintain occupancy at Sterling Springs Apartments in the first quarter of 1997.

In the first three months of 1998, other property  operating  expenses decreased
by $7,324 as compared to the first three months of 1997. The decrease was mainly
due to a $5,000  deductible paid by the Partnership in the first quarter of 1997
for a minor tenant claim settled by the Partnership's insurance carrier.

General and  administrative  expenses  increased by $13,651 for the three months
ended March 31, 1998 in relation to the comparable  period in 1997. The increase
was mainly due to costs incurred to explore  alternatives  to maximize the value
of the Partnership (see Liquidity and Capital Resources).

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

The Partnership  generated $271,761 of cash through operating activities for the
first three  months of 1998 as compared  to $45,111  generated  during the first
three months of 1997.  The increase in 1998 was  partially due to an increase in
interest  received from  affiliate and a decrease in cash paid to suppliers (see
discussion of changes in corresponding revenue and expense accounts,  above). In
addition, there was a decrease in cash paid to affiliates in 1998.

The  Partnership  distributed  $1,482,316  and $749,994 to the limited  partners
during the three months ended March 31, 1998 and 1997, respectively.

Short-term liquidity:

At March 31, 1998, the Partnership  held cash and cash  equivalents of $631,242.
This  balance   provides  a  reasonable   level  of  working   capital  for  the
Partnership's immediate needs in operating its remaining property.

In 1998, the operation of Sterling Springs  Apartments,  the Partnership's  only
remaining  property,  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.  Capital improvements to the Partnership's property in 1998 are expected
to be funded from operations of the property.





<PAGE>
The  mortgage  loan  investment  secured by  Idlewood  Nursing  Home  matured in
February  1998. On May 1, 1998, the  Partnership  received $2.4 million from the
borrower as payment in full for both  principal  and interest  receivable on the
loan (the actual balance of the loan is greater than the book value).  Since the
Partnership owns an 83% participation interest in the note, $408,000 of the $2.4
million settlement is payable to the owner of the remaining 17% of the note.

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  sold the property to a  non-affiliate  in April 1998 for
$3.8 million.  The Partnership  received  $3,615,354 as payment in full for both
principal and interest receivable on the loans.

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.

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.

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>
                           PART II. OTHER INFORMATION

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

(a)      Exhibits.

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

         4.                         Amended and  Restated  Limited   Partnership
                                    Agreement  dated  March 30,  1992. (Incorpo-
                                    rated  by reference to the Current Report of
                                    the  registrant  on Form 8-K dated March 30,
                                    1992, as filed on April 10, 1992).

         11.                        Statement   regarding   computation  of  Net
                                    Income per  Limited  Partnership  Unit:  Net
                                    income  per  limited   partnership  unit  is
                                    computed by dividing net income allocated to
                                    the limited partners by the weighted average
                                    number   of   limited    partnership   units
                                    outstanding.  Per unit  information has been
                                    computed based on 49,512 limited partnership
                                    units outstanding in 1998 and 1997.

         27.                        Financial  Data  Schedule  for  the  quarter
                                    ended March 31, 1998.

(b)      Reports  on  Form 8-K.  A   Form  8-K   with  respect  to  Item 2 dated
         April 20,  1998 was filed on May 5, 1998 regarding  the payoff  of  the
         Fort Meigs  Plaza  mortgage  loan  investments  - affiliate   and   the
         Idlewood Nursing Home mortgage loan investment.



<PAGE>


                        MCNEIL REAL ESTATE FUND XX, L.P.

                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized:



                               McNEIL REAL ESTATE FUND XX, L.P.

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

                                    By: McNeil Investors, Inc., General Partner


May 14, 1998                        By:  /s/  Ron K. Taylor
------------                           -----------------------------------------
Date                                    Ron K. Taylor
                                        President and Director of McNeil 
                                         Investors, Inc.
                                        (Principal Financial Officer)




May 14, 1998                        By:  /s/  Carol A. Fahs
------------                           -----------------------------------------
Date                                    Carol A. Fahs
                                        Vice President of McNeil Investors, Inc.
                                        Principal Accounting Officer)