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  0-14267
                           ---------



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




         California                              74-2339537
--------------------------------------------------------------------------------
(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 XXIV, L.P.

                                 BALANCE SHEETS
                                   (Unaudited)

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

ASSETS
------

Real estate investments:
<S>                                                                    <C>                  <C>           
   Land.....................................................           $     1,624,347      $    1,624,347
   Buildings and improvements...............................                17,807,131          17,771,163
                                                                        --------------       -------------
                                                                            19,431,478          19,395,510
   Less:  Accumulated depreciation and amortization.........                (8,196,306)         (7,997,592)
                                                                        --------------       -------------
                                                                            11,235,172          11,397,918

Assets held for sale........................................                 4,377,861          10,935,647

Cash and cash equivalents...................................                 1,096,598           2,180,029
Cash segregated for security deposits.......................                    84,167              84,737
Accounts receivable, net of allowance for doubtful
   accounts of $5,597 and $24,095 at March 31, 1998
   and December 31, 1997, respectively......................                   494,112             588,578
Sales proceeds receivable...................................                 6,616,413                   -
Prepaid expenses and other assets, net......................                    65,651             114,823
                                                                        --------------       -------------
                                                                       $    23,969,974      $   25,301,732
                                                                        ==============       =============

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

Mortgage note payable.......................................           $     5,261,941      $    5,293,017
Accounts payable and accrued expenses.......................                   163,032             181,540
Payable to tenant...........................................                 1,622,873           1,622,873
Payable to affiliates.......................................                   527,358             192,735
Security deposits and deferred rental revenue...............                    74,582             100,283
                                                                        --------------       -------------
                                                                             7,649,786           7,390,448
                                                                        --------------       -------------
Partners' equity (deficit):
   Limited partners - 40,000 limited partnership
     units authorized and outstanding at March 31,
     1998 and December 31, 1997.............................                16,345,659          17,935,844
   General Partner..........................................                   (25,471)            (24,560)
                                                                        --------------       -------------
                                                                            16,320,188          17,911,284
                                                                        --------------       -------------
                                                                       $    23,969,974      $   25,301,732
                                                                        ==============       =============
</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 XXIV, L.P.

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                  Three Months Ended
                                                                                       March 31,
                                                                          ----------------------------------
                                                                                1998               1997
                                                                          ---------------     --------------
 Revenue:
<S>                                                                        <C>                <C>           
   Rental revenue.............................................             $    1,099,396     $    1,057,741
   Interest ...................................................                    28,558             20,980
                                                                            -------------      -------------
     Total revenue.............................................                 1,127,954          1,078,721
                                                                            -------------      -------------

Expenses:
   Interest....................................................                    98,357            103,924
   Depreciation and amortization...............................                   198,714            229,953
   Property taxes..............................................                    99,244            110,172
   Personnel costs.............................................                    76,359             87,216
   Utilities...................................................                    69,500             64,893
   Repairs and maintenance.....................................                    85,806            102,453
   Property management fees - affiliates.......................                    59,726             59,549
   Other property operating expenses...........................                    67,104             66,452
   General and administrative..................................                    85,551             29,566
   General and administrative - affiliates.....................                   136,262            122,136
   Loss on disposition of real estate..........................                   116,347                  -
   Write-down for impairment of real estate....................                   126,080                  -
                                                                            -------------      -------------

     Total expenses............................................                 1,219,050            976,314
                                                                            -------------      -------------

Net income (loss)..............................................            $      (91,096)    $      102,407
                                                                            ==============     =============


Net income (loss) allocable to limited partners................            $      (90,185)    $      101,383
Net income (loss) allocable to General Partner.................                      (911)             1,024
                                                                            --------------    --------------
Net income (loss)..............................................            $      (91,096)    $      102,407
                                                                            ==============     =============


Net income (loss) per limited partnership unit.................            $        (2.25)    $         2.53
                                                                            ==============     =============


Distributions per limited partnership unit.....................            $        37.50     $            -
                                                                            =============      =============
</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 XXIV, 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..............       $      (28,862)         $   18,009,967        $   17,981,105

Net income................................                1,024                 101,383               102,407
                                                  -------------           -------------         -------------

Balance at March 31, 1997.................       $      (27,838)         $   18,111,350        $   18,083,512
                                                  =============           =============         =============



Balance at December 31, 1997..............       $      (24,560)         $   17,935,844        $   17,911,284

Net loss..................................                 (911)                (90,185)              (91,096)

Distributions to limited partners.........                    -              (1,500,000)           (1,500,000)
                                                  -------------           -------------         -------------

Balance at March 31, 1998.................       $      (25,471)         $   16,345,659        $   16,320,188
                                                  =============           =============         =============
</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 XXIV, 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........................             $      1,115,659         $     1,003,197
   Cash paid to suppliers............................                     (385,691)               (388,723)
   Cash paid to affiliates...........................                      (65,365)               (145,985)
   Interest received.................................                       28,558                  20,980
   Interest paid.....................................                      (97,349)                (96,425)
   Property taxes paid...............................                     (107,659)               (148,519)
                                                                   ---------------          --------------
Net cash provided by operating activities............                      488,153                 244,525
                                                                   ---------------          --------------

Cash flows from investing activities:
   Additions to real estate investments..............                      (40,508)                (48,950)
                                                                   ---------------          --------------

Cash flows from financing activities:
   Principal payments on mortgage note
     payable.........................................                      (31,076)                (32,216)
   Distributions to limited partners.................                   (1,500,000)                      -
                                                                   ---------------          --------------
Net cash used in financing activities................                   (1,531,076)                (32,216)
                                                                   ---------------          --------------

Net increase (decrease) in cash and cash
   equivalents.......................................                   (1,083,431)                163,359

Cash and cash equivalents at beginning of
   period............................................                    2,180,029               1,615,604
                                                                   ---------------          --------------

Cash and cash equivalents at end of period...........             $      1,096,598         $     1,778,963
                                                                   ===============          ==============
</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 XXIV, L.P.

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

           Reconciliation of Net Income (Loss) to Net Cash Provided by
                              Operating Activities

<TABLE>
<CAPTION>
                                                                            Three Months Ended
                                                                                  March 31,
                                                                  ----------------------------------------
                                                                        1998                    1997
                                                                  -----------------       ----------------
<S>                                                               <C>                     <C>             
Net income (loss)....................................             $        (91,096)       $        102,407
                                                                   ---------------         ---------------

Adjustments to reconcile net income (loss) to net
   cash  provided by operating activities:
   Depreciation and amortization.....................                      198,714                 229,953
   Loss on disposition of real estate................                      116,347                       -
   Write-down for impairment of real estate..........                      126,080                       -
   Amortization of deferred borrowing costs..........                            -                   7,770
   Changes in assets and liabilities:
     Cash segregated for security deposits...........                          570                    (411)
     Accounts receivable, net........................                       45,865                (148,389)
     Prepaid expenses and other assets, net..........                        5,259                   4,641
     Accounts payable and accrued expenses...........                      (18,508)                (81,293)
     Payable to affiliates...........................                      130,623                  35,700
     Security deposits and deferred rental
       revenue.......................................                      (25,701)                 94,147
                                                                   ----------------         --------------

       Total adjustments.............................                      579,249                 142,118
                                                                   ---------------          --------------

Net cash provided by operating activities............             $        488,153         $       244,525
                                                                   ===============          ==============
</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 XXIV, L.P.

                          Notes to Financial Statements
                                 March 31, 1998
                                   (Unaudited)


NOTE 1.
-------

McNeil  Real Estate  Fund XXIV,  L.P.  (the  "Partnership"),  formerly  known as
Southmark Equity Partners, Ltd., was organized on October 19, 1984, as a limited
partnership under the provisions of the California  Revised Limited  Partnership
Act to acquire and operate  commercial and residential  properties.  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 600, LB70, Dallas, Texas, 75240.

In the opinion of management,  the financial  statements reflect all adjustments
necessary for a fair  presentation of the Partnership's  financial  position and
results  of  operations.  All  adjustments  were of a normal  recurring  nature.
However, the results of operations for the three months ended March 31, 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 XXIV, L.P., c/o McNeil Real Estate Management,  Inc.,
Investor Services, 13760 Noel Road, Suite 600, LB70, Dallas, Texas 75240.

NOTE 3.
-------

The  Partnership  pays property  management fees equal to 5% of the gross rental
receipts for its residential  properties and 6% of gross rental receipts for its
commercial  properties to McNeil Real Estate  Management,  Inc.  ("McREMI"),  an
affiliate of the General Partner, for providing property management services for
the Partnership's residential and commercial properties and leasing services for
its residential  properties.  McREMI may also choose to provide leasing services
for the Partnership's  commercial properties,  in which case McREMI will receive
property  management  fees from such  commercial  properties  equal to 3% of the
property's  gross  rental  receipts  plus  leasing   commissions  based  on  the
prevailing market rate for such services where the property is located.

Under the terms of its partnership agreement, the Partnership pays a disposition
fee to an affiliate of the General  Partner equal to 3% of the gross sales price
for  brokerage   services   performed  in  connection   with  the  sale  of  the
Partnership's  properties.  The fee is due and  payable  at the  time  the  sale
closes. The Partnership  incurred $204,000 of such fees during the first quarter
of 1998 in connection with the sale of Southpointe Plaza Shopping Center.  These
fees have not yet been paid by the  Partnership  and are  included in payable to
affiliates on the Balance Sheet at March 31, 1998.

<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 or (ii) a value of
$10,000 per apartment unit for  residential  properties and $50 per gross square
foot for commercial  properties 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 or its affiliates are as follows:

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

Property management fees...........................      $  59,726     $  59,549
Charged to general and administrative -
   affiliates:
   Partnership administration......................         56,816        47,288
   Asset management fee............................         79,446        74,848
Charged to loss on disposition of real estate:
   Disposition fee.................................        204,000             -
                                                          --------      --------
                                                         $ 399,988     $ 181,685
                                                          ========      ========

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



<PAGE>
NOTE 4.
-------

On March 31, 1998, the  Partnership  sold  Southpointe  Plaza  Shopping  Center,
located in  Sacramento,  California,  to an  unaffiliated  purchaser  for a cash
purchase  price of  $6,800,000.  Cash  proceeds  from the sale were not received
until April 1, 1998. Sales proceeds receivable, as well as the loss on sale, are
detailed below.

<TABLE>
<CAPTION>
                                                         Loss         Sales Proceeds
                                                        on sale         Receivable
                                                     -------------    --------------

<S>                                                  <C>              <C>          
Sales price.....................................     $  6,800,000     $   6,800,000

Selling costs ..................................         (387,587)         (183,587)
Straight-line rents receivable written off......          (48,601)
Prepaid leasing commissions written off.........          (43,913)
Carrying value..................................       (6,436,246)
                                                       ----------

Loss on disposition of real estate..............      $  (116,347)
                                                       ==========       ------------

Proceeds receivable from sale of real estate....                          6,616,413
Retirement of mortgage note payable.............                         (5,261,942)
Retirement of accrued interest payable..........                            (32,338)
                                                                        -----------

Net cash proceeds receivable....................                       $  1,322,133
                                                                        ===========
</TABLE>

As  discussed in Note 3, the  Partnership  incurred a $204,000  disposition  fee
payable to an affiliate of the General  Partner in  connection  with the sale of
Southpointe  Plaza.  This fee increased the amount of the loss 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 receivable from
the sale.  The net cash  proceeds  from the sale of  Southpointe  Plaza  will be
$1,118,133 after payment of the disposition fee.

NOTE 5.
-------

Effective  January 1, 1996,  the  Partnership  adopted 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." This statement requires the cessation of depreciation on assets
held for sale. Since Island Plaza,  Southpointe  Plaza and Springwood Plaza were
placed on the market for sale,  no  depreciation  was taken  effective  April 1,
1996, October 1, 1996 and August 1, 1997, respectively.





<PAGE>
NOTE 6.
-------

On April 1, 1998,  Island Plaza, a 60,076 square foot shopping center located in
Ft. Myers, Florida, was sold to an unaffiliated buyer, for a cash purchase price
of $1,850,000.  The Partnership recorded a $126,080 write-down for impairment of
real  estate in the first  quarter of 1998 to record the  property  at its sales
price less estimated costs to sell. Net cash proceeds to the  Partnership  after
payment of various closing costs, amounted to $1,824,520. In connection with the
sale, the Partnership incurred a $55,500 disposition fee payable to an affiliate
of the General  Partner.  This fee has not yet been paid.  The net cash proceeds
from  the  sale  of  Island  Plaza  will  be  $1,769,020  after  payment  of the
disposition fee.

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

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

On March 31, 1998,  the  Partnership  sold  Southpointe  Plaza for a gross sales
price of $6.8 million. The Partnership recognized a $116,347 loss on the sale.

The  Partnership  reported  a net loss for the  first  three  months  of 1998 of
$91,096 as  compared to net income of  $102,407  for the first  three  months of
1997.  Revenues were  $1,127,954 in 1998 as compared to $1,078,721  for the same
period in 1997. Expenses increased to $1,219,050 in 1998 from $976,314 in 1997.

Net cash  provided by  operating  activities  was  $488,153  for the first three
months of 1998. The Partnership  expended  $40,508 for capital  improvements and
$31,076 for principal payments on its mortgage note payable. After distributions
to the limited partners of $1,500,000,  cash and cash  equivalents  decreased by
$1,083,431  for the first three months of 1998,  leaving a balance of $1,096,598
at March 31, 1998.

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

Revenue:

Total revenue  increased by $49,233 for the three months ended March 31, 1998 as
compared to the same period in 1997. The increase was due to increases in rental
revenue and interest income, as discussed below.

Rental revenue increased by $41,655 for the three months ended March 31, 1998 in
relation to the respective  period in 1997. Rental revenue increased or remained
stable at all of the  properties  except Towne Center  Shopping  Center.  Rental
revenue increased by approximately  $21,000,  $19,000 and $15,000 at Southpointe
Plaza,  Sleepy Hollow and Pine Hills due to increased rental rates and occupancy
in the first  quarter of 1998.  Rental  revenue  at Island  Plaza  increased  by
approximately $15,000 due to an increase in the rental rate charged to an anchor
tenant who had  previously  been in  bankruptcy.  Rental  revenue  decreased  by
approximately  $32,000 at Towne  Center due to a major  tenant  vacating a large
space in the second quarter of 1997.



<PAGE>
Interest income for the three months ended March 31, 1998 increased by $7,578 as
compared to the same period in 1997.  The increase  was due to a higher  average
amount of cash and cash equivalents available for short-term investment in 1998.
Although cash and cash equivalents  decreased by $1,083,431 in the first quarter
of 1998,  $1.5  million of the  decrease  was due to  distributions  paid to the
limited partners in the last week of March 1998.

Expenses:

Total  expenses for the three  months ended March 31, 1998 increased by $242,736
as compared to the same period in 1997, as discussed below.

Depreciation and amortization  expense for the three months ended March 31, 1998
decreased  by $31,239 in relation to the same period in 1997.  The  decrease was
due to  Springwood  Plaza  being  classified  as an  asset  held for sale by the
Partnership   effective  August  1,  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 this
asset at the time it was placed on the market for sale.

Personnel  costs  decreased by $10,857 for the three months ended March 31, 1998
as compared to the same period in the prior year. The decrease was mainly due to
reduced  personnel  at  Southpointe  Plaza  in  anticipation  of the sale of the
property.  In  addition,  Riverbay  Plaza and Island  Plaza  were both  absent a
maintenance employee for part of the first quarter of 1998.

For the first quarter of 1998,  repairs and maintenance  decreased by $16,647 as
compared to the  respective  quarter in 1997.  The  decrease was mainly due to a
greater amount of cleaning and  decorating  expenses being incurred in the first
quarter  of 1997 in an effort to  increase  occupancy  at Pine  Hills and Sleepy
Hollow  apartments.  In  addition,  there was a greater  amount of snow  removal
expenses at Springwood Plaza in 1997 due to heavier snowfall in Missouri,  where
the property is located.

General and  administrative  expenses  increased by $55,985 for the three months
ended March 31, 1998 as compared to the same period in 1997.  The  increase  was
mainly due to costs  incurred in 1998 to explore  alternatives  to maximize  the
value of the Partnership (see Liquidity and Capital Resources).

General and  administrative  -  affiliates  for the first  three  months of 1998
increased  by $14,126 as compared to the same period in 1997.  The  increase was
mainly due to investor  services  being  performed by an  affiliate in 1998.  In
1997,  such costs were paid to an  unrelated  third  party and were  included in
general  and  administrative  expenses  on  the  Statements  of  Operations.  In
addition,  there was an increase in asset  management fees due to an increase in
the tangible asset value of the Partnership, on which the fees are based.

The  Partnership  recognized a $116,347  loss on the sale of  Southpointe  Plaza
Shopping Center in the first quarter of 1998. No such loss was recognized in the
first quarter of 1997.

Island Plaza Shopping Center was sold to an unaffiliated buyer on April 1, 1998.
The Partnership  recorded a $126,080 write-down for impairment of real estate in
the first  quarter  of 1998 to record  the  property  at its  sales  price  less
estimated costs to sell. No such write-down was recorded in the first quarter of
1997.


<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

The  Partnership's  primary source of cash flows is from  operating  activities,
which generated  $488,153 of cash in the first three months of 1998, as compared
to $244,525 generated for the same period in 1997.

The  Partnership  distributed  $1,500,000  to the limited  partners in the first
three months of 1998. No distributions  were paid to the limited partners in the
first three months of 1997.

Short-term liquidity:

At March 31, 1998, the Partnership held cash and cash equivalents of $1,096,598.
This  balance   provides  a  reasonable   level  of  working   capital  for  the
Partnership's immediate needs in operating its properties.

For the  Partnership  as a whole,  management  projects  positive cash flow from
operations in 1998.  The  Partnership  has budgeted  approximately  $619,000 for
necessary capital improvements for all properties in 1998, which are expected to
be funded from available cash reserves or from operations of the properties. The
present  cash  balance is believed to provide an adequate  reserve for  property
operations.

In 1997,  improvements  totaling  approximately  $1.6 million were  performed at
Riverbay Plaza to renovate and expand an anchor tenant's space. These costs were
paid by the tenant and  reimbursed  by the  Partnership  on April 14, 1998.  The
Partnership  has arranged to obtain a mortgage loan secured by Riverbay Plaza to
pay these costs and expects to receive such funds in May 1998.

On March 31, 1998, the  Partnership  sold  Southpointe  Plaza  Shopping  Center,
located in  Sacramento,  California,  to an  unaffiliated  purchaser  for a cash
purchase  price  of  $6,800,000.  On  April  1,  1998,  cash  proceeds  totaling
$6,616,413  were  received  and  $5,294,280  was used to pay the  principal  and
accrued  interest  balance of the mortgage note payable secured by the property.
An additional $204,000 disposition fee is payable to the General Partner.

On April 1, 1998, the Partnership sold Island Plaza Shopping Center,  located in
Ft. Myers,  Florida,  to an unaffiliated  purchaser for a cash purchase price of
$1,850,000.  Cash proceeds  totaling  $1,824,520  were received after payment of
various closing costs. An additional  $55,500  disposition fee is payable to the
General Partner.

Additional efforts to maintain and improve  partnership  liquidity have included
continued attention to property management activities. The objective has been to
obtain maximum  occupancy  rates while holding  expenses to levels  necessary to
maximize  cash flows.  The  Partnership  has made  capital  expenditures  on its
properties where improvements were expected to increase the  competitiveness and
marketability of the properties.


<PAGE>
Long-term liquidity:

While the present outlook for the Partnership's  liquidity is favorable,  market
conditions may change and property  operations can  deteriorate.  In that event,
the Partnership  would require other sources of working  capital.  No such other
sources have been  identified and the  Partnership  has no established  lines of
credit.  Other possible actions to resolve working capital  deficiencies include
refinancing or  renegotiating  terms of existing loans,  deferring major capital
expenditures on Partnership properties except where improvements are expected to
enhance the  competitiveness  or marketability  of the properties,  or arranging
working capital support from affiliates.  No affiliate support has been required
in the past,  and there is no assurance  that  support  would be provided in the
future, since neither the General Partner nor any affiliates have any obligation
in this regard.

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                     Description

         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).

         4.1                        Amendment No. 1 to the Amended  and Restated
                                    Limited Partnership Agreement of McNeil Real
                                    Estate  Fund  XXIV,  L.P.  dated  June  1995
                                    (incorporated  by reference to the Quarterly
                                    Report  of the  registrant  on Form 10-Q for
                                    the period ended June  30,1995,  as filed on
                                    August 14, 1995).

         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  number  of
                                    limited  partnership units outstanding.  Per
                                    unit  information has been computed based on
                                    40,000 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 March 31,
         1998 was filed on April 9,  1998  regarding  the  sales of  Southpointe
         Plaza and Island Plaza shopping centers.


<PAGE>


                       McNEIL REAL ESTATE FUND XXIV, 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 XXIV, 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)