UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1999 ------------------------------------------ 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 0-15446 --------- MCNEIL REAL ESTATE FUND XXV, L.P. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) California 33-0120335 - -------------------------------------------------------------------------------- (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 --- --- PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS - ------- -------------------- MCNEIL REAL ESTATE FUND XXV, L.P. BALANCE SHEETS (Unaudited) March 31, December 31, 1999 1998 ------------ ------------ ASSETS - ------ Real estate investments: Land ...................................................... $ 4,205,425 $ 4,205,425 Buildings and improvements ................................ 48,431,810 48,374,279 ------------ ------------ 52,637,235 52,579,704 Less: Accumulated depreciation and amortization .......... (29,888,625) (29,325,158) ------------ ------------ 22,748,610 23,254,546 Asset held for sale .......................................... 9,053,022 9,016,824 Cash and cash equivalents .................................... 3,443,780 3,654,369 Cash segregated for security deposits ........................ 391,982 389,318 Accounts receivable, net of allowance for doubtful accounts of $ 530,164 at March 31, 1999 and December 31, 1998 ......................................... 567,767 506,774 Escrow deposits .............................................. 132,278 93,305 Deferred borrowing costs, net of accumulated amortization of $97,302 and $95,019 at March 31, 1999 and December 31, 1998, respectively .................. 221,448 223,731 Prepaid expenses and other assets ............................ 307,135 309,634 ------------ ------------ $ 36,866,022 $ 37,448,501 ============ ============ LIABILITIES AND PARTNERS' EQUITY (DEFICIT) - ------------------------------------------ Mortgage note payable ........................................ $ 7,077,678 $ 7,094,110 Accounts payable and accrued expenses ........................ 81,194 88,673 Accrued interest ............................................. 60,455 60,596 Accrued property taxes ....................................... 511,978 566,683 Payable to affiliates ........................................ 1,262,751 1,091,046 Land lease obligation ........................................ 137,091 152,791 Security deposits and deferred rental revenue ................ 425,664 439,632 ------------ ------------ 9,556,811 9,493,531 ------------ ------------ Partners' equity (deficit): Limited partners - 84,000,000 limited partnership units authorized; 82,943,685 limited partnership units issued and outstanding at March 31, 1999 and December 31, 1998 ................................... 27,787,877 28,437,132 General Partner ........................................... (478,666) (482,162) ------------ ------------ 27,309,211 27,954,970 ------------ ------------ $ 36,866,022 $ 37,448,501 ============ ============ 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 XXV, L.P. STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended March 31, ---------------------------- 1999 1998 ---------- ---------- Revenue: Rental revenue .......................................... $2,496,818 $2,396,359 Interest ................................................ 50,605 47,549 ---------- ---------- Total revenue ......................................... 2,547,423 2,443,908 ---------- ---------- Expenses: Interest ................................................ 193,927 199,860 Depreciation and amortization ........................... 563,467 599,586 Property taxes .......................................... 217,464 220,401 Personnel costs ......................................... 201,945 215,468 Utilities ............................................... 181,264 186,540 Repairs and maintenance ................................. 235,212 241,547 Property management fees - affiliates ................... 139,251 138,617 Other property operating expenses ....................... 166,701 181,387 General and administrative .............................. 61,221 99,094 General and administrative - affiliates ................. 237,406 217,872 ---------- ---------- Total expenses ........................................ 2,197,858 2,300,372 ---------- ---------- Net income ................................................. $ 349,565 $ 143,536 ========== ========== Net income allocable to limited partners ................... $ 346,069 $ 142,101 Net income allocable to General Partner .................... 3,496 1,435 ---------- ---------- Net income ................................................. $ 349,565 $ 143,536 ========== ========== Net income per thousand limited partnership units .......... $ 4.17 $ 1.71 ========== ========== Distributions per thousand limited partnership units........ $ 12.00 $ 27.13 ========== ========== 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 XXV, L.P. STATEMENTS OF PARTNERS' EQUITY (DEFICIT) (Unaudited) For the Three Months Ended March 31, 1999 and 1998 Total General Limited Partners' Partner Partners Equity (Deficit) ------------- ------------ ---------------- Balance at December 31, 1997 ............ $ (491,296) $ 30,280,535 $ 29,789,239 Net income .............................. 1,435 142,101 143,536 Distributions to limited partners........ -- (2,249,990) (2,249,990) ------------ ------------ ------------ Balance at March 31, 1998 ............... $ (489,861) $ 28,172,646 $ 27,682,785 ============ ============ ============ Balance at December 31, 1998 ............ $ (482,162) $ 28,437,132 $ 27,954,970 Net income .............................. 3,496 346,069 349,565 Distributions to limited partners ....... -- (995,324) (995,324) ------------ ------------ ------------ Balance at March 31, 1999 ............... $ (478,666) $ 27,787,877 $ 27,309,211 ============ ============ ============ 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 XXV, L.P. STATEMENTS OF CASH FLOWS (Unaudited) Increase (Decrease) in Cash and Cash Equivalents Three Months Ended March 31, -------------------------------- 1999 1998 ------------ ------------ Cash flows from operating activities: Cash received from tenants ..................... $ 2,416,594 $ 2,378,107 Cash paid to suppliers ......................... (848,724) (921,464) Cash paid to affiliates ........................ (204,952) (144,518) Interest received .............................. 50,605 47,549 Interest paid .................................. (191,785) (197,703) Property taxes paid and escrowed ............... (311,142) (334,957) ----------- ----------- Net cash provided by operating activities ......... 910,596 827,014 ----------- ----------- Cash flows from investing activities: Additions to real estate investments and asset held for sale .......................... (93,729) (62,109) ----------- ----------- Cash flows from financing activities: Principal payments on mortgage note payable ...................................... (16,432) (14,795) Payments on capitalized land lease obligation ................................... (15,700) (11,419) Distributions to limited partners .............. (995,324) (2,249,990) ----------- ----------- Net cash used in financing activities ............. (1,027,456) (2,276,204) ----------- ----------- Net decrease in cash and cash equivalents ......... (210,589) (1,511,299) Cash and cash equivalents at beginning of period ......................................... 3,654,369 3,044,669 ----------- ----------- Cash and cash equivalents at end of period ........ $ 3,443,780 $ 1,533,370 =========== =========== 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 XXV, L.P. STATEMENTS OF CASH FLOWS (Unaudited) Reconciliation of Net Income to Net Cash Provided by Operating Activities Three Months Ended March 31, --------------------------- 1999 1998 --------- --------- Net income ............................................ $ 349,565 $ 143,536 --------- --------- Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization ...................... 563,467 599,586 Amortization of deferred borrowing costs ........... 2,283 2,283 Deferred gain ...................................... -- 29,006 Changes in assets and liabilities: Cash segregated for security deposits ............ (2,664) (1,658) Accounts receivable, net ......................... (60,993) (45,083) Escrow deposits .................................. (38,973) 15,552 Prepaid expenses and other assets ................ 2,499 18,131 Accounts payable and accrued expenses ............ (7,479) (10,602) Accrued interest ................................. (141) (126) Accrued property taxes ........................... (54,705) (130,108) Payable to affiliates ............................ 171,705 211,971 Security deposits and deferred rental revenue ........................................ (13,968) (5,474) --------- --------- Total adjustments .............................. 561,031 683,478 --------- --------- Net cash provided by operating activities ............. $ 910,596 $ 827,014 ========= ========= 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 XXV, L.P. Notes to Financial Statements March 31, 1999 (Unaudited) NOTE 1. - ------- McNeil Real Estate Fund XXV, L.P. (the "Partnership"), formerly known as Southmark Equity Partners II, Ltd., was organized on February 15, 1985 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, 1999 are not necessarily indicative of the results to be expected for the year ending December 31, 1999. 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, 1998, and the notes thereto, as filed with the Securities and Exchange Commission, which is available upon request by writing to McNeil Real Estate Fund XXV, L.P., c/o McNeil Real Estate Management, Inc., Investor Services, 13760 Noel Road, Suite 600, LB70, Dallas, Texas 75240. NOTE 3. - ------- The Partnership pays property management fees equal to 5% of the gross rental receipts for its residential property 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 property 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 to .75% in 2000, .50% in 2001 and .25% thereafter. Total accrued but unpaid asset management fees of $1,012,465 and $876,844 were outstanding at March 31, 1999 and December 31, 1998, respectively. 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, ------------------------- 1999 1998 ---------- ---------- Property management fees..................... $ 139,251 $ 138,617 Charged to general and administrative expense: Partnership administration................ 49,724 43,317 Asset management fee...................... 187,682 174,555 --------- --------- $ 376,657 $ 356,489 ========= ========= Payable to affiliates at March 31, 1999 and December 31, 1998 consisted primarily of unpaid property management fees, Partnership general and administrative expenses and asset management fees and is due and payable from current operations. 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, 1998. The Partnership reported net income of $349,565 for the first three months of 1999 as compared to $143,536 for the first three months of 1998. Revenue in the first quarter of 1999 increased to $2,547,423 from $2,443,908 in the first quarter of 1998, and expenses for the first quarter of 1999 decreased to $2,197,858 from $2,300,372 for the same period in 1998. Net cash provided by operating activities was $910,596 for the three months ended March 31, 1999. The Partnership expended $93,729 for capital improvements, $16,432 for principal payments on its mortgage note payable and $15,700 for payments on the capitalized land lease obligation. After distributions of $995,324 to the limited partners, cash and cash equivalents totaled $3,443,780 at March 31, 1999, a net decrease of $210,589 from the balance at December 31, 1998. RESULTS OF OPERATIONS - --------------------- Revenue: Total Partnership revenue increased by $103,515 for the three months ended March 31, 1999 as compared to the same period in 1998, mainly due to an increase in rental revenue, as discussed below. Rental revenue for the three months ended March 31, 1999 increased by $100,459 in relation to the comparable period in 1998. Rental revenue increased at all of the Partnership's properties in 1999. The largest increases, of approximately $51,000, $18,000 and $15,000, occurred at the Kellogg Building, Harbour Club I Apartments and Century Park Office Building, respectively, mainly due to an increase in rental rates charged to tenants. Expenses: Total expenses decreased by $102,514 for the quarter ended March 31, 1999 as compared to the same period in 1998. General and administrative expenses in the first quarter of 1999 decreased by $37,873, as compared to the same period in 1998. The decrease was mainly due to a greater amount of costs incurred in 1998 to explore alternatives to maximize the value of the Partnership (see Liquidity and Capital Resources). LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- Cash flow provided by operating activities totaled $910,596 for the first three months of 1999 as compared to $827,014 provided during the same period in 1998. The increase in cash from operations was partially due to an increase in cash received from tenants and a decrease in cash paid to suppliers (see above discussion of increase in rental revenue and decrease in general and administrative expenses). These increases in cash provided by operating activities during the first three months of 1999 were partially offset by an increase in cash paid to affiliates during the first three months of 1999. The Partnership expended $93,729 and $62,109 for additions to its real estate investments during the three months ended March 31, 1999 and 1998, respectively. A greater amount was spent in the first quarter of 1999 for tenant improvements at Northwest Plaza and for exterior painting at Fidelity Plaza. The Partnership distributed $995,324 and $2,249,990 to the limited partners in the first three months of 1999 and 1998, respectively. Short-term liquidity: At March 31, 1999, the Partnership held cash and cash equivalents of $3,443,780. This balance provides a reasonable level of working capital for the Partnership's immediate needs in operating its properties. For the Partnership as a whole, management projects positive cash flow from operations for the remainder of 1999. Only one property, Harbour Club I Apartments, is encumbered with mortgage debt and another property, Fidelity Plaza, is encumbered with lease obligations. Capital improvements for all properties in 1999 are expected to be funded from available cash reserves or from operations of the properties. Additional efforts to maintain and improve Partnership liquidity have included continued attention to property management activities. The objective has been to obtain maximum occupancy rates while holding expenses to levels necessary to maximize cash flows. The Partnership has made capital expenditures on its properties where improvements were expected to increase the competitiveness and marketability of the properties. Long-term liquidity: While the outlook for maintenance of adequate levels of liquidity is favorable, should operations deteriorate and present cash resources be insufficient for current needs, the Partnership would require other sources of working capital. No such sources have been identified. The Partnership has no established lines of credit from outside sources. Other possible actions to resolve cash deficiencies include refinancings, deferral of capital expenditures on Partnership properties except where improvements are expected to increase the competitiveness and marketability of the properties, arranging financing from affiliates or the ultimate sale of the properties. As previously announced, the Partnership has retained PaineWebber, Incorporated as its exclusive financial advisor to explore alternatives to maximize the value of the Partnership, including, without limitation, a transaction in which limited partnership interests in the Partnership are converted into cash. During the last full week of March, the Partnership entered into a 45 day exclusivity agreement with a well-financed bidder with whom it had commenced discussions with respect to a sale transaction. The Partnership and such party have made significant progress in negotiating the terms of a proposed transaction and are continuing to have intensive discussions with respect to a transaction. In light on these continuing negotiations, the exclusivity agreement has been extended for an additional 21 days until June 4, 1999. It is possible that the General Partner and its affiliates will receive non-cash consideration for their ownership interests in connection with any such transaction. There can be no assurance regarding whether any such agreement will be reached nor the terms thereof. The Partnership placed Northwest Plaza on the market for sale effective August 1, 1997. Forward-Looking Information: Within this document, certain statements are made as to the expected occupancy trends, financial condition, results of operations, and cash flows of the Partnership for periods after March 31, 1999. All of these statements are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are not historical and involve risks and uncertainties. The Partnership's actual occupancy trends, financial condition, results of operations, and cash flows for future periods may differ materially due to several factors. These factors include, but are not limited to, the Partnership's ability to control costs, make necessary capital improvements, negotiate sales or refinancings of its properties, and respond to changing economic and competitive factors. YEAR 2000 DISCLOSURE - -------------------- State of readiness - ------------------ The year 2000 problem is the result of computer programs being written using two digits rather than four to define the applicable year. Any programs that have time-sensitive software may recognize a date using "00" as the year 1900 rather than the year 2000. This could result in major systems failure or miscalculations. Management has assessed its information technology ("IT") infrastructure to identify any systems that could be affected by the year 2000 problem. The IT used by the Partnership for financial reporting and significant accounting functions was made year 2000 compliant during recent systems conversions. The software utilized for these functions is licensed by third party vendors who have warranted that their systems are year 2000 compliant. Management is in the process of evaluating the mechanical and embedded technological systems at the various properties. Management has inventoried all such systems and queried suppliers, vendors and manufacturers to determine year 2000 compliance. Based on this review, management believes these systems are substantially compliant. In circumstances of non-compliance management will work with the vendor to remedy the problem or seek alternative suppliers who will be in compliance. Management believes that the remediation of any outstanding year 2000 conversion issues will not have a material or adverse effect on the Partnership's operations. However, no estimates can be made as to the potential adverse impact resulting from the failure of third party service providers and vendors to be year 2000 compliant. Cost - ---- The cost of IT and embedded technology systems testing and upgrades is not expected to be material to the Partnership. Because all the IT systems have been upgraded over the last three years, all such systems were compliant, or made compliant at no additional cost by third party vendors. Management anticipates the costs of assessing, testing, and if necessary replacing embedded technology components will be less than $50,000. Such costs will be funded from operations of the Partnership. Risks - ----- Ultimately, the potential impact of the year 2000 issue will depend not only on the corrective measures the Partnership undertakes, but also on the way in which the year 2000 issue is addressed by government agencies and entities that provide services or supplies to the Partnership. Management has not determined the most likely worst case scenario to the Partnership. As management studies the findings of its property systems assessment and testing, management will develop a better understanding of what would be the worst case scenario. Management believes that progress on all areas is proceeding and that the Partnership will experience no adverse effect as a result of the year 2000 issue. However, there is no assurance that this will be the case. Contingency plans - ----------------- Management is developing contingency plans to address potential year 2000 non-compliance of IT and embedded technology systems. Management believes that failure of any IT system could have an adverse impact on operations. However, management believes that alternative systems are available that could be utilized to minimize such impact. Management believes that any failure in the embedded technology systems could have an adverse impact on that property's performance. Management will assess these risks and develop plans to mitigate possible failures by July 1999. 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 XXIII, 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., Hearth Hollow Associates, McNeil Midwest Properties I, L.P. and Regency North Associates, L.P., - 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 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. On October 31, 1997, the Plaintiffs filed a second consolidated and amended complaint. The case was stayed pending settlement discussions. A Stipulation of Settlement dated September 15, 1998 has been signed by the parties. Preliminary Court approval was received on October 6, 1998. A hearing for Final Approval of Settlement, initially scheduled for December 17, 1998, has been continued to July 2, 1999. Because McNeil Real Estate Fund XXIII, L.P., Hearth Hollow Associates, McNeil Midwest Properties I, L.P. and Regency North Associates, L.P. would be part of the transaction contemplated in the settlement and Plaintiffs claim that an effort should be made to sell the McNeil Partnerships, Plaintiffs have included allegations with respect to McNeil Real Estate Fund XXIII, L.P., Hearth Hollow Associates, McNeil Midwest Properties I, L.P. and Regency North Associates, L.P. in the third consolidated and amended complaint. Plaintiff's counsel intends to seek an order awarding attorney's fees and reimbursements of their out-of-pocket expenses. The amount of such award is undeterminable until final approval is received from the court. Fees and expenses shall be allocated amongst the Partnerships on a pro rata basis, based upon tangible asset value of each such partnership, less total liabilities, calculated in accordance with the Amended Partnership Agreements for the quarter most recently ended. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K - ------- -------------------------------- (a) Exhibits. Exhibit Number Description ------- ----------- 4. Amended and Restated Limited Partnership Agreement dated March 26, 1992 (incorporated by reference to the Current Report of the registrant on Form 8-K dated March 26, 1992, as filed on April 9, 1992). 4.1 Amendment No. 1 to the Amended and Restated Limited Partnership Agreement of McNeil Real Estate Fund XXV, 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 Thousand Limited Partnership Units: Net income (loss) per thousand limited partnership units is computed by dividing net income (loss) allocated to the limited partners by the weighted average number of limited partnership units outstanding expressed in thousands. Per thousand unit information has been computed based on 82,944 weighted average thousand limited partnership units outstanding in 1999 and 1998. 27. Financial Data Schedule for the quarter ended March 31, 1999. (b) Reports on Form 8-K. There were no reports on Form 8-K filed during the quarter ended March 31, 1999. MCNEIL REAL ESTATE FUND XXV, 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 XXV, L.P. By: McNeil Partners, L.P., General Partner By: McNeil Investors, Inc., General Partner May 18, 1999 By: /s/ Ron K. Taylor - -------------- --------------------------------------------- Date Ron K. Taylor President and Director of McNeil Investors, Inc. (Principal Financial Officer) May 18, 1999 By: /s/ Carol A. Fahs - -------------- --------------------------------------------- Date Carol A. Fahs Vice President of McNeil Investors, Inc. (Principal Accounting Officer)