FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


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

                For the quarterly period ended September 30, 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
                                     0-23974
                          ----------------------------


                            CNL Income Fund XIV, Ltd.
       -------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                 Florida                                 59-3143096
       (State of other jurisdiction                   (I.R.S. Employer
    of incorporation or organization)                Identification No.)


           400 E. South Street
             Orlando, Florida                               32801
 (Address of principal executive offices)                (Zip Code)


        Registrant's telephone number
        (including area code)                          (407) 650-1000


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


<PAGE>








                                    CONTENTS




Part I                                                          Page

    Item 1.  Financial Statements:

       Condensed Balance Sheets                                 1

       Condensed Statements of Income                           2

       Condensed Statements of Partners' Capital                3

       Condensed Statements of Cash Flows                       4

       Notes to Condensed Financial Statements                  5-8

    Item 2.  Management's Discussion and Analysis
                  of Financial Condition and
                  Results of Operations                         9-15


Part II

    Other Information                                           16


<PAGE>


                                                       





                            CNL INCOME FUND XIV, LTD.
                         (A Florida Limited Partnership)
                            CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>

                                                                   September 30,            December 31,
                                                                        1998                    1997
                                                                  -----------------       ------------------
<S> <C>
                       ASSETS

Land and buildings on operating leases, less
    accumulated depreciation of $1,571,136
    and $1,295,713                                                     $26,043,665             $25,217,725
Net investment in direct financing leases                                6,392,118               9,041,485
Investment in joint ventures                                             3,633,822               3,271,739
Cash and cash equivalents                                                2,293,184               1,285,777
Restricted cash                                                            398,539                 318,592
Receivables, less allowance for doubtful
    accounts of $5,013 in 1998                                                  --                  19,912
Prepaid expenses                                                            13,689                   7,915
Organization costs, less accumulated
    amortization of  $10,000 and $8,599                                          --                   1,401
Accrued rental income, less allowance for
    doubtful accounts of $11,040 and $6,295                              1,795,945               1,820,078
                                                                  -----------------       -----------------

                                                                       $40,570,962             $40,984,624
                                                                  =================       =================


               LIABILITIES AND PARTNERS' CAPITAL

Accounts payable                                                   $         1,234          $       10,258
Accrued and escrowed real estate
    taxes payable                                                           42,751                  19,570
Distributions payable                                                      928,130                 928,130
Due to related parties                                                       5,929                   7,853
Rents paid in advance                                                       35,561                  29,656
                                                                  -----------------       -----------------
       Total liabilities                                                 1,013,605                 995,467

Partners' capital                                                       39,557,357              39,989,157
                                                                  -----------------       -----------------

                                                                       $40,570,962             $40,984,624
                                                                  =================       =================
</TABLE>



                 See accompanying notes to financial statements.

                                       1
<PAGE>


                            CNL INCOME FUND XIV, LTD.
                         (A Florida Limited Partnership)
                         CONDENSED STATEMENTS OF INCOME

<TABLE>
<CAPTION>

                                                           Quarter Ended                      Nine Months Ended
                                                           September 30,                        September 30,
                                                      1998              1997               1998               1997
                                                   -----------       ------------       -----------        -----------
<S> <C>
Revenues:
    Rental income from operating
       leases                                      $  682,180         $  723,524        $2,107,058         $2,170,802
    Adjustment to accrued rental income               (14,350 )               --          (277,319 )               --
    Earned income from direct
       financing leases                               184,522            254,117           644,797            764,122
    Interest and other income                          26,585             12,765            73,047             43,367
                                                  ------------       ------------      ------------       ------------
                                                      878,937            990,406         2,547,583          2,978,291
                                                  ------------       ------------      ------------       ------------
Expenses:
    General operating and
       administrative                                  51,444             35,386           130,375            111,792
    Professional services                               5,632              7,006            22,509             18,590
    Bad debt expense                                       --                 --                --             14,000
    Management fees to related parties                  8,842              9,573            27,628             28,863
    Real estate taxes                                  41,562              1,384            46,288              7,192
    State and other taxes                               1,462                 --            22,498             21,874
    Loss on termination of direct
       financing lease                                 21,873                 --            21,873                 --
    Depreciation and amortization                     107,492             85,053           277,598            255,108
                                                  ------------       ------------      ------------       ------------
                                                      238,307            138,402           548,769            457,419
                                                  ------------       ------------      ------------       ------------

Income Before Equity in Earnings
    of Joint Ventures and Gain on Sale of
    Land and Building                                 640,630            852,004         1,998,814          2,520,872

Equity in Earnings of Joint Ventures                   76,939             78,381           241,570            231,204

Gain on Sale of Land and Building                          --                 --           112,206                 --
                                                  ------------       ------------      ------------       ------------

Net Income                                         $  717,569        $   930,385        $2,352,590        $ 2,752,076
                                                  ============       ============      ============       ============

Allocation of Net Income:
    General partners                               $    7,175        $     9,304        $   22,403        $    27,521
    Limited partners                                  710,394            921,081         2,330,187          2,724,555
                                                  ------------       ------------      ------------       ------------

                                                   $  717,569        $   930,385        $2,352,590        $ 2,752,076
                                                  ============       ============      ============       ============

Net Income Per Limited Partner Unit                $     0.16        $      0.20        $     0.52        $      0.61
                                                  ============       ============      ============       ============

Weighted Average Number of Limited
    Partner Units Outstanding                       4,500,000          4,500,000         4,500,000          4,500,000
                                                  ============       ============      ============       ============
</TABLE>


                 See accompanying notes to financial statements.

                                       2
<PAGE>


                            CNL INCOME FUND XIV, LTD.
                         (A Florida Limited Partnership)
                    CONDENSED STATEMENTS OF PARTNERS' CAPITAL


<TABLE>
<CAPTION>

                                                                  Nine Months Ended                Year Ended
                                                                    September 30,                  December 31,
                                                                         1998                         1997
                                                              ---------------------------        ----------------
<S> <C>
  General partners:
      Beginning balance                                              $     146,640                 $     109,981
      Net income                                                            22,403                        36,659
                                                                   ----------------              ----------------
                                                                           169,043                       146,640
                                                                   ----------------              ----------------
  Limited partners:
      Beginning balance                                                 39,842,517                    39,925,756
      Net income                                                         2,330,187                     3,629,281
      Distributions ($0.62 and
         $0.83 per limited partner
         unit, respectively)                                            (2,784,390 )                  (3,712,520 )
                                                                   ----------------              ----------------
                                                                        39,388,314                    39,842,517
                                                                   ----------------              ----------------

  Total partners' capital                                              $39,557,357                   $39,989,157
                                                                   ================              ================

</TABLE>

                 See accompanying notes to financial statements.

                                       3
<PAGE>


                            CNL INCOME FUND XIV, LTD.
                         (A Florida Limited Partnership)
                       CONDENSED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>

                                                                              Nine Months Ended
                                                                                September 30,
                                                                         1998                    1997
                                                                    ---------------         ---------------
<S> <C>
Increase (Decrease) in Cash and Cash
   Equivalents:

      Net Cash Provided by Operating Activities                       $  2,610,638            $  2,782,288
                                                                   ----------------         ---------------

      Cash Flows from Investing Activities:
         Proceeds from sale of land and building                         1,648,110                      --
         Investment in joint venture                                      (387,573 )               (77,277 )
         Return of capital from joint venture                                   --                  51,950
         Increase in restricted cash                                       (79,378 )                    --
                                                                   ----------------         ---------------
             Net cash provided by (used in)
                investing activities                                     1,181,159                 (25,327 )
                                                                   ----------------         ---------------

      Cash Flows from Financing Activities:
         Distributions to limited partners                              (2,784,390 )            (2,784,390 )
                                                                   ----------------         ---------------
                Net cash used in financing
                   activities                                           (2,784,390 )            (2,784,390 )
                                                                   ----------------         ---------------

Net Increase (Decrease) in Cash and Cash
   Equivalents                                                           1,007,407                 (27,429 )

Cash and Cash Equivalents at Beginning
   of Period                                                             1,285,777               1,462,012
                                                                   ----------------         ---------------

Cash and Cash Equivalents at End of Period                            $  2,293,184            $  1,434,583
                                                                   ================         ===============

Supplemental Schedule of Non-Cash
   Investing and Financing Activities:

         Net investment in direct financing
             leases reclassified to land and
             buildings on operating leases as a
             result of lease termination                              $  2,084,141            $         --
                                                                   ================         ===============

         Distributions declared and unpaid at
             end of period                                           $     928,130           $     928,130
                                                                   ================         ===============
</TABLE>

                 See accompanying notes to financial statements.

                                       4
<PAGE>


                            CNL INCOME FUND XIV, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
           Quarters and Nine Months Ended September 30, 1998 and 1997


1.       Basis of Presentation:

         The accompanying  unaudited  condensed  financial  statements have been
         prepared in accordance  with the  instructions  to Form 10-Q and do not
         include  all  of the  information  and  note  disclosures  required  by
         generally  accepted  accounting  principles.  The financial  statements
         reflect all adjustments,  consisting of normal  recurring  adjustments,
         which are, in the opinion of management,  necessary to a fair statement
         of the results for the interim periods presented. Operating results for
         the nine months ended  September 30, 1998, may not be indicative of the
         results  that may be expected  for the year ending  December  31, 1998.
         Amounts as of December 31, 1997, included in the financial  statements,
         have been derived from audited financial statements as of that date.

         These unaudited financial statements should be read in conjunction with
         the financial statements and notes thereto included in Form 10-K of CNL
         Income Fund XIV, Ltd. (the  "Partnership")  for the year ended December
         31, 1997.

         In May  1998,  the  Financial  Accounting  Standards  Board  reached  a
         consensus in EITF 98-9, entitled "Accounting for Contingent Rent in the
         Interim Financial  Periods."  Adoption of this consensus did not have a
         material effect on the Partnership's  financial  position or results of
         operations.

2.       Land and Buildings on Operating Leases:

         During the nine months ended September 30, 1998, the  Partnership  sold
         its  property  in  Madison,  Alabama and two  properties  in  Richmond,
         Virginia,  to third parties for a total of $1,667,462  and received net
         sales proceeds of $1,606,702,  resulting in a total gain of $70,798 for
         financial reporting purposes. These properties were originally acquired
         by  the   Partnership  in  1993  and  1994,  and  had  costs  totalling
         approximately $1,393,400,  excluding acquisition fees and miscellaneous
         acquisition expenses;  therefore, the Partnership sold these properties
         for a total of  approximately  $213,300  in  excess  of their  original
         purchase prices.

         In addition,  in April 1998,  the  Partnership  reached an agreement to
         accept $360,000 for the property in Riviera Beach,  Florida,  which was
         taken through a right of way taking in December 1997.  The  Partnership
         had received  preliminary sales proceeds of $318,592 as of December 31,
         1997. Upon agreement of the final sales price of $360,000,  and receipt
         of the remaining sales proceeds of $41,408, the Partnership  recognized
         a gain of $41,408 for financial reporting  purposes.  This property was
         originally  acquired  by the  Partnership  in  1994  and  had a cost of
         approximately  $276,400,  excluding  acquisition fees and miscellaneous
         acquisition expenses; therefore, the Partnership sold this property for
         a total of  approximately  $83,600 in excess of its  original  purchase
         price.

                                       5
<PAGE>


                            CNL INCOME FUND XIV, LTD.
                         (A Florida Limited Partnership)
               NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
           Quarters and Nine Months Ended September 30, 1998 and 1997

3.       Net Investment in Direct Financing Leases:

         In January 1998, the Partnership sold its property in Madison, Alabama,
         for  which  the  building  portion  had  been  classified  as a  direct
         financing lease. In connection therewith, the gross investment (minimum
         lease  payments  receivable  and  the  estimated  residual  value)  and
         unearned income relating to the building were removed from the accounts
         (see Note 2).

         During  the  nine  months  ended   September  30,  1998,  four  of  the
         Partnership's  leases with Long John  Silver's  Inc.  were  rejected in
         connection  with the tenant  filing for  bankruptcy.  As a result,  the
         Partnership  reclassified  these assets from net  investment  in direct
         financing  leases  to  land  and  buildings  on  operating  leases.  In
         accordance  with  Statement  of  Financial  Accounting  Standards  #13,
         "Accounting  for Leases,"  the  Partnership  recorded the  reclassified
         assets at the lower of original  cost,  present fair value,  or present
         carrying  amount,  which  resulted in a loss on  termination  of direct
         financing lease of $21,873 for financial reporting purposes.

4.       Investment in Joint Ventures:

         In  April  1998,   the   Partnership   entered  into  a  joint  venture
         arrangement,  Melbourne Joint Venture, with an affiliate of the general
         partners,  to construct and hold one  restaurant  property,  at a total
         cost of  $1,052,552.  As of September  30, 1998,  the  Partnership  had
         contributed  $314,011 to purchase land and pay for  construction  costs
         relating to the joint venture. The Partnership has agreed to contribute
         approximately  $212,300 in additional  construction  costs to the joint
         venture.  The Partnership  will have an approximate 50 percent interest
         in the  profits  and  losses  of the  joint  venture.  The  Partnership
         accounts  for its  investment  in this joint  venture  under the equity
         method since the Partnership shares control with an affiliate.



                                       6
<PAGE>


                            CNL INCOME FUND XIV, LTD.
                         (A Florida Limited Partnership)
               NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
           Quarters and Nine Months Ended September 30, 1998 and 1997


4.       Investment in Joint Ventures - Continued:

         As of September 30, 1998,  Attalla Joint Venture,  Salem Joint Venture,
         Kingston  Joint Venture and  Melbourne  Joint  Venture,  each owned and
         leased one property,  and WoodRidge Real Estate Joint Venture owned and
         leased six  properties,  to  operators  of  fast-food  or  family-style
         restaurants.  The following presents the combined,  condensed financial
         information for the joint ventures at:
<TABLE>
<CAPTION>

                                                                   September 30,           December 31,
                                                                        1998                   1997
                                                                 -------------------    -------------------
<S> <C>
                   Land and buildings on
                       operating leases, less
                       accumulated depreciation                         $6,673,070             $6,008,240
                   Net investment in direct
                       financing lease                                     361,764                364,479
                   Cash                                                      2,783                 13,842
                   Receivables                                              20,884                  2,571
                   Accrued rental income                                   212,017                150,621
                   Other assets                                              1,153                  1,257
                   Liabilities                                             195,521                231,061
                   Partners' capital                                     7,076,150              6,309,949
                   Revenues                                                582,901                712,004
                   Net income                                              467,698                588,835
</TABLE>

         The Partnership  recognized income totalling  $241,570 and $231,204 for
         the nine months ended September 30, 1998 and 1997,  respectively,  from
         these joint  ventures,  $76,939 and $78,381 of which was earned for the
         quarters ended September 30, 1998 and 1997, respectively.

5.       Restricted Cash:

         As of September 30, 1998,  $397,970 in net sales proceeds from the sale
         of one of the Properties in Richmond,  Virginia,  plus accrued interest
         of $569, were being held in an interest-bearing  escrow account pending
         the  release  of funds by an  escrow  agent to  acquire  an  additional
         property.


                                       7
<PAGE>


                            CNL INCOME FUND XIV, LTD.
                         (A Florida Limited Partnership)
               NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
           Quarters and Nine Months Ended September 30, 1998 and 1997


6.       Subsequent Event:

         In October 1998, the Partnership reinvested approximately $1,533,100 of
         the net sales  proceeds it received from the sales of the properties in
         Richmond,  Virginia  and the  right of way  taking of the  property  in
         Riviera  Beach,  Florida,  and a portion of the net sales  proceeds  it
         received  from the  sale of the  property  in  Madison,  Alabama,  in a
         Bennigan's  property  located  in  Fayetteville,   North  Carolina.  In
         connection  therewith,  the  Partnership  entered  into  a  long  term,
         triple-net lease with terms substantially the same as its other leases.
         The Partnership  acquired the Bennigan's  property from an affiliate of
         the general partners.  The affiliate had purchased and temporarily held
         title to the property in order to  facilitate  the  acquisition  of the
         property by the Partnership. The purchase price paid by the Partnership
         represented  the  costs  incurred  by  the  affiliate  to  acquire  the
         property, including closing costs.


                                       8
<PAGE>


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

         CNL Income Fund XIV,  Ltd.  (the  "Partnership")  is a Florida  limited
partnership  that was  organized  on September  25,  1992,  to acquire for cash,
either directly or through joint venture  arrangements,  both newly  constructed
and existing  restaurants,  as well as properties upon which restaurants were to
be constructed  (the  "Properties"),  which are leased primarily to operators of
national and regional  fast-food and family-style  restaurant chains. The leases
are  triple-net  leases,  with  the  lessee  responsible  for  all  repairs  and
maintenance,  property taxes, insurance and utilities. As of September 30, 1998,
the Partnership owned 56 Properties,  which included interests in ten Properties
owned by joint ventures in which the Partnership is a co-venturer.

Liquidity and Capital Resources

         During  the  nine  months  ended  September  30,  1998  and  1997,  the
Partnership  generated cash from  operations  (which includes cash received from
tenants,  distributions  from joint  ventures,  and  interest  and other  income
received,   less  cash  paid  for  expenses)  of  $2,610,623   and   $2,782,288,
respectively.  The  decrease in cash from  operations  for the nine months ended
September 30, 1998, as compared to the nine months ended  September 30, 1997, is
primarily  a result of changes  in income and  expenses  as  described  below in
"Results of Operations" and changes in the Partnership's working capital.

         Other  sources and uses of capital  included the  following  during the
nine months ended September 30, 1998.

         During the nine months ended September 30, 1998, the  Partnership  sold
its Property in Madison,  Alabama and two Properties in Richmond,  Virginia,  to
third  parties,  for a total of  $1,667,462  and received net sales  proceeds of
$1,606,702,  resulting  in a  total  gain of  $70,798  for  financial  reporting
purposes.  These Properties were originally  acquired by the Partnership in 1993
and 1994, and had costs totaling approximately $1,393,400, excluding acquisition
fees and miscellaneous  acquisition  expenses;  therefore,  the Partnership sold
these  Properties  for a total of  approximately  $213,300  in  excess  of their
original  purchase prices.  During the nine months ended September 30, 1998, the
Partnership  reinvested a portion of the net sales proceeds from the sale of the
Property in Madison, Alabama in a joint venture arrangement, as described below.
The  Partnership  will  distribute  amounts  sufficient  to enable  the  limited
partners to pay federal and state income  taxes,  if any (at a level  reasonably
assumed by the general partners), resulting from the sale.

         In addition,  in April 1998,  the  Partnership  reached an agreement to
accept  $360,000 for the  Property in Riviera  Beach,  Florida,  which was taken
through a right of way taking in December  1997.  The  Partnership  had received
preliminary  sales proceeds of $318,592 as of December 31, 1997.  Upon agreement
of the final  sales  price of  $360,000,  and  receipt  of the  remaining  sales
proceeds of $41,408, the Partnership  recognized a gain of $41,408 for financial
reporting purposes.  This Property was originally acquired by the Partnership in
1994 and had a cost of approximately  $276,400,  excluding  acquisition fees and
miscellaneous  acquisition  expenses;   therefore,  the  Partnership  sold  this
Property for a total of approximately $83,600 in

                                       9
<PAGE>


Liquidity and Capital Resources - Continued

excess  of its  original  purchase  price.  In  October  1998,  the  Partnership
reinvested  the net sales  proceeds from the right of way taking of the Property
in Riviera Beach,  Florida in a Property in  Fayetteville,  North  Carolina,  as
described below.

         In  September  1997,  the  Partnership  entered  into a  joint  venture
arrangement,  CNL  Kingston  Joint  Venture,  with an  affiliate  of the general
partners,  to construct and hold one restaurant  Property.  Construction  of the
restaurant  was  completed  in January  1998.  As of  September  30,  1998,  the
Partnership  had  contributed  $206,848 to the joint  venture and owned a 39.94%
interest in the profits and losses of the joint venture.  In addition,  in April
1998,  the  Partnership  reinvested a portion of the net sales proceeds from the
sale  of the  Property  in  Madison,  Alabama  in a joint  venture  arrangement,
Melbourne Joint Venture, with an affiliate of the general partners, to construct
and hold one restaurant Property, at a total cost of $1,052,552. As of September
30, 1998, the Partnership had contributed  $314,011 to purchase land and pay for
construction costs relating to the joint venture.  The Partnership has agreed to
contribute  approximately $212,300 in additional construction costs to the joint
venture.  The  Partnership  will have an approximate 50 percent  interest in the
profits and losses of the joint venture.

         As of September 30, 1998,  the net sales  proceeds from the sale of one
of the Properties in Richmond,  Virginia were being held in an interest  bearing
escrow  account  pending the release of funds by the escrow  agent to acquire an
additional Property. In October 1998, the Partnership reinvested these net sales
proceeds,  along with  additional  funds, in a Property in  Fayetteville,  North
Carolina, as described below.

         In October 1998, the Partnership reinvested approximately $1,533,100 of
the net sales proceeds it received from the sales of the Properties in Richmond,
Virginia and the right of way taking of the Property in Riviera Beach,  Florida,
and a  portion  of the net  sales  proceeds  it  received  from  the sale of the
Property in Madison,  Alabama, in a Bennigan's Property located in Fayetteville,
North Carolina.  In connection  therewith,  the Partnership  entered into a long
term,  triple-net lease with terms  substantially  the same as its other leases.
The  Partnership  acquired  the  Bennigan's  Property  from an  affiliate of the
general partners.  The affiliate had purchased and temporarily held title to the
Property  in  order  to  facilitate  the  acquisition  of  the  Property  by the
Partnership.  The purchase price paid by the  Partnership  represented the costs
incurred by the affiliate to acquire the Property, including closing costs.

         Currently,  cash  reserves  and rental  income  from the  Partnership's
Properties  is invested in money  market  accounts or other  short-term,  highly
liquid investments pending the use of such funds to pay Partnership  expenses or
to make  distributions  to partners.  At September 30, 1998, the Partnership had
$2,293,184 invested in such short-term investments, as compared to $1,285,777 at
December 31, 1997. The increase in cash is primarily attributable to the receipt
of net  sales  proceeds  relating  to the  sales  of  one of the  Properties  in
Richmond,  Virginia  and the  Property  in Madison,  Alabama,  net of the amount
reinvested in Melbourne  Joint Venture,  as described  above.  In addition,  the
increase in cash is partially attributable to the release of funds

                                       10
<PAGE>


Liquidity and Capital Resources - Continued

held in escrow at December  31, 1997  relating to the right of way taking of the
Property in Riviera Beach,  Florida,  as described above. The funds remaining at
September 30, 1998, after payment of distributions and other  liabilities,  will
be used to meet the Partnership's working capital and other needs and to acquire
additional Properties.

         Total liabilities of the Partnership,  including distributions payable,
increased to  $1,013,605  at September  30, 1998,  from $995,467 at December 31,
1997. The general  partners  believe that the Partnership has sufficient cash on
hand to meet its current working capital needs.

         Based on current  and  anticipated  future  cash from  operations,  the
Partnership  declared  distributions  to the limited  partners of $2,784,390 for
each of the nine months ended  September 30, 1998 and 1997 ($928,130 for each of
the quarters ended September 30, 1998 and 1997).  This represents  distributions
for each  applicable  nine  months  of $0.62 per unit  ($0.21  per unit for each
applicable quarter).  No distributions were made to the general partners for the
quarters  and nine  months  ended  September  30,  1998  and  1997.  No  amounts
distributed to the limited partners for the nine months ended September 30, 1998
and 1997, are required to be or have been treated by the Partnership as a return
of capital for purposes of  calculating  the limited  partners'  return on their
adjusted  capital  contribution.  The  Partnership  intends to  continue to make
distributions  of cash available for  distribution to the limited  partners on a
quarterly basis.

         The general  partners  have been  informed by CNL  American  Properties
Fund, Inc.  ("APF"),  an affiliate of the general  partners,  that it intends to
significantly  increase its asset base by proposing to acquire affiliates of the
general partners which have similar restaurant  property  portfolios,  including
the Partnership. APF is a real estate investment trust whose primary business is
the ownership of restaurant properties leased on a long-term, "triple-net" basis
to  operators  of national  and regional  restaurant  chains.  Accordingly,  the
general  partners  anticipate  that  APF  will  make an  offer  to  acquire  the
Partnership  in  exchange  for  securities  of APF.  The general  partners  have
recently retained  financial and legal advisors to assist them in evaluating and
negotiating  any offer that may be proposed by APF.  However,  at this time, APF
has made no such offer. In the event that an offer is made, the general partners
will  evaluate it and if the general  partners  believe  that the offer is worth
pursuing,  the general partners will promptly inform the limited  partners.  Any
agreement  to sell the  Partnership  would be  subject  to the  approval  of the
limited partners in accordance with the terms of the partnership agreement.

         The Partnership's  investment strategy of acquiring Properties for cash
and  leasing  them  under  triple-net  leases to  operators  who meet  specified
financial standards minimizes the Partnership's  operating expenses. The general
partners  believe that the leases will  continue to generate cash flow in excess
of operating expenses.

         The general  partners have the right,  but not the obligation,  to make
additional capital  contributions if they deem it appropriate in connection with
the operations of the Partnership.


                                       11
<PAGE>


Results of Operations

         During the nine months ended September 30, 1997, the Partnership  owned
and leased 50 wholly owned Properties  (including one Property in Riviera Beach,
Florida,  sold  through a right of way taking in  December  1997) and during the
nine months ended September 30, 1998, the Partnership owned and leased 49 wholly
owned  Properties  (including  two  Properties  in Richmond,  Virginia,  and one
Property  in Madison,  Alabama,  which were sold during  1998) to  operators  of
fast-food and family-style  restaurant chains. In connection  therewith,  during
the nine months  ended  September  30,  1998 and 1997,  the  Partnership  earned
$2,474,536 and $2,934,924,  respectively, in rental income from operating leases
(net of  adjustments  to accrued  rental  income) and earned  income from direct
financing  leases  from these  Properties,  $852,352  and  $977,641 of which was
earned during the quarters ended September 30, 1998 and 1997, respectively.  The
decrease in rental and earned  income  during the quarter and nine months  ended
September 30, 1998,  as compared to the quarter and nine months ended  September
30,  1997,  is  primarily  attributable  to the  fact  that  in June  1998,  the
Partnership  stopped receiving rental income from the tenant, Long John Silver's
Inc.,  which  filed for  bankruptcy  and  rejected  the leases  relating to four
Properties.  In addition,  during the nine months ended  September 30, 1998, the
Partnership wrote off approximately  $265,000 of accrued rental income (non-cash
accounting  adjustments relating to the straight-lining of future scheduled rent
increases over the lease term in accordance with generally  accepted  accounting
principles)  relating  to  these  four  Properties.  The  general  partners  are
currently seeking either replacement tenants or purchasers for these Properties.
The  Partnership  will not  recognize  any rental and earned  income  from these
Properties until replacement  tenants for these Properties are located, or until
the  Properties  are sold and the  proceeds  from such sales are  reinvested  in
additional Properties.

         In  addition,  the  decrease  in rental  and earned  income  during the
quarter and nine months ended September 30, 1998, is partially attributable to a
decrease  in rental  and  earned  income  as a result  of the 1998  sales of the
Properties in Madison, Alabama and Richmond,  Virginia and the 1997 right of way
taking of the  Property in Riviera  Beach,  Florida.  The decrease in rental and
earned  income  during the quarter and nine months ended  September 30, 1998, is
also  partially  due to the fact that the  Partnership  wrote off  approximately
$12,100 in accrued rental income (non-cash  accounting  adjustments  relating to
the  straight-lining  of future  scheduled rent increases over the lease term in
accordance with generally accepted accounting principles) relating to one of the
Properties  in Richmond,  Virginia to adjust the carrying  value of the asset to
the net sales proceeds received from the sale of this Property. In October 1998,
the  Partnership  reinvested  the majority of the net sales  proceeds from these
Properties in a Property in Fayetteville,  North Carolina, as described above in
"Liquidity and Capital  Resources."  Consequently,  the Partnership  expects the
decrease in rental and earned income  relating to the sales of these  Properties
to be partially  offset by an increase in rental and earned  income  relating to
the  acquisition of the Property in  Fayetteville,  North  Carolina,  during the
remainder of 1998 and in subsequent years.



                                       12


<PAGE>


Results of Operations - Continued

         In addition,  during the nine months  ended  September  30,  1997,  the
Partnership  owned and leased nine  Properties  and during the nine months ended
September 30, 1998, the Partnership  owned and leased ten Properties  indirectly
through joint venture  arrangements.  In connection  therewith,  during the nine
months ended  September 30, 1998 and 1997, the  Partnership  earned $241,570 and
$231,204,  respectively,  attributable  to net  income  earned  by  these  joint
ventures,  $76,939 and  $78,381 of which was earned  during the  quarters  ended
September 30, 1998 and 1997, respectively.  The increase in net income earned by
joint ventures  during nine months ended  September 30, 1998, as compared to the
nine  months  ended  September  30,  1997,  is  primarily  attributable  to  the
Partnership investing in Kingston Joint Venture in September 1997.

         In addition,  during the nine months ended September 30, 1998 and 1997,
the Partnership  earned $73,047 and $43,367,  respectively in interest and other
income,  $26,585  and  $12,765 of which was earned  during  the  quarters  ended
September  30, 1998 and 1997,  respectively.  The increase in interest and other
income for the quarter and nine months ended September 30, 1998 is primarily due
to an increase in interest  income earned on net sales proceeds  relating to the
sales  of  several   Properties   during  1998  described  above,   pending  the
reinvestment of the net sales proceeds in additional Properties.

         Operating expenses,  including  depreciation and amortization  expense,
were  $548,769 and $457,419  for the nine months  ended  September  30, 1998 and
1997,  respectively,  of which  $238,307  and  $138,402  were  incurred  for the
quarters  ended  September  30,  1998 and 1997,  respectively.  The  increase in
operating  expenses during the quarter and nine months ended September 30, 1998,
as  compared  to the  quarter  and nine months  ended  September  30,  1997,  is
partially  attributable to the fact that the Partnership  accrued  insurance and
real  estate tax  expenses  as a result of Long John  Silver's  Inc.  filing for
bankruptcy and rejecting the leases relating to four Properties in June 1998. In
connection with the bankruptcy,  the Partnership  reclassified these assets from
net  investment  in direct  financing  leases to land and buildings on operating
leases.  In accordance  with  Statement of Financial  Accounting  Standards #13,
"Accounting for Leases," the Partnership recorded the reclassified assets at the
lower of original cost,  present fair value, or present carrying  amount,  which
resulted  in a loss on  termination  of direct  financing  lease of $21,873  for
financial  reporting purposes during the quarter and nine months ended September
30,  1998.  No such loss was  recorded  during the quarter and nine months ended
September 30, 1997. In addition,  the increase in operating  expenses during the
quarter and nine months ended  September 30, 1998, is partially  attributable to
an increase in depreciation  expense due to the fact that during the quarter and
nine months ended September 30, 1998, the Partnership  reclassified these assets
from  net  investment  in  direct  financing  leases  to land and  buildings  on
operating leases. The Partnership will continue to incur certain expenses,  such
as real estate taxes,  insurance,  and maintenance  relating to these Properties
until new tenants or  purchasers  are  located.  The  Partnership  is  currently
seeking either new tenants or purchasers for these Properties.



                                       13
<PAGE>


Results of Operations - Continued

         As a result of the  sales of  several  Properties  and the  receipt  of
proceeds from the right of way taking of the Property in Riviera Beach, Florida,
as  described  above in  "Liquidity  and  Capital  Resources,"  the  Partnership
recognized gains totaling $112,206 for financial  reporting  purposes during the
nine months ended  September 30, 1998.  No Properties  were sold during the nine
months ended September 30, 1997.

         In May  1998,  the  Financial  Accounting  Standards  Board  reached  a
consensus in EITF 98-9, entitled  "Accounting for Contingent Rent in the Interim
Financial Periods." Adoption of this consensus did not have a material effect on
the Partnership's financial position or results of operations.

         The Year 2000 problem is the result of information  technology  systems
and embedded  systems  (products which are made with  microprocessor  (computer)
chips such as HVAC systems,  physical  security  systems and elevators)  using a
two-digit  format,  as  opposed  to four  digits,  to  indicate  the year.  Such
information  technology and embedded systems may be unable to properly recognize
and process date-sensitive information beginning January 1, 2000.

         The  Partnership  does  not have any  information  technology  systems.
Affiliates  of the general  partners  provide all services  requiring the use of
information  technology  systems  pursuant to a  management  agreement  with the
Partnership.  The maintenance of embedded systems,  if any, at the Partnership's
properties is the  responsibility of the tenants of the properties in accordance
with the terms of the Partnership's  leases. The general partners and affiliates
have  established  a  team  dedicated  to  reviewing  the  internal  information
technology systems used in the operation of the Partnership, and the information
technology  and  embedded  systems  and the Year  2000  compliance  plans of the
Partnership's  tenants,   significant  suppliers,   financial  institutions  and
transfer agent.

         The  information  technology  infrastructure  of the  affiliates of the
general  partners  consists of a network of personal  computers and servers that
were  obtained   from  major   suppliers.   The   affiliates   utilize   various
administrative  and financial  software  applications on that  infrastructure to
perform the business functions of the Partnership.  The inability of the general
partners  and  affiliates  to identify  and timely  correct  material  Year 2000
deficiencies  in  the  software  and/or   infrastructure   could  result  in  an
interruption in, or failure of, certain of the Partnership's business activities
or operations.  Accordingly,  the general partners and affiliates have requested
and are evaluating  documentation from the suppliers of the affiliates regarding
the Year  2000  compliance  of  their  products  that  are used in the  business
activities or operations of the  Partnership.  The costs expected to be incurred
by the general  partners and  affiliates to become Year 2000  compliant  will be
incurred by the general  partners and  affiliates;  therefore,  these costs will
have no impact on the Partnership's financial position or results of operations.

         The  Partnership  has  material  third  party  relationships  with  its
tenants,  financial  institutions and transfer agent. The Partnership depends on
its  tenants  for  rents  and  cash  flows,   its  financial   institutions  for
availability  of cash and its  transfer  agent to  maintain  and track  investor
information.  If any of these third parties are unable to meet their obligations
to the  Partnership  because of the Year 2000  deficiencies,  such a failure may
have a material impact on

                                       14
<PAGE>


Results of Operations - Continued

the  Partnership.  Accordingly,  the general  partners  have  requested  and are
evaluating documentation from the Partnership's tenants, financial institutions,
and transfer agent relating to their Year 2000  compliance  plans. At this time,
the general  partners  have not yet  received  sufficient  certifications  to be
assured that the tenants, financial institutions,  and transfer agent have fully
considered  and  mitigated  any  potential  material  impact  of the  Year  2000
deficiencies.  Therefore, the general partners do not, at this time, know of the
potential  costs to the  Partnership of any adverse impact or effect of any Year
2000 deficiencies by these third parties.

         The general  partners  currently  expect that all year 2000  compliance
testing  and any  necessary  remedial  measures  on the  information  technology
systems used in the business  activities and operations of the Partnership  will
be completed prior to June 30, 1999.  Based on the progress the general partners
and affiliates  have made in identifying and addressing the  Partnership's  Year
2000 issues and the plan and timeline to complete the  compliance  program,  the
general  partners  do  not  foresee   significant   risks  associated  with  the
Partnership's  Year 2000 compliance at this time.  Because the general  partners
and affiliates  are still  evaluating the status of the systems used in business
activities  and  operations  of the  Partnership  and the  systems  of the third
parties with which the Partnership  conducts its business,  the general partners
have not yet  developed  a  comprehensive  contingency  plan and are  unable  to
identify "the most  reasonably  likely worst case scenario" at this time. As the
general partners identify  significant  risks related to the Partnership's  Year
2000 compliance or if the Partnership's Year 2000 compliance  program's progress
deviates  substantially from the anticipated timeline, the general partners will
develop appropriate contingency plans.

                                       15

<PAGE>


                           PART II. OTHER INFORMATION


Item 1.          Legal Proceedings.  Inapplicable.

Item 2.          Changes in Securities.  Inapplicable.

Item 3.          Defaults upon Senior Securities.  Inapplicable.

Item 4.          Submission of Matters to a Vote of Security Holders.

                      Inapplicable.

Item 5.          Other Information.  Inapplicable.

Item 6.          Exhibits and Reports on Form 8-K.

                 (a)  Exhibits - None.

                 (b)  No reports on Form 8-K were filed during the quarter ended
                      September 30, 1998.

                                       16
<PAGE>


                                   SIGNATURES


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

          DATED this 11th day of November, 1998.


                          CNL INCOME FUND XIV, LTD.

                           By: CNL REALTY CORPORATION
                                 General Partner


                                 By:  /s/ James M. Seneff, Jr.
                                      -------------------------------
                                      JAMES M. SENEFF, JR.
                                      Chief Executive Officer
                                      (Principal Executive Officer)


                                 By:  /s/ Robert A. Bourne
                                      -------------------------------
                                      ROBERT A. BOURNE
                                      President and Treasurer
                                      (Principal Financial and
                                      Accounting Officer)