SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC  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)  September 9, 1996

                         BALCOR EQUITY PROPERTIES-XII
         ------------------------------------------------------------
                           Exact Name of Registrant


Illinois                                0-11126
- --------------------------------        --------------------------------
State or other jurisdiction             Commission file number

2355 Waukegan Road
Suite A200
Bannockburn, Illinois                   36-3169763
- --------------------------------        --------------------------------
Address of principal                    I.R.S. Employer
executive offices                       Identification
                                        Number

60015
- --------------------------------
Zip Code


              Registrant's telephone number, including area code:
                                (847) 267-1600
<PAGE>
ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS
- ----------------------------------------------------------------------

DeFoors Creek Apartments

In 1982,  the Partnership  acquired DeFoors  Creek Apartments  (formerly  Noble
Creek Apartments),  Atlanta,  Georgia, utilizing  approximately  $6,986,000  in
offering proceeds.   The  property was  acquired subject  to first  and  second
mortgage financing totaling $10,035,000. 

On September 9,  1996, the Partnership  contracted to sell  the property for  a
sale price of $20,000,000  to an unaffiliated  party, Lincoln Property  Company
Southwest, Inc.  The purchaser has deposited $100,000 into an escrow account as
earnest money and is obligated to  deposit an additional $150,000 on or  before
October 2, 1996.  The  remainder of the sale price  will be payable in cash  at
closing, anticipated to be November 1, 1996.    From the proceeds of the  sale,
the Partnership  will pay  the outstanding  balances of  the first  and  second
mortgage  loans  which  are  expected   to  be  approximately  $6,124,000   and
$2,641,000, respectively, at closing,  and $200,000 to an unaffiliated party as
a brokerage commission.   An affiliate  of the third  party providing  property
management services  for  the property  will  receive  a fee  of  $150,000  for
services rendered in connection with the sale of the property.  The Partnership
will receive the remaining proceeds of approximately $10,885,000, less  closing
costs.  Neither the General Partner nor any affiliate will receive a  brokerage
commission in connection  with the sale  of the property.  The General  Partner
will be  reimbursed by  the Partnership  for its  actual expenses  incurred  in
connection with the sale.

The closing is subject  to the satisfaction of  numerous terms and  conditions.
There can be no assurance that all of the terms and conditions will be complied
with and, therefore, it is possible the sale of the property may not occur.


ITEM 5.  OTHER EVENTS

Somerset Village Apartments

As previously reported, the Partnership has contracted to sell Somerset Village
Apartments, Tempe, Arizona, to TGM Realty Corp. #5, a Delaware corporation, for
a sale price of $11,100,000.  The Partnership and the purchaser have agreed  to
extend the closing from September 16, 1996 to September 30, 1996.
<PAGE>
ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS
- ----------------------------------------------------------------------

     (A)  FINANCIAL STATEMENTS AND EXHIBITS:

            None

     (B)  PRO FORMA FINANCIAL INFORMATION:

            None

     (C)  EXHIBITS:

          (2)  Agreement of Sale and attachment thereto relating
               to the sale of  De Foors Creek Apartments, Atlanta, Georgia.

          (99)  Letter Agreement relating to the sale of Somerset Village
                Apartments, Tempe, Arizona.

          . 
     No information is required under Items 1, 3, 4, 6 and 8 and these items
have, therefore, been omitted.
<PAGE>
Signature
- -------------

     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 hereunto duly authorized.

                    BALCOR EQUITY PROPERTIES-XII

                         By:  Balcor Partners-XII, an Illinois general 
                              partnership, its general partner

                         By:  RGF-Balcor Associates-II, an Illinois general 
                              partnership, a partner

                         By:  The Balcor Company, a Delaware corporation,
                              a partner

                         By:  /s/  Jerry M. Ogle
                                ------------------------------------
                                   Jerry M. Ogle, Vice President 
                                   and Secretary

Dated:  September 18, 1996
<PAGE>
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SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC  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)  September 9, 1996

                         BALCOR EQUITY PROPERTIES-XII
         ------------------------------------------------------------
                           Exact Name of Registrant

Illinois                                0-11126
- --------------------------------        --------------------------------
State or other jurisdiction             Commission file number

2355 Waukegan Road
Suite A200
Bannockburn, Illinois                   36-3169763
- --------------------------------        --------------------------------
Address of principal                    I.R.S. Employer
executive offices                       Identification
                                        Number

60015
- --------------------------------
Zip Code

              Registrant's telephone number, including area code:
                                (847) 267-1600
ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS
- ----------------------------------------------------------------------

DeFoors Creek Apartments

In 1982,  the Partnership  acquired DeFoors  Creek Apartments  (formerly  Noble
Creek Apartments),  Atlanta,  Georgia, utilizing  approximately  $6,986,000  in
offering proceeds.   The  property was  acquired subject  to first  and  second
mortgage financing totaling $10,035,000. 

On September 9,  1996, the Partnership  contracted to sell  the property for  a
sale price of $20,000,000  to an unaffiliated  party, Lincoln Property  Company
Southwest, Inc.  The purchaser has deposited $100,000 into an escrow account as
earnest money and is obligated to  deposit an additional $150,000 on or  before
October 2, 1996.  The  remainder of the sale price  will be payable in cash  at
closing, anticipated to be November 1, 1996.    From the proceeds of the  sale,
the Partnership  will pay  the outstanding  balances of  the first  and  second
mortgage  loans  which  are  expected   to  be  approximately  $6,124,000   and
$2,641,000, respectively, at closing,  and $200,000 to an unaffiliated party as
a brokerage commission.   An affiliate  of the third  party providing  property
management services  for  the property  will  receive  a fee  of  $150,000  for
services rendered in connection with the sale of the property.  The Partnership
will receive the remaining proceeds of approximately $10,885,000, less  closing
costs.  Neither the General Partner nor any affiliate will receive a  brokerage
commission in connection  with the sale  of the property.  The General  Partner
will be  reimbursed by  the Partnership  for its  actual expenses  incurred  in
connection with the sale.

The closing is subject  to the satisfaction of  numerous terms and  conditions.
There can be no assurance that all of the terms and conditions will be complied
with and, therefore, it is possible the sale of the property may not occur.

ITEM 5.  OTHER EVENTS

Somerset Village Apartments

As previously reported, the Partnership has contracted to sell Somerset Village
Apartments, Tempe, Arizona, to TGM Realty Corp. #5, a Delaware corporation, for
a sale price of $11,100,000.  The Partnership and the purchaser have agreed  to
extend the closing from September 16, 1996 to September 30, 1996.
ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS
- ----------------------------------------------------------------------

     (A)  FINANCIAL STATEMENTS AND EXHIBITS:

            None

     (B)  PRO FORMA FINANCIAL INFORMATION:

            None

     (C)  EXHIBITS:

          (2)  Agreement of Sale and attachment thereto relating
               to the sale of  De Foors Creek Apartments, Atlanta, Georgia.

          (99)  Letter Agreement relating to the sale of Somerset Village
                Apartments, Tempe, Arizona.

          . 
     No information is required under Items 1, 3, 4, 6 and 8 and these items
have, therefore, been omitted.
Signature
- -------------

     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 hereunto duly authorized.

                    BALCOR EQUITY PROPERTIES-XII

                         By:  Balcor Partners-XII, an Illinois general 
                              partnership, its general partner

                         By:  RGF-Balcor Associates-II, an Illinois general 
                              partnership, a partner

                         By:  The Balcor Company, a Delaware corporation,
                              a partner

                         By:  /s/  Jerry M. Ogle
                                ------------------------------------
                                   Jerry M. Ogle, Vice President 
                                   and Secretary

Dated:  September 18, 1996