SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 20, 1998 ----------------------------- McNEIL REAL ESTATE FUND XXI, L.P. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) California 0-13356 33-0030615 - -------------------------------------------------------------------------------- (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) 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 ----------------------------- ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS On April 20, 1998, Fort Meigs Plaza, a 104,990 square foot shopping center located in Perrysburg, Ohio, was sold to Mr. Harvey A. Tolson, an unaffiliated buyer, for a cash purchase price of $3.8 million. There were no net sales proceeds to McNeil Real Estate Fund XXI, L.P.; however, McNeil Real Estate Fund XX, L.P., holder of the first and second liens on this property, received $3,615,354 in satisfaction of their loans. McNEIL REAL ESTATE FUND XXI, 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 XXI, L.P. April 29, 1998 By: /s/ Carol A. Fahs - -------------- -------------------------------------- Date Carol A. Fahs Chief Accounting Officer of McNeil Real Estate Management, Inc.