-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JI2YkMI1ZvouQbrirdN3x4sbPxx7NuWr5niwrQaHzlcjftLIkeBa8nheyVXCWv1W E4kFu1RiUmBwfz70QYUhug== 0000756427-97-000007.txt : 19970515 0000756427-97-000007.hdr.sgml : 19970515 ACCESSION NUMBER: 0000756427-97-000007 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970331 FILED AS OF DATE: 19970514 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MCNEIL REAL ESTATE FUND XXIV LP CENTRAL INDEX KEY: 0000756427 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 742339537 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-14267 FILM NUMBER: 97605395 BUSINESS ADDRESS: STREET 1: 13760 NOEL RD STE 700 LB70 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 2144485800 MAIL ADDRESS: STREET 2: 13760 NOEL ROAD SUITE 700 LB 70 CITY: DALLAS STATE: TX ZIP: 75240 FORMER COMPANY: FORMER CONFORMED NAME: SOUTHMARK EQUITY PARTNERS LTD DATE OF NAME CHANGE: 19920413 10-Q 1 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 period ended March 31, 1997 ------------------------------------------------------ OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to_____________ Commission file number 0-14267 -------- 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 --- --- MCNEIL REAL ESTATE FUND XXIV, L.P. PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS - ------- -------------------- BALANCE SHEETS (Unaudited)
March 31, December 31, 1997 1996 --------------- -------------- ASSETS - ------ Real estate investments: Land..................................................... $ 2,409,114 $ 2,409,114 Buildings and improvements............................... 19,367,574 19,449,373 -------------- ------------- 21,776,688 21,858,487 Less: Accumulated depreciation and amortization......... (9,056,130) (8,887,172) -------------- ------------- 12,720,558 12,971,315 Assets held for sale........................................ 8,410,522 8,408,672 Cash and cash equivalents................................... 1,778,963 1,615,604 Cash segregated for security deposits....................... 82,877 82,466 Accounts receivable, net of allowance for doubtful accounts of $41,151 at March 31, 1997 and December 31, 1996........................................ 894,141 550,752 Prepaid expenses and other assets, net...................... 129,930 142,341 -------------- ------------- $ 24,016,991 $ 23,771,150 ============== ============= LIABILITIES AND PARTNERS' EQUITY (DEFICIT) - ------------------------------------------ Mortgage note payable....................................... $ 5,389,547 $ 5,421,763 Accounts payable and accrued expenses....................... 120,752 202,045 Payable to affiliates....................................... 110,043 74,343 Deferred gain............................................... 127,096 - Security deposits and deferred rental revenue............... 186,041 91,894 -------------- ------------- 5,933,479 5,790,045 -------------- ------------- Partners' equity (deficit): Limited partners - 40,000 limited partnership units authorized and outstanding at March 31, 1997 and December 31, 1996............................. 18,111,350 18,009,967 General Partner.......................................... (27,838) (28,862) -------------- ------------- 18,083,512 17,981,105 -------------- ------------- $ 24,016,991 $ 23,771,150 ============== =============
The financial information included herein has been prepared by management without audit by independent public accountants. See accompanying notes to financial statements. McNEIL REAL ESTATE FUND XXIV, L.P. STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended March 31, --------------------------------- 1997 1996 -------------- -------------- Revenue: Rental revenue............................................. $ 1,057,741 $ 1,024,836 Interest ................................................. 20,980 31,760 Gain on involuntary conversion............................ - 24,663 Property tax refund....................................... - 20,434 ------------- ------------- Total revenue........................................... 1,078,721 1,101,693 ------------- ------------- Expenses: Interest.................................................. 103,924 108,824 Depreciation and amortization............................. 229,953 333,038 Property taxes............................................ 110,172 122,076 Personnel costs........................................... 87,216 71,976 Utilities................................................. 64,893 54,703 Repairs and maintenance................................... 102,453 90,919 Property management fees -affiliates...................... 59,549 54,340 Other property operating expenses......................... 66,452 59,299 General and administrative................................ 29,566 23,455 General and administrative - affiliates................... 122,136 147,357 ------------- ------------- Total expenses.......................................... 976,314 1,065,987 ------------- ------------- Net income..................................................... $ 102,407 $ 35,706 ============= ============= Net income allocable to limited partners....................... $ 101,383 $ 35,349 Net income allocable to General Partner........................ 1,024 357 ------------- -------------- Net income..................................................... $ 102,407 $ 35,706 ============= ============= Net income per limited partnership unit........................ $ 2.53 $ .88 ============= ============= Distributions per limited partnership unit..................... $ - $ 9.38 ============= =============
The financial information included herein has been prepared by management without audit by independent public accountants. See accompanying notes to financial statements. McNEIL REAL ESTATE FUND XXIV, L.P. STATEMENTS OF PARTNERS' EQUITY (DEFICIT) (Unaudited) For the Three Months Ended March 31, 1997 and 1996
Total General Limited Partners' Partner Partners Equity --------------- --------------- --------------- Balance at December 31, 1995.............. $ (22,780) $ 19,362,083 $ 19,339,303 Distributions............................. - (375,008) (375,008) Net income................................ 357 35,349 35,706 ------------- ------------- ------------- Balance at March 31, 1996................. $ (22,423) $ 19,022,424 $ 19,000,001 ============= ============= ============= 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 ============= ============= =============
The financial information included herein has been prepared by management without audit by independent public accountants. See accompanying notes to financial statements. McNEIL REAL ESTATE FUND XXIV, L.P. STATEMENTS OF CASH FLOWS (Unaudited) Increase (Decrease) in Cash and Cash Equivalents
Three Months Ended March 31, ----------------------------------------- 1997 1996 ----------------- ---------------- Cash flows from operating activities: Cash received from tenants........................ $ 1,003,197 $ 954,401 Cash paid to suppliers............................ (388,723) (356,835) Cash paid to affiliates........................... (145,985) (128,999) Interest received................................. 20,980 31,760 Interest paid..................................... (96,425) (101,591) Property taxes paid............................... (148,519) (161,774) Property tax refunds.............................. - 20,424 --------------- -------------- Net cash provided by operating activities............ 244,525 257,396 --------------- -------------- Cash flows from investing activities: Additions to real estate investments.............. (48,950) (56,996) Proceeds received from insurance company.......... - 75,000 --------------- -------------- Net cash provided by (used in) investing activities.............................. (48,950) 18,004 --------------- -------------- Cash flows from financing activities: Principal payments on mortgage note payable......................................... (32,216) (25,253) Distributions paid................................ - (375,008) --------------- --------------- Net cash used in financing activities................ (32,216) (400,261) --------------- -------------- Net increase (decrease) in cash and cash equivalents....................................... 163,359 (124,861) Cash and cash equivalents at beginning of period............................................ 1,615,604 2,381,183 --------------- -------------- Cash and cash equivalents at end of period........... $ 1,778,963 $ 2,256,322 =============== ==============
The financial information included herein has been prepared by management without audit by independent public accountants. See accompanying notes to financial statements. McNEIL REAL ESTATE FUND XXIV, L.P. STATEMENTS OF CASH FLOWS (Unaudited) Reconciliation of Net Income to Net Cash Provided by Operating Activities
Three Months Ended March 31, ---------------------------------------- 1997 1996 ---------------- ---------------- Net income........................................... $ 102,407 $ 35,706 --------------- --------------- Adjustments to reconcile net income to net cash provided by operating activities: Gain on involuntary conversion.................... - (24,663) Depreciation and amortization..................... 229,953 333,038 Amortization of deferred borrowing costs.......... 7,770 7,770 Changes in assets and liabilities: Cash segregated for security deposits........... (411) (1,776) Accounts receivable, net........................ (148,389) (78,231) Prepaid expenses and other assets, net.......... 4,641 3,265 Accounts payable and accrued expenses........... (81,293) (100,626) Payable to affiliates........................... 35,700 72,698 Security deposits and deferred rental revenue....................................... 94,147 10,215 --------------- -------------- Total adjustments............................. 142,118 221,690 --------------- -------------- Net cash provided by operating activities............ $ 244,525 $ 257,396 =============== ==============
The financial information included herein has been prepared by management without audit by independent public accountants. See accompanying notes to financial statements. MCNEIL REAL ESTATE FUND XXIV, L.P. Notes to Financial Statements March 31, 1997 (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, 1997 are not necessarily indicative of the results to be expected for the year ending December 31, 1997. 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, 1996, 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 The Herman Group, 2121 San Jacinto St., 26th Floor, Dallas, Texas 75201. 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. 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, ------------------------- 1997 1996 --------- ---------- Property management fees.................... $ 59,549 $ 54,340 Charged to general and administrative - affiliates: Partnership administration............... 47,288 65,001 Asset management fee..................... 74,848 82,356 -------- -------- $ 181,685 $ 201,697 ======== ======== Payable to affiliates at March 31, 1997 and December 31, 1996 consisted primarily of unpaid property management fees, Partnership general and administrative expenses and asset management fees and are due and payable from current operations. NOTE 4. - ------- In December 1995, wind and hail damage occurred at Pine Hills Apartments. $75,000 was received from the insurance carrier in February 1996. The Partnership recorded a $24,663 gain on involuntary conversion in the first quarter of 1996, which represents the amount of insurance reimbursements received in excess of the basis of the property damaged. NOTE 5. - ------- In February 1997, a fire occurred at Riverbay Plaza Shopping Center. One tenant's space was completely destroyed and several tenant spaces incurred water and smoke damage. In addition, there was damage to the roof and ventilation system. The cost of repairs is estimated to total approximately $205,000. Management expects the majority of the repairs, excluding a $10,000 deductible, will be covered by the property's insurance carrier. The Partnership recorded a $127,096 deferred gain in the first quarter of 1997, which represents the amount of expected insurance reimbursements in excess of the basis of the property damaged. The deferred gain will be recognized when the insurance claims proceeds are received. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND - ------- --------------------------------------------------------------- RESULTS OF OPERATIONS --------------------- FINANCIAL CONDITION - ------------------- There has been no significant change in the operations of the Partnership's properties since December 31, 1996. The Partnership reported net income for the first three months of 1997 of $102,407 as compared to $35,706 for the first three months of 1996. Revenues were $1,078,721 in 1997, as compared to $1,101,693 for the same period in 1996. Expenses decreased to $976,314 in 1997, from $1,065,987 in 1996. Net cash provided by operating activities was $244,525 for the first three months of 1997. The Partnership expended $48,950 for capital improvements and $32,216 for principal payments on its mortgage note payable. Cash and cash equivalents increased by $163,359 for the first three months of 1997, leaving a balance of $1,778,963 at March 31, 1997. RESULTS OF OPERATIONS - --------------------- Revenue: Total revenue decreased by $22,972 for the three months ended March 31, 1997 as compared to the same period in 1996. The decrease was primarily due to the recognition of a gain on involuntary conversion and the receipt of a property tax refund in the first quarter of 1996. In addition, there was a decrease in interest income, partially offset by an increase in rental revenue, as discussed below. Rental revenue increased by $32,905 for the three months ended March 31, 1997 in relation to the respective period in 1996. Rental revenue increased by approximately $29,000 at Springwood Plaza Shopping Center due to an increase in occupancy from 80% at March 31, 1996 to 87% at March 31, 1997. An increase in rental rates at Towne Center Shopping Center resulted in an increase in rental revenue of approximately $17,000. These increases were partially offset by an approximately $23,000 decrease in rental revenue at Souhpointe Plaza Shopping Center due to a decrease in average occupancy in 1997. Interest income for the first three months of 1997 decreased by $10,780 as compared to the first three months of 1996. The decrease was due to a lower amount of cash available for short-term investment in the first quarter of 1997. The Partnership held cash and cash equivalents of $1.8 million at March 31, 1997 as compared to $2.3 million at March 31, 1996. A gain on involuntary conversion of $24,663 was recognized in the first quarter of 1996 relating to wind and hail damage at Pine Hills Apartments (see Item 1, Note 4). No such income was recorded in the first quarter of 1997. The Partnership received a $20,434 refund of Towne Center's prior years' property taxes in the first quarter of 1996 as a result of appeals filed on behalf of the property. No such property tax refund was received in the first quarter of 1997. Expenses: Total expenses decreased by $89,673 for the three months ended March 31, 1997 as compared to the same period in 1996. The decrease was primarily the result of a decrease in depreciation and amortization expense, as discussed below. Depreciation and amortization expense for the first quarter of 1997 decreased by $103,085 in relation to the first quarter of 1996. The decrease was due to Island Plaza and Southpointe Plaza being classified as assets held for sale by the Partnership effective April 1, 1996 and October 1, 1996, respectively. 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 these assets at the time they were placed on the market for sale. Personnel costs increased by $15,240 for the three months ended March 31, 1997 as compared to the same period in the prior year. The cost of workers' compensation insurance was higher in 1997 as a result of an audit performed in the prior year. Repairs and maintenance expense increased by $11,534 for the first three months of 1997 as compared to the first three months of 1996. The increase was partially due to the hiring of outside services to pick up trash in the parking lots at Southpointe Plaza and Springwood Plaza shopping centers. In addition, there was an increase in carpet cleaning and repair at Pine Hills Apartments as a result of two water heaters bursting and flooding five units. Utilities increased by $10,190 for the three months ended March 31, 1997 as compared to the same period in 1996. The increase was mainly due to an increase of utility rates and the usage of water at Riverbay Plaza Shopping Center due to construction to expand a tenant's space. In addition, average occupancy rates at Pine Hills and Sleepy Hollow apartments decreased in 1997, which meant the properties were paying electricity charges for more vacant units. General and administrative expenses increased by $6,111 for the quarter ended March 31, 1997 as compared to the same period in 1996. Costs incurred for investor services were paid to an unrelated third party in 1997. In the first quarter of 1996, such costs were paid to an affiliate of the General Partner and were included in general and administrative - affiliates on the Statements of Operations. General and administrative - affiliates decreased by $25,221 for the three months ended March 31, 1997 as compared to the same period in 1996. The decrease was mainly due to a decrease in overhead expenses allocated to the Partnership by McREMI, which was partially due to investor services being performed by an unrelated third party in 1997, as discussed above. In addition there was a decrease in asset management fees as a result of a decrease in the tangible asset value of the Partnership, on which the fees are based. LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- The Partnership's primary source of cash flows is from operating activities which generated $244,525 of cash in the first three months of 1997, comparable to the $257,396 generated for the same period in 1996. The Partnership expended $48,950 and $56,996 for additions to its real estate investments in the first three months of 1997 and 1996, respectively. A greater amount was spent in 1996 to repair wind and hail damage at Pine Hills Apartments as discussed in Item 1, Note 4. The Partnership received $75,000 from the insurance carrier in 1996 for wind and hail damage at Pine Hills Apartments. No such insurance proceeds were received in the first quarter of 1997. The Partnership made principal payments on the Southpointe Plaza mortgage note payable of $32,216 and $25,253 in the first three months of 1997 and 1996, respectively. As the adjustable interest rate on the loan declined in 1997, a larger portion the monthly payment was used to reduce the principal balance on the loan. No distributions were paid to the limited partners in 1997. The Partnership distributed $375,008 to the limited partners in the first quarter of 1996. Short-term liquidity: At March 31, 1997, the Partnership held cash and cash equivalents of $1,778,963. This balance provides a reasonable level of working capital for the Partnership's immediate needs in operating its properties. For the remainder of 1997, Partnership properties are expected to provide positive cash flow from operations after payment of debt service and capital improvements. The Partnership has budgeted approximately $2 million for necessary capital improvements for all properties in 1997 which is 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. Long-term liquidity: Only one property, Southpointe Plaza Shopping Center, is encumbered with mortgage debt. The lender has verbally indicated a willingness to extend the maturity of the note from April 1, 1997 to September 1, 1997. The Partnership will continue to make monthly principal and interest payments on the note until the agreement is formalized. 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. The Partnership determined to evaluate market and other economic conditions to establish the optimum time to commence an orderly liquidation of the Partnership's assets in accordance with the terms of the Amended Partnership Agreement. Taking such conditions as well as other pertinent information into account, the Partnership has determined to begin orderly liquidation of all its assets. Although there can be no assurance as to the timing of the liquidation due to real estate market conditions, the general difficulty of disposing of real estate, and other general economic factors, it is anticipated that such liquidation would result in the dissolution of the Partnership followed by a liquidating distribution to the limited partners by December 1998. In this regard, the Partnerships has placed Island Plaza and Southpointe Plaza on the market for sale effective April 1, 1996 and October 1, 1996, respectively. PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS - ------- ----------------- James F. Schofield, Gerald C. Gillett, Donna S. Gillett, Jeffrey Homburger, Elizabeth Jung, Robert Lewis, and Warren Heller et al. v. McNeil Partners L.P., McNeil Investors, Inc., McNeil Real Estate Management, Inc., Robert A. McNeil, Carole J. McNeil, McNeil Pacific Investors Fund 1972, Ltd., McNeil Real Estate Fund IX, Ltd., McNeil Real Estate Fund X, Ltd., McNeil Real Estate Fund XI, Ltd., McNeil Real Estate Fund XII, Ltd., McNeil Real Estate Fund XIV, Ltd., McNeil Real Estate Fund XV, Ltd., McNeil Real Estate Fund XX, L.P., McNeil Real Estate Fund XXI, L.P., McNeil Real Estate Fund XXII, L.P., McNeil Real Estate Fund XXIV, L.P., McNeil Real Estate Fund XXV, L.P., McNeil Real Estate Fund XXVI, L.P., and McNeil Real Estate Fund XXVII, L.P., et al. - Superior Court of the State of California for the County of Los Angeles, Case No. BC133799 (Class and Derivative Action Complaint). The action involves purported class and derivative actions brought by limited partners of each of the fourteen limited partnerships that were named as nominal defendants as listed above (the "Partnerships"). Plaintiffs allege that McNeil Investors, Inc., its affiliate McNeil Real Estate Management, Inc. and three of their senior officers and/or directors (collectively, the "Defendants") breached their fiduciary duties and certain obligations under the respective Amended Partnership Agreement. Plaintiffs allege that Defendants have rendered such Units highly illiquid and artificially depressed the prices that are available for Units on the resale market. Plaintiffs also allege that Defendants engaged in a course of conduct to prevent the acquisition of Units by an affiliate of Carl Icahn by disseminating purportedly false, misleading and inadequate information. Plaintiffs further allege that Defendants acted to advance their own personal interests at the expense of the Partnerships' public unit holders by failing to sell Partnership properties and failing to make distributions to unitholders. On December 16, 1996, the Plaintiffs filed a consolidated and amended complaint. Plaintiffs are suing for breach of fiduciary duty, breach of contract and an accounting, alleging, among other things, that the management fees paid to the McNeil affiliates over the last six years are excessive, that these fees should be reduced retroactively and that the respective Amended Partnership Agreements governing the Partnerships are invalid. Defendants filed a demurrer to the consolidated and amended complaint and a motion to strike on February 14, 1997, seeking to dismiss the consolidated and amended complaint in all respects. A hearing on Defendant's demurrer and motion to strike was held on May 5, 1997. The Court granted Defendants' demurrer, dismissing the consolidated and amended complaint with leave to amend. Plaintiffs have until May 27, 1997 to file a second amended complaint, unless otherwise agreed to by the parties. 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 (Loss) per Limited Partnership Unit: Net income (loss) 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 1997 and 1996. 27. Financial Data Schedule for the quarter ended March 31, 1997. (b) Reports on Form 8-K. There were no reports on Form 8-K filed during the quarter ended March 31, 1997. 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, 1997 By: /s/ Ron K. Taylor - -------------- ------------------------------------------ Date Ron K. Taylor President and Director of McNeil Investors, Inc. (Principal Financial Officer) May 14, 1997 By: /s/ Carol A. Fahs - -------------- ------------------------------------------ Date Carol A. Fahs Vice President of McNeil Investors, Inc. (Principal Accounting Officer) EX-27 2
5 3-MOS DEC-31-1997 MAR-31-1997 1,778,963 0 935,292 (41,151) 0 0 21,905,587 (9,117,125) 24,016,991 0 5,389,547 0 0 0 18,083,512 24,016,991 1,057,741 1,078,721 490,735 720,688 151,702 0 103,924 102,407 0 102,407 0 0 0 102,407 0 0
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