UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D. C.  20549
                                  FORM 10-K/A


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

                  For the fiscal year ended December 31, 1996

                                      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  0-26218

                           CNL INCOME FUND XVI, LTD.
            (Exact name of registrant as specified in its charter)

               Florida                                  59-3198891
   (State or other jurisdiction of         (I.R.S. Employer Identification No.)
   incorporation or organization)

                       400 East South Street, Suite 500
                            Orlando, Florida  32801
         (Address of principal executive offices, including zip code)

      Registrant's telephone number, including area code:  (407) 422-1574

          Securities registered pursuant to Section 12(b) of the Act:

        Title of each class:        Name of exchange on which registered:
                None                           Not Applicable

          Securities registered pursuant to Section 12(g) of the Act:

             Units of limited partnership interest ($10 per Unit)
                               (Title of class)

      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 (or 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            

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

      Aggregate market value of the voting stock held by nonaffiliates of the
registrant:  The registrant registered an offering of units of limited
partnership interest (the "Units") on Form S-11 under the Securities Act of
1933, as amended.  Since no established market for such Units exists, there is
no market value for such Units.  Each Unit was originally sold at $10 per
Unit.

                     DOCUMENTS INCORPORATED BY REFERENCE:
                                     None







Form 10-K of CNL Income Fund XVI, Ltd. (the "Partnership") for the year ended
December 31, 1996, is being amended to include, in Item 14(d), summarized
financial information of one of its tenants, DenAmerica Corp., as a result of
the fact that this tenant leased more than 20 percent of the Partnership's
total assets for the year ended December 31, 1996.  This summarized financial
information was not available to the Partnership to include in the Form 10-K
filed for the year ended December 31, 1996.


                                    PART IV


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

      (d)   Other Financial Information.

            The following summarized financial information is filed as part of
            this report as a result of the fact that one of the Partnership's
            tenants, DenAmerica Corp., leased more than 20 percent of the
            Partnership's total assets for the year ended December 31, 1996. 
            The summarized financial information presented for DenAmerica
            Corp. and Subsidiaries as of January 1, 1997 and December 27,
            1995, and for the fifty-three weeks ended January 1, 1997 and the
            fifty-two weeks ended December 27, 1995 and December 28, 1994, was
            obtained from Form 10-K filed by DenAmerica Corp. and Subsidiaries
            with the Securities and Exchange Commission.



                       DenAmerica Corp. and Subsidiaries
                            Selected Financial Data
                                (in Thousands)


                                                    January 1,   December 27,
Consolidated Balance Sheet Data:                       1997          1995    
-------------------------------                     ----------   ------------

Current Assets                                       $ 14,382      $  3,834
Noncurrent Assets                                     164,807        51,132
Current Liabilities                                    47,411        13,240
Noncurrent Liabilities                                108,864        31,760
Minority Interest                                         786         1,901


                                    Fifty-three
                                    weeks ended      Fifty-two weeks ended
                                     January 1,   December 27,   December 28,
                                       1997           1995           1994    
                                    -----------   ------------   ------------
Consolidated Statements of
  Operations Data:
--------------------------

Gross revenues                       $241,480       $ 74,683       $ 47,323
Costs and expenses (including
  income tax benefit)                 239,865         74,483         47,664
                                     --------       --------       --------

Income (loss) before extra-
  ordinary item                         1,615            200           (341)

Extraordinary item - loss on
  extinguishment of debt
  (net of income taxes)                   497             -              - 
                                     --------       --------       --------

Net income (loss)                    $  1,118       $    200       $   (341)
                                     ========       ========       ========


                                      -1-









                                  SIGNATURES


      Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized, on the 25th day
of June, 1997.

                              CNL INCOME FUND XVI, LTD.

                              By:  CNL REALTY CORPORATION
                                   General Partner

                                   /s/ Robert A. Bourne         
                                   -----------------------------
                                   ROBERT A. BOURNE, President


                              By:  ROBERT A. BOURNE
                                   General Partner

                                   /s/ Robert A. Bourne         
                                   -----------------------------
                                   ROBERT A. BOURNE


                              By:  JAMES M. SENEFF, JR.
                                   General Partner

                                   /s/ James M. Seneff, Jr.      
                                   ------------------------------
                                   JAMES M. SENEFF, JR.







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

        Signature                    Title                      Date


/s/ Robert A. Bourne       President, Treasurer and         June 25, 1997
------------------------   Director (Principal
Robert A. Bourne           Financial and Accounting 
                           Officer)


/s/ James M. Seneff, Jr.   Chief Executive Officer          June 25, 1997
------------------------   and Director (Principal
James M. Seneff, Jr.       Executive Officer)