SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-KSB


 [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE ACT OF
        1934

                    For the fiscal year ended December 31, 2002

[ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
         OF 1934

                  For the transition period _________to _________

                         Commission file number 0-13112

                        REAL ESTATE ASSOCIATES LIMITED VI
                 (Name of small business issuer in its charter)

                        A California Limited Partnership

   California                                                  95-3778627
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

                          55 Beattie Place, PO Box 1089
                        Greenville, South Carolina 29602
                    (Address of principal executive offices)

                                 (864) 239-1000
                            Issuer's telephone number

           Securities registered under Section 12(b) of the Exchange Act:

                                      None

           Securities registered under Section 12(g) of the Exchange Act:

                          Limited Partnership Interests
                                (Title of class)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for 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___

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation  S-B  contained  in this  form,  and to the best of the  registrant's
knowledge,  in  definitive  proxy  or  information  statements  incorporated  by
reference in Part III of this Form 10-KSB or any  amendment to this Form 10-KSB.
[X]

State issuer's revenues for its most recent fiscal year.   $35,000

State the aggregate  market value of the voting  partnership  interests  held by
non-affiliates  computed  by  reference  to the price at which  the  partnership
interests  were sold,  or the average bid and asked  prices of such  partnership
interests as of December 31, 2002. No market exists for the limited  partnership
interests of the Registrant,  and,  therefore,  no aggregate market value can be
determined.

                       DOCUMENTS INCORPORATED BY REFERENCE
                                      None
The matters discussed in this report contain certain forward-looking statements,
including, without limitation, statements regarding future financial performance
and the effect of government  regulations.  The discussions of the  Registrant's
business  and  results  of  operations,   including  forward-looking  statements
pertaining to such matters,  do not take into account the effects of any changes
to the  Registrant's  business  and results of  operations.  Actual  results may
differ  materially  from those described in the  forward-looking  statements and
will  be  affected  by  a  variety  of  risks  and  factors  including,  without
limitation:  national and local economic  conditions;  the terms of governmental
regulations that affect the Registrant and interpretations of those regulations;
the competitive  environment in which the Registrant operates;  financing risks,
including the risk that cash flows from  operations may be  insufficient to meet
required  payments of  principal  and  interest;  real estate  risks;  including
variations  of real  estate  values and the  general  economic  climate in local
markets and competition for tenants in such markets; and possible  environmental
liabilities.   Readers  should  carefully  review  the  Registrant's   financial
statements and the notes thereto,  as well as the risk factors  described in the
documents  the  Registrant  files  from  time to time  with the  Securities  and
Exchange Commission.

                                     PART I

ITEM 1.     DESCRIPTION OF BUSINESS

Real Estate Associates  Limited VI ("REAL VI" or the "Partnership") is a limited
partnership  which  was  formed  under the laws of the  State of  California  on
October 12, 1982. On April 22, 1983,  REAL VI offered 4,200 units  consisting of
8,400 limited partnership  interests and warrants to purchase a maximum of 8,400
additional  limited  partnership  interests through a public offering managed by
E.F. Hutton Inc. The Partnership  shall be dissolved only upon the expiration of
50 complete calendar years (December 31, 2032) from the date of the formation of
the  Partnership  or  the  occurrence  of  other  events  as  specified  in  the
Partnership  Agreement.  The principal business of the Partnership is to invest,
directly or  indirectly,  in other limited  partnerships  which own or lease and
operate federal, state and local government-assisted housing projects.

The  general  partners of REAL VI are  National  Partnership  Investments  Corp.
("NAPICO" or the "Corporate General  Partner"),  a California  Corporation,  and
National  Partnership  Investments  Associates  ("NAPIA"  or the  "Non-corporate
General  Partner"),  a limited  partnership  formed under the California Limited
Partnership Act and consisting of Mr.  Nicholas G. Ciriello as general  partner,
and Mr. Charles H. Boxenbaum and an unrelated  individual,  as limited partners.
The business of REAL VI is conducted primarily by NAPICO.

On December 3, 2001, Casden Properties Inc., entered into a merger agreement and
certain other  transaction  documents with  Apartment  Investment and Management
Company("AIMCO"), a publicly traded real estate investment trust, and certain of
its  subsidiaries,  pursuant to which, on March 11, 2002,  AIMCO acquired Casden
Properties  Inc. and its  subsidiaries,  including  100% of the stock of NAPICO.
Prior to March 11, 2002, Casden Properties Inc. owned a 95.25% economic interest
in NAPICO, with the balance owned by Casden Investment Corporation ("CIC"). CIC,
which is wholly owned by Alan I. Casden, owned 95% of the voting common stock of
NAPICO, prior to March 11, 2002.

REAL VI holds limited  partnership  interests in 20 local  limited  partnerships
(the "Local Limited Partnerships").  In addition the Partnership holds a general
partner interest in Real Estate Associates III ("REA III") which, in turn, holds
limited partnership interests in three additional local limited partnerships. In
total, therefore, the Partnership holds interests, either directly or indirectly
thorough REA III, in 23 Local  Limited  Partnerships.  Each of the Local Limited
Partnerships  owns a low income housing project which is subsidized and/or has a
mortgage  note  payable  to or  insured  by  agencies  of the  federal  or local
government.  The Partnership sold its interests in 10 Local Limited Partnerships
in December  1998.  Subsequent to December 31, 2002,  one of these Local Limited
Partnerships was foreclosed upon by the note holder.

The  partnerships  in which  REAL VI has  invested  were,  at  least  initially,
organized by private developers who acquired the sites, or options thereon,  and
applied for  applicable  mortgage  insurance and  subsidies.  REAL VI became the
principal  limited  partner in these  Local  Limited  Partnerships  pursuant  to
arm's-length  negotiations with these developers,  or others, who act as general
partners. As a limited partner, REAL VI's liability for obligations of the Local
Limited Partnerships is limited to its investment.  The local general partner of
the  Local  Limited   Partnerships   retains   responsibility   for  developing,
constructing,  maintaining,  operating  and managing the project.  Under certain
circumstances  of default,  REAL VI has the right to replace the general partner
of the Local Limited Partnership, but otherwise does not have control of sale or
refinancing, etc.

Although each of the partnerships in which REAL VI has invested generally owns a
project which must compete in the market place for tenants,  interest  subsidies
and rent supplements from governmental  agencies make it possible to offer these
dwelling units to eligible "low income"  tenants at a cost  significantly  below
the market rate for  comparable  conventionally  financed  dwelling units in the
area.

In order to stimulate  private  investment  in low income  housing,  the federal
government  and  certain  state and local  agencies  have  provided  significant
ownership  incentives,   including  among  others,   interest  subsidies,   rent
supplements,  and mortgage insurance, with the intent of reducing certain market
risks and  providing  investors  with  certain tax  benefits,  plus limited cash
distributions  and the  possibility of long-term  capital  gains.  There remain,
however,  significant  risks.  The long-term nature of investments in government
assisted housing limits the ability of REAL VI to vary its portfolio in response
to changing economic,  financial and investment conditions; such investments are
also subject to changes in local economic circumstances and housing patterns, as
well as rising operating costs, vacancies, rent collection difficulties,  energy
shortages and other factors  which have an impact on real estate  values.  These
projects also require greater management expertise and may have higher operating
expenses than conventional housing projects.

Under recently adopted law and policy,  the United States  Department of Housing
and Urban Development ("HUD") has determined not to renew the Housing Assistance
Payment  ("HAP")  Contracts  on a long  term  basis on the  existing  terms.  In
connection with renewals of the HAP Contracts under such new law and policy, the
amount of rental  assistance  payments under renewed HAP Contracts will be based
on market rentals instead of above market  rentals,  which may be the case under
existing HAP Contracts.  The payments under the renewed HAP Contracts may not be
in an amount  that  would  provide  sufficient  cash  flow to  permit  owners of
properties  subject to HAP  Contracts to meet the debt service  requirements  of
existing  loans  insured by the Federal  Housing  Administration  of HUD ("FHA")
unless such mortgage loans are  restructured.  In order to address the reduction
in payments under HAP Contracts as a result of this new policy, the Multi-family
Assisted Housing Reform and  Affordability  Act of 1997 ("MAHRAA")  provides for
the  restructuring  of  mortgage  loans  insured  by the  FHA  with  respect  to
properties  subject  to the  Section 8 program.  Under  MAHRAA,  an  FHA-insured
mortgage  loan can be  restructured  into a first  mortgage  loan  which will be
amortized on a current basis and a low interest  second mortgage loan payable to
FHA which will only be payable on  maturity  of the first  mortgage  loan.  This
restructuring results in a reduction in annual debt service payable by the owner
of the  FHA-insured  mortgage  loan and is  expected  to result in an  insurance
payment from FHA to the holder of the  FHA-insured  loan due to the reduction in
the principal amount. MAHRAA also phases out project-based subsidies on selected
properties  serving  families not located in rental markets with limited supply,
converting such subsidies to a tenant-based subsidy.

When the HAP  Contracts are subject to renewal,  there can be no assurance  that
the Local Limited  Partnerships  in which the Partnership has an investment will
be permitted to restructure its mortgage indebtedness under MAHRAA. In addition,
the  economic  impact  on the  Partnership  of the  combination  of the  reduced
payments  under  the  HAP  Contracts  and  the  restructuring  of  the  existing
FHA-insured mortgage loans under MAHRAA is uncertain.

The Partnership  has no employees.  Management and  administrative  services are
performed  for the  Partnership  by the  Corporate  General  Partner  and agents
retained by the Corporate General Partner.

During the year ended  December 31,  2002,  all of the projects in which REAL VI
had  invested  were  substantially  rented.  The  following is a schedule of the
status  as of  December  31,  2002,  of the  projects  owned  by  Local  Limited
Partnerships in which REAL VI, either directly or indirectly through REA III, is
a limited partner.


                        SCHEDULE OF PROJECTS OWNED BY
                        LOCAL LIMITED PARTNERSHIPS
                          IN WHICH REAL VI HAS AN
                                INVESTMENT
                             December 31, 2002
<TABLE>
<CAPTION>


                                 Financed,             Units      Percentage
                                  Insured            Authorized        of     Percentage of
                                    And              For Rental   Total Units  Total Units
                                Subsidized       Assistance Under   Occupied    Occupied
Name and Location No. of Units    Under            Section 8 (E)     2002        2001

Boynton Terrace
  Boynton Beach,
<S>                 <C>                                  <C>          <C>         <C>
FL                  89              (A)                  89           93%         100%

Cady Brook Apts
  Charlton, MA      40              (D)                  --           93%          97%

Cassady Village
  Columbus, OH      98              (A)                  50           100%         98%

Century Plaza
  Hampton, VA      120              (B)                  120          99%          98%

Crockett Manor
  Trenton, TN       38              (C)                  38           92%          79%

Eastridge Apts
  Bristol, VA       96              (C)                  65           85%          92%

Filmore I
  Phoenix, AZ       32              (C)                  32           88%          84%

Grant-Ko
Enterprises
  Platteville, WI   40              (D)                  16           98%          93%

Hummelstown Manor
  Hummelstown, PA   51              (D)                  50           98%         100%

Kentucky Manor
  Oak Grove, KY     48              (D)                  --           91%         100%

Lonsdale Housing
  Providence, RI   131              (A)                  131          98%          98%

Marshall Plaza I
  Lorain, OH        40              (B)                  39           100%         98%

Marshall Plaza II
 Lorain, OH           50            (B)                  48           94%          96%

New Bel-Mo (F)
 New Glarus,
Bellemount
 Monticello, WI       24            (D)                  24           83%          79%

Oakridge Park II
 Biloxi, MS           48            (D)                  --           98%          98%

Oakwood Manor
 Milan, TN           34             (A)                  34           100%         88%

Park Place
  Ewing, NJ         126             (A)                  125          79%          98%

Parksedge Elderly
Apts.
 Parkesedge, PA      45             (D)                  45           100%        100%

Penneco I
 Johnstonw, PA       76             (A)                  76           75%          71%

Sauk-Ko
Enterprises
 Baraboo, WI         30             (D)                  20           83%          77%

Sol 413
 Old San Juan, PR    12             (B)                  12           100%        100%

Valley Oaks Senior
 Gault, CA           50        State Program             43           100%        100%

Villas de Orocovix
 Orocovix, PR        41             (D)                     41        95%          95%

  Totals          1,359                                  1,098
</TABLE>

(A)   The mortgage is insured by the Federal  Housing  Administration  under the
      provisions of Section 236 of the National Housing Act.

(B)   The mortgage is insured by the Federal  Housing  Administration  under the
      provisions of Section 221(d)(3) of the National Housing Act.

(C)   The mortgage is insured by the Federal  Housing  Administration  under the
      provisions of Section 221(d)(4) of the National Housing Act.

(D)   The mortgage is insured by the Federal  Housing  Administration  under the
      provisions of Section 5115(b) and 521 of the National Housing Act.

(E)   Section 8 of Title II of the  Housing  and  Community  Development  Act of
      1974.

(F)   At  December  31,  2001,  New-Bel-Mo  consisted  of  three  properties  in
      Wisconsin:  New Glarus,  Belleville,  and  Monticello.  On April 19, 2002,
      New-Bel-Mo sold the New Glarus property which consisted of 10 units.  This
      sale left a total of 24 units at the two remaining properties.

The following table details the Partnership's ownership percentages of the Local
Limited  Partnerships  and  the  cost of  acquisition  of  such  ownership.  All
interests are limited  partner  interests.  Also included is the total  mortgage
encumbrance  on each property for each of the Local Limited  Partnerships  as of
December 31, 2002.  On January 22, 2003,  the note holder  foreclosed on Century
Plaza.

                   REAL VI   Original Cost                Notes Payable
                  Percentage of Ownership      Mortgage        And
                  Interest   Interest         Notes        Interest Accrued
   Partnership              (in thousands) (in thousands)   (in thousands)
Boynton Terrace    98.50%        $ 840          $  4,240       $     --
Boynton Beach, FL

Cady Brook Apts      95%            200             919              94
  Charlton, MA

Cassady Village    98.99%           54              862              --
  Columbus, OH

Century Plaza        99%           480              841           2,636
  Hampton, VA

Crockett Manor       99%            215             980              13
  Trenton, TN

Eastridge Apts       99%            220             408               1
  Bristol, VA

Filmore I            99%            260           1,148             148
  Phoenix, AZ

Grant-Ko                                                              2
Enterprises          95%            213           1,217
  Platteville, WI

Hummelstown Manor    95%            330           1,722              14
  Hummelstown, PA

Kentucky Manor       95%            250           1,377               3
  Oak Grove, KY

Lonsdale Housing   98.99%         1,000           1,511              14
  Providence, RI

Marshall Plaza I   98.99%        $ 140          $ 139         $    --
  Lorain, OH

Marshall Plaza II  98.99%          180            202             1
  Lorain, OH

New-Bel-Mo           95%           167            627            --
  New Glarus, Bellemont
  Monticello, WI

Oakridge Park II     95%            221         1,185            --
  Biloxi, MS

Oakwood Manor        99%            148           556            --
  Milan, TN

Park Place           90%          1,182         4,864            --
  Ewing, NJ

Parksedge Elderly                                                68
Apts      95%                       280         1,429
  Parkesedge, PA

Penneco I            99%            445         1,639           654
  Johnstown, PA

Sauk-Ko                                                          --
Enterprises          95%            182          716
  Baraboo, WI

Sol 413            98.90%           100          347            93
  Old San Juan, PR

Valley Oaks Senior   99%            315         1,771           --
  Gault, CA

Villas de Orocovix   99%            270         1,387             10
  Orocovix, PR

TOTALS                          $ 7,692         $30,087       $3,751

Although each Local Limited  Partnership in which the  Partnership  has invested
owns an apartment complex which must compete with other apartment  complexes for
tenants,  government  mortgage  interest and rent  subsidies make it possible to
rent units to eligible tenants at below market rates. In general, this insulates
the properties from market competition.

ITEM 2.     DESCRIPTION OF PROPERTIES

See  "Item  1.  Description  of  Business"  for the  real  estate  owned  by the
Partnership  through the  ownership  of limited  partnership  interests in Local
Limited Partnerships.

ITEM 3.     LEGAL PROCEEDINGS

Class Action

On August 27, 1998, two investors holding an aggregate of eight units of limited
partnership  interests in Real Estate  Associates  Limited III (a partnership in
which NAPICO is the  corporate  general  partner) and two  investors  holding an
aggregate  of  five  units  of  limited  partnership  interest  in  Real  Estate
Associates  Limited VI commenced an action in the United States  District  Court
for the Central  District of California  on behalf of  themselves  and all other
similarly situated, against the Partnership, NAPICO and certain other affiliated
entities.  The complaint  alleged that the defendants  breached their  fiduciary
duty to the limited partners of certain NAPICO managed partnerships and violated
securities  laws by making  materially  false and  misleading  statements in the
consent   solicitation   statements  sent  to  the  limited   partners  of  such
partnerships  relating to approval of the transfer of  partnership  interests in
limited partnerships,  owning certain of the properties, to affiliates of Casden
Properties  Inc.,  organized by an affiliate of NAPICO.  The  plaintiffs  sought
equitable  relief,  as well as compensatory  and punitive damages and litigation
related  costs.  On August 4, 1999,  one  investor  holding  one unit of limited
partnership interest in Housing Programs Limited (another affiliated partnership
in  which  NAPICO  is the  corporate  general  partner)  commenced  a  virtually
identical action in the United States District Court for the Central District of
California  against the  Partnership,  NAPICO and certain  other  entities.  The
second  action was subsumed in the first  action,  and was  certified as a class
action.  On August 21, 2001,  plaintiffs filed a supplemental  complaint,  which
added  new  claims,  including  a  rescission  of the  transfer  of  partnership
interests and an accounting.  The matter was tried in October and November 2002.
In November 2002, the jury returned  special verdicts against NAPICO and certain
other defendants in the amount of approximately  $25.2 million for violations of
securities laws and against NAPICO for approximately  $67.3 million for breaches
of fiduciary duty. In addition, the jury awarded the plaintiffs punitive damages
against  NAPICO of  approximately  $92.5  million.  On April 3, 2003,  the judge
entered certain orders in connection with the litigation that denied defendants'
motion for a new trial and set April 28,  2003 as the date for entry of judgment
against  NAPICO and certain other  defendants in the amount of $25.2 million for
violations of securities  laws and against NAPICO for $67.3 million for breaches
of fiduciary duty, both amounts plus interest,  subject to plaintiffs' agreement
to  reducing  the jury award for  punitive  damages  against  NAPICO  from $92.5
million to $2.6 million.  While the case is expected to be appealed,  the entire
matter is the  responsibility  of the former  shareholders of Casden  Properties
Inc.  pursuant  to the  documents  related  to  AIMCO's  acquisition  of  Casden
Properties Inc., which was completed in March 2002.

The holder of a purchase money  promissory  note issued by Century Plaza Limited
Partnership,  one of the  Partnership's  investments,  in the amount of $960,000
plus accrued  interest  payable of $1,675,554  as of December 31, 2002,  filed a
suit seeking a monetary judgment against the Partnership and the other partners.
Subsequent to December 31, 2002 the Partnership's  interest in the Local Limited
Partnership  was  foreclosed  on by the  note  holder.  The  Partnership  had no
investment balance related to this Local Partnership as of December 31, 2002.

Other

Millenium   Management,   LLC  ("Millenium")  and  Everest  Properties  II,  LLC
("Everest") have filed with the SEC a preliminary Consent Solicitation Statement
requesting the consent of the limited partners of Real Estate Associates Limited
VI (the  "Partnership") to remove the general partners of the Partnership and to
elect Millenium as the new general  partner.  The Partnership has filed with the
SEC  a  preliminary  Consent  Revocation   Statement  opposing  Millenium's  and
Everest's efforts to remove the general partners.

The Corporate General Partner of the Partnership is involved in various lawsuits
arising from transactions in the ordinary course of business.  In the opinion of
management and the Corporate General Partner,  the claims will not result in any
material liability to the Partnership.

ITEM 4.     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Millenium   Management,   LLC  ("Millenium")  and  Everest  Properties  II,  LLC
("Everest") have filed with the SEC a preliminary Consent Solicitation Statement
requesting the consent of the limited partners of Real Estate Associates Limited
VI (the  "Partnership") to remove the general partners of the Partnership and to
elect Millenium as the new general  partner.  The Partnership has filed with the
SEC  a  preliminary  Consent  Revocation   Statement  opposing  Millenium's  and
Everest's efforts to remove the general partners.

                                     PART II

ITEM  5.  MARKET  FOR  THE  REGISTRANT'S   PARTNERSHIP   INTERESTS  AND  RELATED
PARTNERSHIP MATTERS

The Limited  Partnership  Interests are not traded on a public exchange but were
sold through a public offering managed by E.F. Hutton Inc. It is not anticipated
that any active  public  market will  develop for the  purchase  and sale of any
partnership  interest,  therefore an investor may be unable to sell or otherwise
dispose of his or her interest in the partnership. Limited Partnership interests
may be transferred only if certain requirements in the Partnership Agreement are
satisfied. At December 31, 2002, there were 3,041 registered holders of units in
REAL VI. The Partnership has invested in certain  government  assisted  projects
under programs,  which in many instances  restrict the cash return  available to
project owners.  The Partnership was not designed to provide cash  distributions
to investors in  circumstances  other than  refinancing  or  disposition  of its
investments in limited partnerships. No distributions were made during the years
ended December 31, 2002 and 2001.

In addition to its indirect ownership of the general partnership interest in the
Partnership, AIMCO and its affiliates own 275 limited partnership interests (the
"Units") in the  Partnership,  representing  3.28% of the  outstanding  Units at
December 31, 2002.  These Units were acquired  pursuant to tender offers made by
AIMCO and its affiliates.  A Unit consists of two limited partnership interests.
It is possible that AIMCO or its  affiliates  will acquire  additional  Units of
limited  partnership  interest  in the  Partnership  in  exchange  for cash or a
combination of cash and units in the operating  partnership of AIMCO.  Under the
Partnership Agreement,  unitholders holding a majority of the Units are entitled
to take action with respect to a variety of matters,  which would include voting
on certain  amendments  to the  Partnership  Agreement  and voting to remove the
Corporate General Partner. Although the Corporate General Partner owes fiduciary
duties to the limited partners of the Partnership, the Corporate General Partner
also owes fiduciary duties to AIMCO as its sole  stockholder.  As a result,  the
duties of the Corporate General Partner,  as Corporate  General Partner,  to the
Partnership  and its limited  partners may come into conflict with the duties of
the Corporate General Partner to AIMCO, as its sole stockholder.

ITEM 6. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

This item should be read in conjunction with the financial  statements and other
items contained elsewhere in this report.

The Corporate  General  Partner  monitors  developments in the area of legal and
regulatory   compliance  and  is  studying  new  federal  laws,   including  the
Sarbanes-Oxley  Act of 2002. The Sarbanes-Oxley Act of 2002 mandates or suggests
additional compliance measures with regard to governance,  disclosure, audit and
other areas.  In light of these changes,  the  Partnership  expects that it will
incur higher expenses related to compliance, including increased legal and audit
fees.

Capital Resources and Liquidity

The Properties in which the Partnership has invested, through its investments in
the Local Limited Partnerships, receive one or more forms of assistance from the
Federal  Government.  As a result,  the Local Limited  Partnerships'  ability to
transfer funds either to the Partnership or among themselves in the form of cash
distributions,  loans or advances is generally  restricted  by these  government
assistance programs. These restrictions, however, are not expected to impact the
Partnership's ability to meet its cash obligations.

The  Partnership's  primary sources of funds include interest income earned from
investing  available cash and distributions  from Local Limited  Partnerships in
which the  Partnership  has  invested.  It is not expected that any of the Local
Limited  Partnerships  in which the  Partnership has invested will generate cash
flow  sufficient  to provide  for  distributions  to the  Partnership's  limited
partners in any material  amount.  No  distributions  were made during the years
ended December 31, 2002 and 2001.

Distributions  received from limited  partnerships are recognized as a reduction
of the investment  balance until the investment balance has been reduced to zero
or  to a  negative  amount  equal  to  future  capital  contributions  required.
Subsequent distributions received are recognized as income.

As of December 31, 2002 and 2001, the Partnership has cash and cash  equivalents
of approximately $1,509,000 and $2,147,000,  respectively.  Substantially all of
these  amounts  are on deposit  primarily  with high  credit  quality  financial
institutions,  earning  interest.  This  resulted  in  the  Partnership  earning
approximately  $35,000  and  $103,000  in  interest  income for the years  ended
December 31, 2002 and 2001,  respectively.  The amount of interest income varies
with market rates  available on deposits and with the amount of funds  available
for investment. Cash equivalents can be converted to cash to meet obligations of
the  Partnership as they arise.  The Partnership  intends to continue  investing
available funds in this manner.

Results of Operations

The  Partnership  was formed to provide  various  benefits  to its  partners  as
discussed in "Item 1.  Description  of Business." It is not expected that any of
the Local  Limited  Partnerships  in which the  Partnership  has  invested  will
generate cash flow sufficient to provide for  distributions  to Limited Partners
in any material amount.

At December  31, 2002,  the  Partnership  has  investments,  either  directly or
indirectly through REA III, in 23 limited partnerships, all of which own housing
projects that were  substantially all rented. The Partnership sold its interests
in 10 Local Limited Partnerships in December 1998. The Partnership, as a limited
partner, does not exercise control over the activities and operations, including
refinancing   or  selling   decisions,   of  the  Local  Limited   Partnerships.
Accordingly,  the  Partnership  accounts for its investment in the Local Limited
Partnerships  using the  equity  method.  Thus the  individual  investments  are
carried at cost plus the Partnership's share of the Local Limited  Partnership's
profits less the Partnership's share of the Local Limited  Partnership's  losses
and distributions and any impairment charges.  However, since the Partnership is
not legally liable for the obligations of the Local Limited Partnerships,  or is
not  otherwise  committed  to provide  additional  support to them,  it does not
recognize  losses once its investment in each of the Local Limited  Partnerships
reaches zero.  Distributions  from the Local Limited  Partnerships are accounted
for as a reduction of the  investment  balance until the  investment  balance is
reduced to zero. Subsequent  distributions  received are recognized as income in
the  accompanying  statements of  operations.  For those  investments  where the
Partnership   has  determined   that  the  carrying  value  of  its  investments
approximates the estimated fair value of those  investments,  the  Partnership's
policy is to recognize equity in income of the Local Limited  Partnerships  only
to the extent of distributions  received and  amortization of acquisition  costs
from those Local Limited Partnerships. At December 31, 2002, the Partnership has
a positive investment balance in two Local Limited Partnerships.

The total loss from the Local  Limited  Partnerships  that was  allocated to the
Partnership was approximately $250,000 and $363,000 for the years ended December
31, 2002 and 2001,  respectively.  However,  because  losses  incurred after the
investment  account  is  reduced  to a  zero  balance  are  not  recognized  and
subsequent  income  is not  recognized  until  the  investment  account  becomes
positive  again,  the  Partnership  recognized  equity in loss of Local  Limited
Partnerships of approximately $365,000 and $687,000 for the years ended December
31, 2002 and 2001, respectively.

Distributions  from the Local Limited  Partnerships in which the Partnership did
not have a positive  investment balance were  approximately  $51,000 and $46,000
for the years ended December 31, 2002 and 2001, respectively. These amounts were
recognized as income on the accompanying statements of operations, in accordance
with the equity method of accounting.

Under recently adopted law and policy,  the United States  Department of Housing
and Urban Development ("HUD") has determined not to renew the Housing Assistance
Payment  ("HAP")  Contracts  on a long  term  basis on the  existing  terms.  In
connection with renewals of the HAP Contracts under such new law and policy, the
amount of rental  assistance  payments under renewed HAP Contracts will be based
on market rentals instead of above market  rentals,  which may be the case under
existing HAP Contracts.  The payments under the renewed HAP Contracts may not be
in an amount  that  would  provide  sufficient  cash  flow to  permit  owners of
properties  subject to HAP  Contracts to meet the debt service  requirements  of
existing  loans  insured by the Federal  Housing  Administration  of HUD ("FHA")
unless such mortgage loans are  restructured.  In order to address the reduction
in payments under HAP Contracts as a result of this new policy, the Multi-family
Assisted Housing Reform and  Affordability  Act of 1997 ("MAHRAA")  provides for
the  restructuring  of  mortgage  loans  insured  by the  FHA  with  respect  to
properties  subject  to the  Section 8 program.  Under  MAHRAA,  an  FHA-insured
mortgage  loan can be  restructured  into a first  mortgage  loan  which will be
amortized on a current basis and a low interest  second mortgage loan payable to
FHA which will only be payable on  maturity  of the first  mortgage  loan.  This
restructuring results in a reduction in annual debt service payable by the owner
of the  FHA-insured  mortgage  loan and is  expected  to result in an  insurance
payment from FHA to the holder of the  FHA-insured  loan due to the reduction in
the principal amount. MAHRAA also phases out project-based subsidies on selected
properties  serving  families not located in rental markets with limited supply,
converting such subsidies to a tenant-based subsidy.

When the HAP  Contracts are subject to renewal,  there can be no assurance  that
the Local Limited  Partnerships  in which the Partnership has an investment will
be permitted to restructure its mortgage indebtedness under MAHRAA. In addition,
the  economic  impact  on the  Partnership  of the  combination  of the  reduced
payments  under  the  HAP  Contracts  and  the  restructuring  of  the  existing
FHA-insured mortgage loans under MAHRAA is uncertain.

The  Partnership  purchased its interest in the Local Limited  Partnerships  for
cash,  which it raised in  connection  with a private  placement  of its  equity
securities. The purchase was subject to, among other things, (i) the purchase of
the general partner interests in the Local Limited Partnerships by the Operating
Partnership;  (iii)  the  approval  of HUD and  certain  state  housing  finance
agencies; and (iii) the consent of the limited partners to the sale of the Local
Limited Partnership interests held for investment by the Partnership.

A recurring partnership expense is the annual management fee. The fee is payable
to the Corporate  General  Partner of the  Partnership  and is calculated at 0.4
percent of the Partnership's  original remaining invested assets. The management
fee is paid to the Corporate  General  Partner for its continuing  management of
the Partnership  affairs.  The fee is payable beginning with the month following
the Partnership's initial investment in a Local Limited Partnership.  Management
fees were  approximately  $173,000 and $206,000 for the years ended December 31,
2002 and 2001, respectively.

Operating expenses,  other than management fees, consist of legal and accounting
fees for services  rendered to the  Partnership  and general and  administrative
expenses.  Legal and accounting fees were approximately $98,000 and $181,000 for
the years ended December 31, 2002 and 2001, respectively.  The decrease in legal
and  accounting  fees is  attributable  to  decreases  in legal and tax  related
professional fees.

General and administrative  expenses were approximately $91,000 and $200,000 for
the years  ended  December  31,  2002 and 2001,  respectively.  The  decrease in
general and  administrative  expenses is attributable to a decrease in the costs
associated with the preparation  and filing of the  Partnership's  quarterly and
annual financial statements and communicating with the Partnership's  investors.
Included in general and administrative expenses are reimbursements to NAPICO for
certain  expenses,  which  totaled  approximately  $23,000 for each of the years
ended December 31, 2002 and 2001.

Total revenues for the Local Limited Partnerships were approximately $10,073,000
and $10,032,000 for the years ended December 31, 2002 and 2001, respectively.

Total expenses for the Local Limited Partnerships were approximately $10,324,000
and $10,396,000 for the years ended December 31, 2002 and 2001, respectively.

Total  net loss for the Local  Limited  Partnerships  for 2002 and 2001  totaled
approximately  $251,000 and $364,000,  respectively.  The loss  allocated to the
Partnership  was  approximately   $250,000  and  $363,000  for  2002  and  2001,
respectively.

The Partnership is obligated on non-recourse  notes payable of $1,440,000  which
bear  interest at 9.5 percent per annum and have  principal  maturities  ranging
from December 1999 to December 2012. The notes and related  interest are payable
from cash flow  generated from  operations of the related  rental  properties as
defined in the notes.  These obligations are collateralized by the Partnership's
investments in the limited  partnerships.  Unpaid interest is due at maturity of
the notes.  Interest  expense was  approximately  $137,000 for both of the years
ended December 31, 2002 and 2001. One note payable and related accrued  interest
aggregating  approximately $1,417,000 became payable prior to December 31, 2002.
Management  is in the process of  attempting  to negotiate  the extension of the
maturity  date  on  this  note  payable.  In  the  event  the  negotiations  are
unsuccessful,  the  Partnership  could lose its  investment in the Local Limited
Partnership to foreclosure.

The Partnership, as a limited partner in the Local Limited Partnerships in which
it has  invested,  is  subject  to the  risks  incident  to the  management  and
ownership of improved real estate. The Partnership  investments are also subject
to adverse general  economic  conditions,  and,  accordingly,  the status of the
national  legislation  which  could  increase  vacancy  levels,  rental  payment
defaults, and operating expenses, which in turn could substantially increase the
risk of operating losses for the projects.

In addition to its indirect ownership of the general partnership interest in the
Partnership, AIMCO and its affiliates own 275 limited partnership interests (the
"Units") in the  Partnership,  representing  3.28% of the  outstanding  Units at
December 31, 2002.  These Units were acquired  pursuant to tender offers made by
AIMCO and its affiliates.  A Unit consists of two limited partnership interests.
It is possible that AIMCO or its  affiliates  will acquire  additional  Units of
limited  partnership  interest  in the  Partnership  in  exchange  for cash or a
combination of cash and units in the operating  partnership of AIMCO.  Under the
Partnership Agreement,  unitholders holding a majority of the Units are entitled
to take action with respect to a variety of matters,  which would include voting
on certain  amendments  to the  Partnership  Agreement  and voting to remove the
Corporate General Partner. Although the Corporate General Partner owes fiduciary
duties to the limited partners of the Partnership, the Corporate General Partner
also owes fiduciary duties to AIMCO as its sole  stockholder.  As a result,  the
duties of the Corporate General Partner,  as Corporate  General Partner,  to the
Partnership  and its limited  partners may come into conflict with the duties of
the Corporate General Partner to AIMCO, as its sole stockholder.

Recent Accounting Pronouncements

In  January  2003,  the  Financial   Accounting   Standards  Board  issued  FASB
Interpretation  No. 46 ("FIN46"),  "Consolidation of Variable Interest Entities,
and  Interpretation  of ARB No. 51." FIN46 requires  certain  variable  interest
entities  to be  consolidated  by the primary  beneficiary  of the entity if the
equity investors in the entity do not have the  characteristics of a controlling
financial  interest  or do no have  sufficient  equity at risk for the entity to
finance its activities  without additional  subordinated  financial support from
other parties. FIN46 is effective for all new variable interest entities created
or acquired after January 31, 2003. For variable  interest  entities  created or
acquired  prior to February 1, 2003, the provisions of FIN46 must be applied for
the  first  interim  or  annual  period  beginning  after  June  15,  2003.  The
Partnership  is currently  evaluating  the effect,  if any, that the adoption of
FIN46 will have on its results of operations and financial condition.

Critical Accounting Policies and Estimates

A summary of the Partnership's  significant  accounting  policies is included in
"Note A - Organization and Significant Accounting Policies" which is included in
the consolidated  financial  statements in "Item 7. Financial  Statements".  The
Corporate  General  Partner  believes that the  consistent  application of these
policies enables the Partnership to provide readers of the financial  statements
with useful and reliable  information about the Partnership's  operating results
and financial condition. The preparation of consolidated financial statements in
conformity with accounting  principles  generally  accepted in the United States
requires the Partnership to make estimates and assumptions.  These estimates and
assumptions affect the reported amounts of assets and liabilities at the date of
the financial  statements  as well as reported  amounts of revenues and expenses
during the reporting  period.  Actual results could differ from these estimates.
Judgments  and  assessments  of  uncertainties  are  required  in  applying  the
Partnership's  accounting  policies in many areas.  The  following may involve a
higher degree of judgment and complexity.

Method of Accounting for Investments in Limited Partnerships

The  Partnership,  as a limited  partner,  does not  exercise  control  over the
activities and operations,  including  refinancing or selling decisions,  of the
Local  Limited  Partnerships.  Accordingly,  the  Partnership  accounts  for its
investments  in the Local  Limited  Partnerships  using the equity  method.  The
Partnership  is allocated  profits and losses of the Local Limited  Partnerships
based upon its respective ownership percentage of 99%.  Distributions of surplus
cash from operations from two of the Local Limited  Partnerships  are restricted
by the Local Limited Partnerships'  Regulatory Agreements with the United States
Department of Housing and Urban Development  ("HUD").  These  restrictions limit
the distribution to 6% of the initial invested capital.  The excess surplus cash
is deposited into a residual receipts reserve, of which the ultimate realization
by the  Partnership  is  uncertain  as HUD  frequently  retains  it upon sale or
dissolution  of the  Local  Limited  Partnership.  For the third  Local  Limited
Partnership distributions of surplus cash are not restricted. The Partnership is
allocated  profits and losses and receives  distributions  from refinancings and
sales in accordance with the Local Limited Partnerships' partnership agreements.
These  agreements  usually limit the  Partnership's  distributions  to an amount
substantially   less  than  its  ownership   percentage  in  the  Local  Limited
Partnership.

The individual  investments are carried at cost plus the Partnership's  share of
the Local  Limited  Partnership's  profits less the  Partnership's  share of the
Local Limited  Partnership's  losses,  distributions and impairment charges. See
"Note 1 -  Organization  and Summary of Significant  Accounting  Policies" for a
description of the impairment  policy. The Partnership is not legally liable for
the obligations of the Local Limited Partnerships and is not otherwise committed
to provide additional support to them.  Therefore,  it does not recognize losses
once its  investment  in each of the Local  Limited  Partnerships  reaches zero.
Distributions  from  the  Local  Limited  Partnerships  are  accounted  for as a
reduction of the investment  balance until the investment  balance is reduced to
zero.  When  the  investment  balance  has  been  reduced  to  zero,  subsequent
distributions  received are recognized as income in the accompanying  statements
of operations.

For those  investments  where the  Partnership  has determined that the carrying
value  of its  investments  approximates  the  estimated  fair  value  of  those
investments,  the  Partnership's  policy is to recognize equity in income of the
Local  Limited  Partnerships  only to the extent of  distributions  received and
amortization  of  acquisition  costs  from  those  Local  Limited  Partnerships.
Therefore,  the  Partnership  limits its  recognition of equity  earnings to the
amount it expects to ultimately realize.


ITEM 7.   FINANCIAL STATEMENTS

Real Estate Associates Limited VI

LIST OF FINANCIAL STATEMENTS

      Report of Ernst & Young, LLP, Independent Auditors

      Report of Deloitte & Touche, LLP, Independent Auditors

      Consolidated Balance Sheet - December 31, 2002

      Consolidated Statements of Operations - Years ended December 31, 2002 and
       2001

      Consolidated  Statements  of Changes in  Partners'  (Deficiency)  Equity -
      Years ended December 31, 2002 and 2001

      Consolidated  Statements of Cash Flows - Years ended December 31, 2002 and
        2001

      Notes to Consolidated Financial Statements


                 Report of Ernst & Young LLP, Independent Auditors




The Partners
Real Estate Associates Limited VI


We have  audited  the  accompanying  consolidated  balance  sheet of Real Estate
Associates  Limited VI as of December  31,  2002,  and the related  consolidated
statements of operations,  partners' (deficiency) equity, and cash flows for the
year then  ended.  These  financial  statements  are the  responsibility  of the
Partnership's  management.  Our responsibility is to express an opinion on these
financial  statements  based  on our  audit.  We did  not  audit  the  financial
statements  of  certain  limited  partnerships,  the  investments  in which  are
reflected in the accompanying consolidated financial statements using the equity
method of accounting.  The investments in these limited partnerships represent 6
percent of total  assets of the  Partnership  as of  December  31,  2002 and the
equity in the loss of these  limited  partnerships  represent  6 percent  of the
total net loss of the  Partnership  for the year ended  December 31,  2002.  The
investee  information for these limited  partnerships is included in Notes 2 and
6. The financial  statements of these limited partnerships were audited by other
auditors whose reports have been furnished to us and our opinion,  insofar as it
relates to the amounts included for these limited partnerships,  is based solely
on the reports of the other auditors.

We conducted our audit in accordance with auditing standards  generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable  assurance about whether the financial  statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting  the amounts and  disclosures in the financial  statements.  An audit
also includes assessing the accounting principles used and significant estimates
made by  Partnership  management,  as well as evaluating  the overall  financial
statement  presentation.  We  believe  that our audit and the  reports  of other
auditors provide a reasonable basis for our opinion.

In our  opinion,  based on our  audit and the  reports  of other  auditors,  the
financial statements referred to above present fairly, in all material respects,
the  consolidated  financial  position of Real Estate  Associates  Limited VI at
December 31, 2002, and the  consolidated  results of its operations and its cash
flows for the year then ended in conformity with accounting principles generally
accepted in the United States.


                                                            /s/Ernst & Young LLP

Greenville, South Carolina
April 13,  2003


                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



To the Partners of
Real Estate Associates Limited VI
(A California limited partnership)

We  have  audited  the  accompanying   consolidated  statements  of  operations,
partners'  (deficiency)  equity and cash flows of Real Estate Associates Limited
VI (a  California  limited  partnership)  for the year ended  December 31, 2001.
These  financial  statements  are the  responsibility  of the  management of the
Partnership.  Our  responsibility  is to express  an opinion on these  financial
statements  based on our audit.  We did not audit the  financial  statements  of
certain  limited  partnerships,  the  investments  in which are reflected in the
accompanying  financial  statements  using the equity method of accounting.  The
investments in these limited  partnerships  represent 15 percent of total assets
as of December 31, 2001, and the equity in income of these limited  partnerships
represents  3 percent  of the total net income of the  Partnership  for the year
then ended and represent a substantial  portion of the investee  information  in
Note 2. The financial  statements of these limited  partnerships were audited by
other auditors. Their reports have been furnished to us and our opinion, insofar
as it relates to the amounts included for these limited  partnerships,  is based
solely on the reports of the other auditors.

We conducted our audit in accordance with auditing standards  generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial statement presentation.  We believe our audit and the reports of other
auditors provide a reasonable basis for our opinion.

In our  opinion,  based on our  audit and the  reports  of other  auditors,  the
consolidated  financial  statements  referred to above  present  fairly,  in all
material  respects,  the  results of  operations  and cash flows of Real  Estate
Associates  Limited VI for the year ended  December 31, 2001 in conformity  with
accounting principles generally accepted in the United States of America.



DELOITTE & TOUCHE LLP

Los Angeles, California
April 5, 2002







                        REAL ESTATE ASSOCIATES LIMITED VI
                       (a California limited partnership)

                           CONSOLIDATED BALANCE SHEET

                                December 31, 2002
                                 (in thousands)
<TABLE>
<CAPTION>


                       Assets

<S>                                                             <C>              <C>
Investments in and advances to Local Limited Partnerships (Note 2)               $ 473
Cash and Cash Equivalents (Note 1)                                               1,509

       Total Assets                                                             $1,982

        Liabilities and Partners' Deficiency

Liabilities:
  Notes payable and amounts due for partnership
    interests, including $520 in default  (Note 3)                              $1,765
  Accrued interest payable, including $897 in default
    (Note 3)                                                                     2,304
  Accounts payable and accrued expenses                                              7
  Due to affiliates (Note 4)                                                        53

Partners' Deficiency
  General partners                                                   $ (373)
  Limited partners                                                   (1,774)    (2,147)

       Total liabilities and partners' deficiency                               $ 1,982

                   See Accompanying Notes to Financial Statements
</TABLE>


                        REAL ESTATE ASSOCIATES LIMITED VI
                       (a California limited partnership)

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                      (in thousands, except per unit data)

<TABLE>
<CAPTION>

                                                          Years Ended December 31,
                                                           2002              2001
Revenues:
<S>                                                       <C>              <C>
Interest and other income                                 $   35           $   103

Operating Expenses:
  Management fees - general partner (Note 4)                 173               206
  General and administrative                                  91               200
  Legal and accounting                                        98               181
  Interest  (Note 3)                                         137               137

      Total operating expenses                               499               724

Loss from partnership operations                            (464)             (621)

Distributions in excess of investment in Local
    Limited Partnerships (Note 2)                             51                46
Equity in loss of Local Limited Partnerships and
  amortization of acquisition costs (Note 2)                (365)             (687)

Net loss                                                 $  (778)          $(1,262)

Net loss to general partners   (1%)                      $    (8)          $   (13)
Net loss to limited partners   (99%)                        (770)           (1,249)

                                                         $  (778)          $(1,262)
Net loss per limited partnership interest (Note 1)       $(45.96)          $(74.30)

                 See Accompanying Notes to Financial Statements
</TABLE>


                        REAL ESTATE ASSOCIATES LIMITED VI
                       (a California limited partnership)

              CONSOLIDATED STATEMENTS OF PARTNERS' (DEFICIENCY) EQUITY
                                 (in thousands)


<TABLE>
<CAPTION>


                                                     General        Limited
                                                    Partners        Partners        Total

<S>                                                                 <C>
Number of limited partnership interests                             16,752
Partners' (Deficiency) Equity at
  December 31, 2001                                  $(352)        $   245         $ (107)
Net loss for the year ended December 31, 2001          (13)         (1,249)        (1,262)

Partners' Deficiency at December 31, 2001             (365)         (1,004)        (1,369)


Net loss for the year ended December 31, 2002           (8)           (770)          (778)

Partners' Deficiency at December 31, 2002            $(373)        $(1,774)       $(2,147)

                 See Accompanying Notes to Financial Statements
</TABLE>



                        REAL ESTATE ASSOCIATES LIMITED VI
                       (a California limited partnership)

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (in thousands)

<TABLE>
<CAPTION>

                                                                 Years ended December 31,
                                                                    2002            2001
Cash flows from operating activities:
<S>                                                              <C>            <C>
  Net loss                                                       $   (778)      $ (1,262)
  Adjustments to reconcile net loss to net cash used
    in operating activities:
      Equity in income of limited partnerships and
        amortization of acquisition costs                            365             687

      Increase (decrease) in:
        Due to affiliates                                              48              6
        Accounts payable and accrued expenses                         (65)            55
        Accrued interest payable                                      120            120
         Net cash used in operating activities                       (310)          (394)


Cash flows from investing activities:
  Distributions from limited partnerships recognized as a
    reduction of the investment balance                                               40
                                                              2
  Capital contributions and advances                                 (330)          (696)
         Net cash used in investing activities                       (328)          (656)

Net decrease in cash and cash equivalents                            (638)        (1,050)

Cash and cash equivalents, beginning of year                        2,147          3,197

Cash and cash equivalents, end of year                             $1,509         $2,147

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for interest                             $   17         $   17


                 See Accompanying Notes to Financial Statements
</TABLE>



                        REAL ESTATE ASSOCIATES LIMITED VI
                       (a California limited partnership)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                DECEMBER 31, 2002


NOTE 1. Organization and Summary of Significant Accounting Policies

Organization

Real  Estate  Associates  Limited  VI  (the  "Partnership"),  formed  under  the
California  Limited  Partnership  Act, was  organized  on October 12, 1982.  The
Partnership was formed to invest primarily in other limited  partnerships  which
own and operate primarily federal,  state or local  government-assisted  housing
projects.  The general  partners of the  Partnership  are  National  Partnership
Investments  Corp.  (NAPICO),   the  Corporate  General  Partner,  and  National
Partnership Investments Associates (NAPIA), a limited partnership.  The business
of REAL VI is conducted primarily by NAPICO.

On December 3, 2001, Casden Properties Inc., entered into a merger agreement and
certain other  transaction  documents with  Apartment  Investment and Management
Company  ("AIMCO"),  a publicly traded real estate investment trust, and certain
of its subsidiaries, pursuant to which, on March 11, 2002, AIMCO acquired Casden
Properties  Inc. and its  subsidiaries,  including  100% of the stock of NAPICO.
Prior to  March  11,  2002,  Casden  Properties,  Inc.  owned a 95.25%  economic
interest in NAPICO,  with the  balance  owned by Casden  Investment  Corporation
("CIC").  CIC, which is wholly owned by Alan I. Casden,  owned 95% of the voting
common stock of NAPICO, prior to March 11, 2002.

The general  partners  have a one percent  interest in profits and losses of the
Partnership.  The limited  partners have the remaining 99 percent interest which
is allocated in proportion to their respective investments.

The  Partnership  shall be  dissolved  only upon the  expiration  of 50 complete
calendar  years  (December  31,  2032)  from  the date of the  formation  of the
Partnership  or the  occurrence of other events as specified in the  Partnership
agreement.

Upon total or partial  liquidation  of the  Partnership  or the  disposition  or
partial  disposition of a project or project  interest and  distribution  of the
proceeds,  the  general  partners  will  be  entitled  to a  liquidation  fee as
stipulated  in the  Partnership  agreement.  The  limited  partners  will have a
priority return equal to their invested  capital  attributable to the project(s)
or project interest(s) sold and shall receive from the sale of the project(s) or
project  interest(s) an amount sufficient to pay state and federal income taxes,
if any,  calculated  at the maximum rate then in effect.  The general  partners'
liquidation fee may accrue but shall not be paid until the limited partners have
received distributions equal to 100 percent of their capital contributions.

Basis of Presentation

The  accompanying  financial  statements  have been prepared in conformity  with
accounting principles generally accepted in the United States of America.

Principles of Consolidation

The  consolidated  financial  statements  include  the  accounts  of Real Estate
Associates  Limited  VI  and  its  majority  owned  general   partnership.   All
significant  intercompany  accounts and  transactions  have been  eliminated  in
consolidation.  Losses in excess of the  minority  interest in equity that would
otherwise  be  attributed  to the minority  interest are being  allocated to the
Partnership.

Use of Estimates

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States  requires  management to make estimates
and assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.

Method of Accounting for Investments in Limited Partnerships

The investments in limited  partnerships are accounted for on the equity method.
Acquisition,  selection  and  other  costs  related  to the  acquisition  of the
projects have been  capitalized as part of the investment  account and are being
amortized by the straight line method over the estimated lives of the underlying
assets, which is generally 30 years.

Net Loss Per Limited Partnership Interest

Net loss per limited  partner  interest  was  computed  by dividing  the limited
partners'  share of net loss by the  number  of  limited  partnership  interests
outstanding  during the year.  The number of limited  partnership  interests was
16,752 and 16,810 for the years ended December 31, 2002 and 2001, respectively.

Cash and Cash Equivalents

Cash and cash equivalents include cash and money market mutual funds. At certain
times,  the amount of cash  deposited  at a bank may exceed the limit on insured
deposits.  Cash  balances of  approximately  $249,000  at December  31, 2002 are
maintained by an affiliated  management company on behalf of affiliated entities
in a cash concentration account.

Impairment of Long-Lived Assets

The  Partnership  reviews its  investments in long-lived  assets to determine if
there  has  been  any  permanent   impairment  whenever  events  or  changes  in
circumstances  indicate  that  the  carrying  amount  of the  asset  may  not be
recoverable.  If the sum of the  expected  future  cash  flows is less  than the
carrying amount of the assets, the Partnership recognizes an impairment loss. No
impairment  losses were recognized  during the years ended December 31, 2002 and
2001.

Segment Reporting

Statement of Financial  Accounting Standards ("SFAS") No. 131, "Disclosure about
Segments of an Enterprise and Related Information" established standards for the
way that public business enterprises report information about operating segments
in annual  financial  statements  and  requires  that those  enterprises  report
selected  information about operating segments in interim financial reports.  It
also established  standards for related disclosures about products and services,
geographic  areas,  and  major  customers.  As  defined  in SFAS  No.  131,  the
Partnership has only one reportable segment.

Fair Value of Financial Instruments

SFAS No. 107, "Disclosure about Fair Value of Financial  Instruments,"  requires
disclosure of fair value  information  about financial  instruments,  when it is
practicable  to  estimate  that  value.  The notes  payable  and amounts due for
partnership  interests are  collateralized by the  Partnership's  investments in
investee  limited  partnerships  and are payable only out of cash  distributions
from investee  partnerships.  The operations  generated by the investee  limited
partnerships,  which account for the  Partnership's  primary source of revenues,
are subject to various government rules, regulations and restrictions which make
it  impracticable  to estimate  the fair value of the notes and related  accrued
interest payable.  The carrying amount of other assets and liabilities  reported
on the balance sheet that require such disclosure approximates fair value due to
their short-term maturity.

Recent Accounting Pronouncements

In January 2003, the FASB issued Interpretation No. 46 ("FIN46"), "Consolidation
of  Variable  Interest  in  Entities,  an  Interpretation  of ARB No. 51." FIN46
requires  certain variable  interest  entities to be consolidated by the primary
beneficiary of the entity if the equity  investors in the entity do not have the
characteristics  of a controlling  financial  interest or do not have sufficient
equity at risk for the  entity to  finance  its  activities  without  additional
subordinated  financial  support from other parties.  FIN46 is effective for all
new variable  interest  entities created or acquired after January 31, 2003. For
variable  interest  entities  created or acquired prior to February 1, 2003, the
provisions  of FIN46 must be  applied  for the first  interim  or annual  period
beginning  after June 15, 2003.  The  Partnership  is currently  evaluating  the
effect,  if any,  that  the  adoption  of  FIN46  will  have on its  results  of
operations and financial condition.

In August 2001, the Financial  Accounting  Standards  Board issued SFAS No. 144,
"Accounting for the Impairment or Disposal of Long-Lived  Assets".  SFAS No. 144
provides  accounting  guidance for  financial  accounting  and reporting for the
impairment or disposal of long-lived  assets.  SFAS No. 144 supersedes  SFAS No.
121,  "Accounting  for the  Impairment of Long-Lived  Assets and for  Long-Lived
Assets to be Disposed Of". SFAS No. 144 is effective for fiscal years  beginning
after December 15, 2001. Effective January 1, 2002, the Partnership adopted SFAS
144. The adoption did not have a material  effect on the  financial  position or
results of operations of the Partnership.

In April 2002,  the Financial  Accounting  Standards  Board issued SFAS No. 145,
"Recission of FASB Statements No. 4, 44 and 64". SFAS No. 4 "Reporting Gains and
Losses from  Extinguishment  of Debt,"  required  that all gains and losses from
extinguishment  of  debt  be  aggregated  and,  if  material,  classified  as an
extraordinary item. SFAS No. 145 rescinds SFAS No. 4, and accordingly, gains and
losses from extinguishment of debt should only be classified as extraordinary if
they are unusual in nature and occur infrequently.  Effective April 1, 2002, the
Partnership adopted SFAS 145. The adoption did not have a material effect on the
financial position or results of operations of the Partnership.

NOTE 2.     Investments in and Advances to Limited Partnerships

The  Partnership  holds  limited  partnership  interests in twenty local limited
partnerships  (the "Local Limited  Partnerships").  In addition the  partnership
holds a majority-owned  general partner  interest in Real Estate  Associates III
("REA  III")  which,  in turn,  holds  limited  partnership  interests  in three
additional  local limited  partnerships.  In total,  therefore,  the Partnership
holds interests, either directly or indirectly through REAL III, in twenty-three
Local Limited Partnerships which owned, as of December 31, 2002, residential low
income rental projects  consisting of 1,359 apartment  units. On April 19, 2002,
New-Bel-Mo  sold its New Glarus site for $360,000 which consisted of 10 units or
29% of the total units. Certain of the Local Limited Partnerships are encumbered
by  mortgage  notes  payable to or insured by  agencies  of the federal or local
government. Subsequent to December 31, 2002 the Partnership's interest in one of
the Local  Limited  Partnerships  was assigned to the note holder (see "Note 8 -
Subsequent Event").

The  Partnership,  as a limited  partner,  does not  exercise  control  over the
activities and operations,  including  refinancing or selling decisions,  of the
Local  Limited  Partnerships.  Accordingly,  the  Partnership  accounts  for its
investments  in the Local  Limited  Partnerships  using the equity  method.  The
Partnership  is allocated  profits and losses of the Local Limited  Partnerships
based  upon its  respective  ownership  percentages  between  90% and  99%.  The
Partnership  is also entitled to 99.9% of the profits and losses of REA III. REA
III is entitled to a 99% interest in each of the Local Limited  Partnerships  in
which it has invested.  Distributions  of surplus cash from operations from most
of  the  Local  Limited   Partnerships  are  restricted  by  the  Local  Limited
Partnerships' Regulatory Agreements with the United States Department of Housing
and Urban Development  ("HUD").  These  restrictions limit the distribution to a
portion,  generally less than 10% of the initial  invested  capital.  The excess
surplus  cash is  deposited  into a  residual  receipts  reserve,  of which  the
ultimate  realization by the Partnership is uncertain as HUD frequently  retains
it upon sale or dissolution of the Local Limited Partnership. The Partnership is
allocated  profits and losses and receives  distributions  from refinancings and
sales in accordance with the Local Limited Partnerships' partnership agreements.
These  agreements  usually limit the  Partnership's  distributions  to an amount
substantially   less  than  its  ownership   percentage  in  the  Local  Limited
Partnership.

The individual  investments are carried at cost plus the Partnership's  share of
the Local  Limited  Partnership's  profits less the  Partnership's  share of the
Local Limited  Partnership's  losses,  distributions and impairment charges. See
"Note 1 -  Organization  and Summary of Significant  Accounting  Policies" for a
description of the impairment  policy. The Partnership is not legally liable for
the obligations of the Local Limited Partnerships and is not otherwise committed
to provide additional support to them.  Therefore,  it does not recognize losses
once its  investment  in each of the Local  Limited  Partnerships  reaches zero.
Distributions  from  the  Local  Limited  Partnerships  are  accounted  for as a
reduction of the investment  balance until the investment  balance is reduced to
zero.  When  the  investment  balance  has  been  reduced  to  zero,  subsequent
distributions received are recognized as income in the accompanying consolidated
statements of operations.

For those  investments  where the  Partnership  has determined that the carrying
value  of its  investments  approximates  the  estimated  fair  value  of  those
investments,  the  Partnership's  policy is to recognize equity in income of the
Local  Limited  Partnerships  only to the extent of  distributions  received and
amortization  of  acquisition  costs  from  those  Local  Limited  Partnerships.
Therefore,  the  Partnership  limits its  recognition of equity  earnings to the
amount it expects to ultimately realize.

As of December 31, 2002,  the  investment  balance in 21 of the 23 Local Limited
Partnerships  had been reduced to zero. The Partnership  still has an investment
balance in Cassidy Village and Park Place Limited Partnerships.

The difference between the investment in the accompanying  consolidated  balance
sheet at December 31, 2002,  and the  deficiency  per the limited  partnerships'
combined financial statements is due primarily to cumulative unrecognized equity
in losses of certain limited  partnerships,  costs capitalized to the investment
account,  cumulative  distributions  recognized  as income  and  recognition  of
impairment losses.

The following is a summary of the investments in Local Limited  Partnerships for
the year ended December 31, 2002 (in thousands):

            Balance, beginning of period                              $  510
            Amortization of acquisition costs                             (6)
            Equity in loss of Local Limited Partnerships                (359)
            Capital contributions and advances                           330
            Distributions recognized as a reduction of the
               investment balance                                         (2)
            Balance, end of period                                    $  473


Selected  financial  information from combining the financial  statements of the
Local Limited Partnerships at December 31, 2002 and 2001 and for each of the two
years in the period ended December 31, 2002 is as follows:

                        CONDENSED COMBINED BALANCE SHEET
                        OF THE LOCAL LIMITED PARTNERSHIPS
                                 (in thousands)

                                                        December 31, 2002
Assets:
      Land                                                   $ 2,608
      Buildings and improvements, net of accumulated
      depreciation of approximately $33,142                   16,783
      Other assets                                             9,712

Total Assets                                                 $29,103

Liabilities and Partner's Deficiency
Liabilities:
     Mortgages notes payable                                 $30,087
     Other liabilities                                         6,540
     Partner's Deficiency:                                    (7,524)

Total Liabilities and Partners' Deficiency                   $29,103



             CONDENSED COMBINED RESULTS OF OPERATIONS
                 OF THE LOCAL LIMITED PARTNERSHIPS
                          (in thousands)
                                                       Years Ended December 31,
                                                          2002          2001
Rental income                                            $9,520        $9,676
   Interest income                                          305           166
   Gain on sale of property                                 169            --
   Other Income                                             279           190
   Total Revenues                                        10,073        10,032

Expenses:
    Operating expenses                                    6,205         6,233
    Financial expenses                                    2,431         2,560
    Depreciation                                          1,688         1,603
          Total Expenses                                 10,324        10,396
Net loss                                                $ (251)        $ (364)

Under recently adopted law and policy,  the United States  Department of Housing
and Urban Development ("HUD") has determined not to renew the Housing Assistance
Payment  ("HAP")  Contracts  on a long  term  basis on the  existing  terms.  In
connection with renewals of the HAP Contracts under such new law and policy, the
amount of rental  assistance  payments under renewed HAP Contracts will be based
on market  rentals  instead of above market  rentals,  which may not be the case
under existing HAP  Contracts.  The payments under the renewed HAP Contracts may
not be in an amount that would provide  sufficient cash flow to permit owners of
properties  subject to HAP  Contracts to meet the debt service  requirements  of
existing  loans  insured by the Federal  Housing  Administration  of HUD ("FHA")
unless such mortgage loans are  restructured.  In order to address the reduction
in payments under HAP Contracts as a result of this new policy, the Multi-family
Assisted Housing Reform and  Affordability  Act of 1997 ("MAHRAA")  provides for
the  restructuring  of  mortgage  loans  insured  by the  FHA  with  respect  to
properties  subject  to the  Section 8 program.  Under  MAHRAA,  an  FHA-insured
mortgage  loan can be  restructured  into a first  mortgage  loan  which will be
amortized on a current basis and a low interest  second mortgage loan payable to
FHA which will only be payable on  maturity  of the first  mortgage  loan.  This
restructuring results in a reduction in annual debt service payable by the owner
of the  FHA-insured  mortgage  loan and is  expected  to result in an  insurance
payment from FHA to the holder of the  FHA-insured  loan due to the reduction in
the principal amount. MAHRAA also phases out project-based subsidies on selected
properties  serving  families not located in rental markets with limited supply,
converting such subsidies to a tenant-based subsidy.

When the HAP  Contracts are subject to renewal,  there can be no assurance  that
the Local Limited  Partnerships  in which the Partnership has an investment will
be permitted to restructure its mortgage indebtedness under MAHRAA. In addition,
the  economic  impact  on the  Partnership  of the  combination  of the  reduced
payments  under  the  HAP  Contracts  and  the  restructuring  of  the  existing
FHA-insured mortgage loans under MAHRAA is uncertain.

One of the  Partnership's  investments,  Penneco I, stopped  making its mortgage
payment during 2002.  Management is negotiating  with a tax credit  developer to
sell this  property  during 2003. In connection  with the  potential  sale,  the
lender  has  agreed  to  write  down  the debt by  approximately  $300,000.  The
Partnership  has no remaining  investment  balance related to this Local Limited
Partnership.

At December 31, 2001, New-Bel-Mo consisted of three properties in Wisconsin: New
Glarus,  Belleville,  and Monticello. On April 19, 2002, New-Bel-Mo sold the New
Glarus property which consisted of 10 units.  This sale left a total of 24 units
at the two remaining properties.

NOTE 3.     Notes Payable and Amounts Due for Partnership Interests

Three  of  the  Partnership's  investments  involved  purchases  of  partnership
interests  from partners who  subsequently  withdrew from the  partnership.  The
purchase  of  these   interests   provides  for  additional   cash  payments  of
approximately  $325,000  based upon specific  events as outlined in the purchase
agreements. Such amounts have been recorded as liabilities and included in notes
payable. In addition, the Partnership is obligated on non-recourse notes payable
of $1,440,000  which bear  interest at 9.5 percent per annum and have  principal
maturities  ranging from  December 1999 to December  2012.  One note payable and
related accrued interest  aggregating  approximately  $1,417,000  became payable
prior to  December  31,  2002.  Management  is in the process of  attempting  to
negotiate the extension of the maturity date on this note payable.  In the event
the negotiations are unsuccessful,  the Partnership could lose its investment in
the Local Limited Partnership to foreclosure.

The notes and  related  interest  are  payable  from  cash flow  generated  from
operations  of the  related  rental  properties  as defined in the notes.  These
obligations are  collateralized  by the  Partnership's  investments in the Local
Limited Partnerships. Unpaid interest is due at maturity of the notes.

Payment of the notes payable and related accrued interest are due as follows:

                      Years Ended December 31,
                           (in thousands)                Notes       Interest
                                 2003                   $   520      $   897
                                 2004                        --           --
                                 2005                       750        1,099
                                 2006                        --           --
                                 2007                        --           --
                                 Thereafter                 170          308
                                 Total                  $ 1,440      $ 2,304

NOTE 4.     Transactions with Affiliated Parties

Under the terms of the Restated  Certificate and Agreement of Limited  Partners,
the Partnership is obligated to NAPICO for an annual management fee equal to 0.4
percent of the original  invested assets of the limited  partnerships.  Invested
assets are defined as the costs of acquiring  project  interests,  including the
proportionate  amount  of  the  mortgage  loans  related  to  the  Partnership's
interests in the capital  accounts of the respective  partnerships.  The fee was
approximately  $173,000 and  $206,000 for the years ended  December 31, 2002 and
2001, respectively. Approximately $53,000 of the 2002 fees are payable to NAPICO
at December 31, 2002 and are included in "Due to Affiliates" on the accompanying
consolidated balance sheet.

The Partnership  reimburses NAPICO for certain expenses.  The reimbursement paid
to NAPICO was  approximately  $23,000 for each of the years ended  December  31,
2002 and 2001,  respectively,  and is  included  in general  and  administrative
expenses.

In addition to being the Corporate General Partner of the Partnership, NAPICO or
one of its affiliates,  is the general partner and property management agent for
five of the Local  Limited  Partnerships.  The Local  Limited  Partnerships  pay
NAPICO or its affiliate property  management fees of five percent of their gross
revenues and data processing fees. The amounts paid were approximately  $111,000
and $109,000 during the years ended December 31, 2002 and 2001, respectively.

In addition to its indirect ownership of the general partnership interest in the
Partnership,  AIMCO and its affiliates owned 275 limited  partnership  interests
(the "Units") in the Partnership, representing 3.28% of the outstanding Units at
December 31, 2002.  These Units were acquired  pursuant to tender offers made by
AIMCO and its affiliates.  A Unit consists of two limited partnership interests.
It is possible that AIMCO or its  affiliates  will acquire  additional  Units of
limited  partnership  interest  in the  Partnership  in  exchange  for cash or a
combination of cash and units in the operating  partnership of AIMCO.  Under the
Partnership Agreement,  unitholders holding a majority of the Units are entitled
to take action with respect to a variety of matters,  which would include voting
on certain  amendments  to the  Partnership  Agreement  and voting to remove the
Corporate General Partner. Although the Corporate General Partner owes fiduciary
duties to the limited partners of the Partnership, the Corporate General Partner
also owes fiduciary duties to AIMCO as its sole  stockholder.  As a result,  the
duties of the Corporate General Partner,  as Corporate  General Partner,  to the
Partnership  and its limited  partners may come into conflict with the duties of
the Corporate General Partner to AIMCO, as its sole stockholder.

NOTE 5.     Income taxes

The  Partnership  is not taxed on its income.  The  partners  are taxed in their
individual  capacities based upon their  distributive share of the Partnership's
taxable  income  or  loss  and are  allowed  the  benefits  to be  derived  from
off-setting  their  distributive  share of the tax losses against taxable income
from other sources  subject to passive loss  limitations.  The taxable income or
loss differs from  amounts  included in the  statements  of  operations  because
different  methods  are used in  determining  the  losses of the  Local  Limited
Partnerships as discussed below. The tax loss is allocated to the partner groups
in accordance with Section 704(b) of the Internal  Revenue Code and therefore is
not necessarily proportionate to the interest percentage owned.

A reconciliation is as follows:

                                                  Years Ended December 31,
                                                     2002            2001
                                                       (in thousands)

Net loss per financial statements              $   (778)        $ (1,262)

  Other                                             217               --
  Partnership's share of limited local
   Partnership                                    1,117            1,937
Income per tax return                          $    556         $    675

Per limited partnership interest               $  32.86         $  39.89

The following is a reconciliation between the Partnership's reported amounts and
the federal tax basis of net liabilities:

                                                       December 31, 2002
                                                         (in thousands)

Net liabilities as reported                              $  (2,147)
Add (deduct):
  Deferred offering costs                                    4,976
  Investment in Partnerships                               (21,132)
  Other                                                      2,233
Net deficit - federal tax basis                          $ (16,070)


NOTE 6. Real Estate and Accumulated  Depreciation of Local Limited  Partnerships
in which Real Estate Associates Limited VI has Invested

                          Gross Amount at Which Carried
                              At December 31, 2002
                                 (in thousands)

<TABLE>
<CAPTION>

                                               Buildings
                                              and Related
                                               Personal                Accumulated    Date of
     Description       Encumbrances   Land     Property      Total     Depreciation Construction

<S>                    <C>         <C>        <C>         <C>          <C>           <C>  <C>
Boynton Terrace        $ 4,240     $    208   $  4,148    $  4,356     $  (2,659)    1983-1984
Cady Brook Apts            919           89      1,985       2,074          (842)       (A)
Cassady Village            862          157      2,056       2,213        (1,265)       (A)
Century Plaza              841          222      2,879       3,101        (2,113)       (A)
Crockett Manor             980           10      1,358       1,368          (840)       (A)
Eastridge Apts             408          102      1,655       1,757        (1,518)       (A)
Filmore I                1,148          115      1,372       1,487          (886)       (A)
Grant-Ko Enterprises     1,217          100      1,464       1,564          (906)       (A)
Hummelstown Manor        1,722           97      1,766       1,863        (1,720)      1983
Kentucky Manor           1,377          101      1,488       1,589        (1,200)       (A)
Lonsdale Housing         1,511          215      6,537       6,752        (5,448)       (A)
Marshall Plaza I           139           68        709         777          (435)       (A)
Marshall Plaza II          202           79        922       1,001          (567)       (A)
New-Bel-Mo                 627           61        810         871          (511)       (A)
Oakridge Park II         1,185           55      1,551       1,606        (1,441)       (A)
Oakwood Manor              556           62        896         958          (399)       (A)
Park Place               4,864          337      7,525       7,862        (3,711)    1983-1984
Parksedge Elderly Apts   1,429          160      2,116       2,276        (1,062)       (A)
Penneco I                1,639           80      3,204       3,284        (1,944)       (A)
Sauk-Ko Enterprises        716           60      1,195       1,255          (748)       (A)
Sol 413                    347           50        426         476          (274)       (A)
Valley Oaks Senior       1,771          121      1,929       2,050        (1,415)       (A)
Villas de Orocovix       1,387           59      1,934       1,993        (1,238)

  Totals               $30,087     $  2,608   $ 49,925    $ 52,533     $ (33,142)
</TABLE>

(A) This project was completed when REAL VI entered the Partnership.

Reconciliation of real estate (in thousands)

                                                 Years Ended December 31,
                                                   2002           2001

Balance at beginning of period                 $ 52,223      $51,609
Improvements during the period                      738          614
Sale of property                                   (428)          --
Balance at end of period                       $ 52,533      $52,223

Reconciliation of accumulated depreciation (in thousands)

                                                   2002           2001

Balance at beginning of period                 $ 31,740      $30,123
Depreciation expense for the period               1,688        1,616
Sale of property                                   (286)          --
Balance at end of period                       $ 33,142      $31,740

NOTE 7.     Abandonment of Units

During the year ended December 31, 2002, the number of Limited Partnership Units
decreased  by 58 units  due to  limited  partners  abandoning  their  units.  In
abandoning  his  or  her  Limited   Partnership   Unit(s),   a  limited  partner
relinquishes all right, title, and interest in the partnership as of the date of
abandonment.  However,  the limited partner is allocated his or her share of net
income or loss for that year. The income or loss per Limited Partnership Unit in
the  accompanying  consolidated  statements of operations is calculated based on
the number of units outstanding at the beginning of the year. There were no such
abandonments in 2001.

NOTE 8.     Subsequent Event

The holder of a purchase money  promissory  note issued by Century Plaza Limited
Partnership,  one of the  Partnership's  investments,  in the amount of $960,000
plus accrued  interest  payable of $1,675,554  as of December 31, 2002,  filed a
suit seeking a monetary judgment against the Partnership and the other partners.
Subsequent to December 31, 2002 the Partnership's  interest in the Local Limited
Partnership  was  foreclosed  on by the  note  holder.  The  Partnership  had no
investment balance related to this Local Partnership as of December 31, 2002.

NOTE 9.     Contingencies

Class Action

On August 27, 1998, two investors holding an aggregate of eight units of limited
partnership  interests  in Real Estate  Associates  Limited  III (an  affiliated
partnership in which NAPICO is the corporate  general partner) and two investors
holding an  aggregate  of five units of limited  partnership  interests  in Real
Estate  Associates  Limited VI commenced an action in the United States District
Court for the Central District of California against the Partnership, NAPICO and
certain other  defendants.  The complaint  alleged that the defendants  breached
their  fiduciary  duty  to  the  limited  partners  of  certain  NAPICO  managed
partnerships  and  violated  securities  laws by  making  materially  false  and
misleading statements in the consent solicitation statements sent to the limited
partners  of  such  partnerships   relating  to  approval  of  the  transfer  of
partnership interests in limited partnerships, owning certain of the properties,
to affiliates of Casden  Properties  Inc.,  organized by an affiliate of NAPICO.
The plaintiffs  sought  equitable  relief,  as well as compensatory and punitive
damages and litigation  related costs.  On August 4, 1999, one investor  holding
one unit of limited  partnership  interest in Housing  Programs Limited (another
affiliated  partnership  in  which  NAPICO  is the  corporate  general  partner)
commenced a virtually  identical  action in the United States District Court for
the Central District of California  against the Partnership,  NAPICO and certain
other  entities.  The second  action was subsumed in the first  action,  and was
certified as a class action. On August 21, 2001, plaintiffs filed a supplemental
complaint,  which added new claims,  including a  rescission  of the transfer of
partnership  interests  and an  accounting.  The matter was tried in October and
November  2002. In November  2002, the jury returned  special  verdicts  against
NAPICO and certain other defendants in the amount of approximately $25.2 million
for  violations of securities  laws and against NAPICO for  approximately  $67.3
million for  breaches of  fiduciary  duty.  In  addition,  the jury  awarded the
plaintiffs  punitive damages against NAPICO of approximately  $92.5 million.  On
April  3,  2003,  the  judge  entered  certain  orders  in  connection  with the
litigation that denied defendants' motion for a new trial and set April 28, 2003
as the date for entry of judgment against NAPICO and certain other defendants in
the amount of $25.2 million for violations of securities laws and against NAPICO
for $67.3 million for breaches of fiduciary  duty,  both amounts plus  interest,
subject to plaintiffs' agreement to reducing the jury award for punitive damages
against NAPICO from $92.5 million to $2.6 million. While the case is expected to
be appealed,  the entire matter is the responsibility of the former shareholders
of  Casden  Properties  Inc.  pursuant  to  the  documents  related  to  AIMCO's
acquisition of Casden Properties Inc., which was completed in March 2002.

The holder of a purchase money  promissory  note issued by Century Plaza Limited
Partnership,  one of the  Partnership's  investments,  in the amount of $960,000
plus accrued  interest  payable of $1,675,554  as of December 31, 2002,  filed a
suit seeking a monetary judgment against the Partnership and the other partners.
Subsequent to December 31, 2002 the Partnership's  interest in the Local Limited
Partnership  was  foreclosed  on by the  note  holder.  The  Partnership  had no
investment balance related to this Local Partnership as of December 31, 2002.

Other

Millenium   Management,   LLC  ("Millenium")  and  Everest  Properties  II,  LLC
("Everest") have filed with the SEC a preliminary Consent Solicitation Statement
requesting the consent of the limited partners of Real Estate Associates Limited
VI (the  "Partnership") to remove the general partners of the Partnership and to
elect Millenium as the new general  partner.  The Partnership has filed with the
SEC  a  preliminary  Consent  Revocation   Statement  opposing  Millenium's  and
Everest's efforts to remove the general partners.

The  Corporate  General  Partner of the  Partnership  is a plaintiff  in various
lawsuits  arising from  transactions in the ordinary course of business.  In the
opinion of management  and the Corporate  General  Partner,  the claims will not
result in any material liability to the Partnership.

ITEM  8.  CHANGES  IN AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
FINANCIAL DISCLOSURES:

Effective  August 29,  2002,  the  Registrant  dismissed  its prior  Independent
Auditors,  Deloitte & Touche LLP and retained as its new  Independent  Auditors,
Ernst & Young LLP. Deloitte & Touche LLP's  Independent  Auditors' Report on the
Registrants'  financial statements for the calendar year ended December 31, 2001
did not  contain an adverse  opinion or a  disclaimer  of  opinion,  and was not
qualified or modified as to uncertainty,  audit scope or accounting  principles.
The decision to change  Independent  Auditors  was approved by the  Registrant's
directors.  During the  calendar  year ended 2001 and through  August 29,  2002,
there were no disagreements  between the Registrant and Deloitte & Touche LLP on
any  matter  of  accounting   principles  or  practices,   financial   statement
disclosure,  or auditing scope or procedure which  disagreements if not resolved
to the  satisfaction  of  Deloitte & Touche  LLP,  would have  caused it to make
reference to the subject  matter of the  disagreements  in  connection  with its
reports.

Effective  August 29,  2002,  the  Registrant  engaged  Ernst & Young LLP as its
Independent Auditors.  During the last two calendar years and through August 29,
2002,  the  Registrant  did not consult  Ernst & Young LLP  regarding any of the
matters or events set forth in Item 304 (a) (2) (i) and (ii) of Regulation S-B.

                                    PART III.

ITEM 9.     DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT:

Real Estate Associates Limited VI (the "Partnership" or the "Registrant") has no
officers or  directors.  The general  partner  responsible  for  conducting  the
business  of  the  Partnership  is  National  Partnership   Investments  Corp  a
California Corporation ("NAPICO" or the "Corporate General Partner").

The names and ages of, as well as the positions and offices held by, the present
directors  and executive  officers of NAPICO are set forth below:  The Corporate
General  Partner  manages and controls  substantially  all of the  Partnership's
affairs and has general  responsibility  and  ultimate  authority in all matters
affecting its business.  There are no family relationships  between or among any
directors or officers.

Peter K. Kompaniez              58    Director
David R. Robertson              37    President, Chief Executive Officer
                                       and Director
Michael J. Hornbrook            48    Executive Vice President and Chief
                                       Operating Officer
Jeffrey H. Sussman              37    Senior Vice President, General
                                       Counsel and Secretary
Brian H. Shuman                 40    Senior Vice President and Chief
                                       Financial Officer

Peter K.  Kompaniez  has been a Director  of NAPICO  since  April 1,  2000.  Mr.
Kompaniez  has been  Vice  Chairman  of the  Board  of  Directors  of  Apartment
Investment and Management  Company  ("AIMCO")  since July 1994 and was appointed
President of AIMCO in July 1997.

David R. Robertson has been President, Chief Executive Officer and a Director of
NAPICO since October 2002.  Mr.  Robertson is also  Executive  Vice President of
AIMCO  and  is  responsible  for  property  operations,   asset  management  and
transaction   activities   within  AIMCO   Capital's   portfolio  of  affordable
properties. Prior to joining AIMCO, Mr. Robertson was a member of the investment
banking group at Smith Barney from 1991 to 1996,  where he was  responsible  for
real estate investment  banking  transactions in the western United States,  and
was part of the Smith Barney team that managed  AIMCO's  initial public offering
in 1994.  From February 1996 until  February  2002,  when Mr.  Robertson  joined
AIMCO, he was the Chairman and Chief Executive Officer of Robeks Corporation,  a
privately held chain of specialty food stores.

Michael J.  Hornbrook has been  Executive Vice President of NAPICO since January
2002 and became Chief Operating  Officer of NAPICO in April 2002. Mr.  Hornbrook
is also  Senior  Vice  President  of AIMCO  and is  responsible  for tax  credit
placement activities and transactions involving properties in AIMCO's affordable
housing portfolio  located in the western United States.  Prior to January 2002,
Mr.  Hornbrook  was a partner in the law firm of McGuire Woods LLP in the firm's
Chicago office and  specialized in the area of real estate law with a particular
focus on affordable  housing and tax credits.  Mr. Hornbrook was the Chairman of
the firm's Affordable Housing Group.

Jeffrey H.  Sussman is Senior Vice  President,  General  Counsel and  Secretary,
having joined NAPICO in 1998. Mr.  Sussman is responsible  for the legal affairs
of NAPICO and its affiliates. Prior to joining NAPICO in April 1998, Mr. Sussman
was an associate with the law firm of Rus, Miliband, Williams & Smith in Irvine,
California.  His practice  emphasized real estate finance and insolvency law and
included the representation of borrowers,  lenders, and court-appointed trustees
in matters involving apartment complexes, retail centers and hotels.

Brian H. Shuman is Senior Vice  President and Chief  Financial  Officer,  having
joined NAPICO in 2000.  Mr. Shuman is responsible  for the financial  affairs of
NAPICO,  as well as the limited  partnerships  sponsored  by it. From 1996 until
joining  NAPICO in August  2000,  Mr.  Shuman was Vice  President  - Finance for
Preferred Health  Management  Inc., the largest provider of worker  compensation
diagnostic  imaging  services in California  formed in 1996, and was responsible
for establishing and managing the accounting,  billing, collection, treasury and
financial  reporting  departments.  From  1994  to  1996,  Mr.  Shuman  was  the
Controller  for DVI Business  Credit  Corporation,  which  provides  asset based
lending to a wide range of health concerns.

The  executive  officers  and  directors  of the  General  Partner  fulfill  the
obligations  of the Audit  Committee  and  oversee the  Partnership's  financial
reporting process on behalf of the Corporate General Partner. Management has the
primary  responsibility  for the financial  statements and the reporting process
including  the  systems  of  internal  controls.  In  fulfilling  its  oversight
responsibilities,  the executive officers and directors of the Corporate General
Partner reviewed the audited  financial  statements with management  including a
discussion  of the  quality,  not  just  the  acceptability,  of the  accounting
principles,  the  reasonableness  of significant  judgments,  and the clarity of
disclosures in the financial statements.

The executive  officers and directors of the Corporate  General Partner reviewed
with the independent auditors,  who are responsible for expressing an opinion on
the conformity of those audited  financial  statements  with generally  accepted
accounting  principles,  their  judgments  as  to  the  quality,  not  just  the
acceptability,  of the Partnership's accounting principles generally accepted in
the United  States and such other  matters as are required to be discussed  with
the  Audit  Committee  or its  equivalent  under  auditing  standards  generally
accepted in the United States.  In addition,  the Partnership has discussed with
the  independent  auditors the auditors'  independence  from  management and the
Partnership  including  the matters in the written  disclosures  required by the
Independence  Standards  Board and  considered  the  compatibility  of non-audit
services with the auditors' independence.

The executive  officers and directors of the Corporate General Partner discussed
with the  Partnership's  independent  auditors  the overall  scope and plans for
their audit. In reliance on the reviews and discussions  referred to above,  the
executive  officers and directors of the Corporate General Partner have approved
the  inclusion of the audited  financial  statements  in the Form 10-KSB for the
year  ended  December  31,  2002 for filing  with the  Securities  and  Exchange
Commission.

The General Partner has reappointed Ernst & Young LLP as independent auditors to
audit the financial  statements of the  Partnership for 2003. Fees for 2002 were
annual  audit   services  of  $31,000  and   non-audit   services   (principally
tax-related) of $24,000.

ITEM 10.    EXECUTIVE COMPENSATION:

None of the directors and officers of the Corporate General Partner received any
remuneration from the Partnership during the year ended December 31, 2002.

ITEM 11.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT:

(a)    The  Corporate  General  Partners  own  all  of the  outstanding  general
       partnership  interests  of REAL VI. No person or entity  was known by the
       Registrant to own of record or  beneficially  more than 5% of the Limited
       Partnership Interests of the Registrant as of December 31, 2002.

(b)    None of the officers or directors of the  Corporate  General  Partner own
       directly or beneficially any limited partnership interests in REAL VI.

ITEM 12.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS:

Under the terms of the Restated  Certificate and Agreement of Limited  Partners,
the Partnership is obligated to NAPICO for an annual management fee equal to 0.4
percent of the original  invested assets of the limited  partnerships.  Invested
assets are defined as the costs of acquiring  project  interests,  including the
proportionate  amount  of  the  mortgage  loans  related  to  the  Partnership's
interests in the capital  accounts of the respective  partnerships.  The fee was
approximately  $173,000 and  $206,000 for the years ended  December 31, 2002 and
2001, respectively. Approximately $53,000 of the 2002 fees are payable to NAPICO
at December 31, 2002.

The Partnership  reimburses NAPICO for certain expenses.  The reimbursement paid
to NAPICO was  approximately  $23,000 for each of the years ended  December  31,
2002 and 2001,  respectively,  and is  included  in general  and  administrative
expenses.

In addition to being the Corporate General Partner of the Partnership, NAPICO or
one of its affiliates,  is the general partner and property management agent for
five of the Local  Limited  Partnerships.  The Local  Limited  Partnerships  pay
NAPICO or its affiliate property  management fees of five percent of their gross
revenues and data processing fees. The amounts paid were approximately  $111,000
and $109,000 during the years ended December 31, 2002 and 2001, respectively.

In addition to its indirect ownership of the general partnership interest in the
Partnership,  AIMCO and its affiliates owned 275 limited  partnership  interests
(the "Units") in the Partnership, representing 3.28% of the outstanding Units at
December 31, 2002.  These Units were acquired  pursuant to tender offers made by
AIMCO and its affiliates.  A Unit consists of two limited partnership interests.
It is possible that AIMCO or its  affiliates  will acquire  additional  Units of
limited  partnership  interest  in the  Partnership  in  exchange  for cash or a
combination of cash and units in the operating  partnership of AIMCO.  Under the
Partnership Agreement,  unitholders holding a majority of the Units are entitled
to take action with respect to a variety of matters,  which would include voting
on certain  amendments  to the  Partnership  Agreement  and voting to remove the
Corporate General Partner. Although the Corporate General Partner owes fiduciary
duties to the limited partners of the Partnership, the Corporate General Partner
also owes fiduciary duties to AIMCO as its sole  stockholder.  As a result,  the
duties of the Corporate General Partner,  as Corporate  General Partner,  to the
Partnership  and its limited  partners may come into conflict with the duties of
the Corporate General Partner to AIMCO, as its sole stockholder.

ITEM 13.    EXHIBITS AND REPORTS ON FORM 10-K:

  (a) Exhibits:

  Exhibit  3  Articles  of  incorporation  and  bylaws:  The  Registrant  is not
  incorporated.  The  Partnership  Agreement  was filed with Form S-11  #2-82090
  which is hereby incorporated by reference.

  Exhibit 16.1 Letter dated August 29 ,2002, from Deloitte and Touche,  LLP, the
  Registrant's  former independent  accountants,  regarding its concurrence with
  the  statements  made  by the  Registrant  incorporated  by  reference  to the
  Registrant's Current Report on Form 8-K dated August 29, 2002.

  Exhibit 99.0 Certification of Chief Executive Officer and Chief Financial
        Officer

  Exhibit 99.1  Independent  Auditors Report for Charlton  Housing  Associates
        (Cady Brook Apts.)

  Exhibit 99.2 Independent Auditors Report for Cassady Village Apartments, Ltd.

  Exhibit 99.3 Independent Auditors Report for PM-1 Associates, Ltd.

  Exhibit 99.4 Independent Auditors Report for Crockett Manor Apartments

  Exhibit 99.5 Independent Auditors Report for Eastridge Associates, Ltd.

  Exhibit 99.6 Independent Auditors Report for Fillmore Investors, Ltd.

  Exhibit  99.7  Independent   Auditors  Report  for  Grant-Ko  Enterprises
         Limited Partnership

  Exhibit 99.8 Independent Auditors Report for Kentucky Manor Apartments, Ltd.

  Exhibit 99.9 Independent Auditors Report for Civic Housing Associates I

  Exhibit 99.10 Independent Auditors Report for Civic Housing Associates II

  Exhibit 99.11 Independent Auditors Report for Oakridge Park Phase II

  Exhibit 99.12 Independent Auditors Report for Oakwood Manor Associates, Ltd.

  Exhibit 99.13 Independent Auditors Report for Parksedge Associates

  Exhibit 99.14 Independent Auditors Report for Penneco Associates of Johnstown

  Exhibit 99.15 Independent Auditors Report for Sauk-Ko Apartments

  Exhibit  99.16   Independent   Auditors  Report  for  Sol  413  Limited
        Dividend Partnership

  Exhibit  99.17  Independent   Auditors  Report  for  Valley  Oaks  Senior
          Housing Associates

  Exhibit  99.18   Independent   Auditors  Report  for  Orocovix   Limited
         Dividend Partnership

(a) Reports on Form 8-K:

            None filed for the quarter ended December 31, 2002

Item 14.    CONTROLS AND PROCEDURES

The principal executive officer and principal financial officer of the Corporate
General Partner, who are the equivalent of the Partnership's principal executive
officer and principal financial officer,  respectively,  have, within 90 days of
the filing  date of this  annual  report,  evaluated  the  effectiveness  of the
Partnership's  disclosure  controls and  procedures  (as defined in Exchange Act
Rules 13a-14(c) and 15d-14(c)) and have determined that such disclosure controls
and  procedures  are  adequate.  There have been no  significant  changes in the
Partnership's  internal  controls or in other  factors that could  significantly
affect the  Partnership's  internal  controls since the date of evaluation.  The
Partnership does not believe any significant deficiencies or material weaknesses
exist in the Partnership's internal controls. Accordingly, no corrective actions
have been taken.

                                   SIGNATURES


In accordance  with 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  in the City of Los
Angeles, State of California.


                                    REAL ESTATE ASSOCIATES LIMITED VI


                                    By:   NATIONAL PARTNERSHIP INVESTMENTS CORP.
                                          General Partner


                                    By:   /s/Peter K. Kompaniez
                                          Peter K. Kompaniez
                                          Director

                                    By:   /s/David R. Robertson
                                          David R. Robertson
                                          President, Chief Executive Officer
                                          and Director

                                    By:   /s/Brian H. Shuman
                                          Brian H. Shuman
                                          Senior Vice President and
                                          Chief Financial Officer

                                    Date: April 18, 2003

In  accordance  with the Exchange  Act, this report has been signed below by the
following  persons on behalf of the  Registrant and in the capacities and on the
dates indicated.

/s/Peter K. Kompaniez         Director                     Date:  April 18, 2003
Peter K. Kompaniez



/s/David R. Robertson         President, Chief Executive    Date: April 18, 2003
David R. Robertson                  Officer and Director



/s/Brian H. Shuman            Senior Vice President and     Date: April 18, 2003
Brian H. Shuman               Chief Financial Officer





                                  CERTIFICATION


I, David R. Robertson, certify that:


1. I have reviewed  this annual report on Form 10-KSB of Real Estate  Associates
Limited VI;


2.  Based on my  knowledge,  this  annual  report  does not  contain  any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;


3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;


4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:


      a)  Designed  such  disclosure  controls  and  procedures  to ensure  that
      material   information   relating  to  the   registrant,   including   its
      consolidated  subsidiaries,  is made  known to us by others  within  those
      entities,  particularly  during the period in which this annual  report is
      being prepared;


      b) Evaluated the effectiveness of the registrant's disclosure controls and
      procedures  as of a date  within 90 days prior to the filing  date of this
      annual report (the "Evaluation Date"); and


      c) Presented in this annual report our conclusions about the effectiveness
      of the disclosure  controls and  procedures  based on our evaluation as of
      the Evaluation Date;


5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's   board  of  directors  (or  persons   performing   the  equivalent
functions):


      a) All  significant  deficiencies  in the design or  operation of internal
      controls which could adversely affect the registrant's  ability to record,
      process,  summarize and report  financial data and have identified for the
      registrant's auditors any material weaknesses in internal controls; and


      b) Any fraud,  whether or not material,  that involves management or other
      employees  who  have  a  significant  role  in the  registrant's  internal
      controls; and


6. The  registrant's  other  certifying  officers  and I have  indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.


Date:  April 18, 2003

                                    /s/David R. Robertson
                                    David R. Robertson
                                    President  and Chief  Executive  Officer  of
                                    National       Partnership       Investments
                                    Corporation,   equivalent   of   the   chief
                                    executive officer of the Partnership

                                  CERTIFICATION


I, Brian H. Shuman, certify that:


1. I have reviewed  this annual report on Form 10-KSB of Real Estate  Associates
Limited VI;


2.  Based on my  knowledge,  this  annual  report  does not  contain  any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;


3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;


4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:


      a)  Designed  such  disclosure  controls  and  procedures  to ensure  that
      material   information   relating  to  the   registrant,   including   its
      consolidated  subsidiaries,  is made  known to us by others  within  those
      entities,  particularly  during the period in which this annual  report is
      being prepared;


      b) Evaluated the effectiveness of the registrant's disclosure controls and
      procedures  as of a date  within 90 days prior to the filing  date of this
      annual report (the "Evaluation Date"); and


      c) Presented in this annual report our conclusions about the effectiveness
      of the disclosure  controls and  procedures  based on our evaluation as of
      the Evaluation Date;


5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's   board  of  directors  (or  persons   performing   the  equivalent
functions):


      a) All  significant  deficiencies  in the design or  operation of internal
      controls which could adversely affect the registrant's  ability to record,
      process,  summarize and report  financial data and have identified for the
      registrant's auditors any material weaknesses in internal controls; and


      b) Any fraud,  whether or not material,  that involves management or other
      employees  who  have  a  significant  role  in the  registrant's  internal
      controls; and


6. The  registrant's  other  certifying  officers  and I have  indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.


Date:  April 18, 2003

                                /s/Brian H. Shuman
                                Brian H. Shuman
                                Senior  Vice   President  and  Chief   Financial
                                Officer  of  National  Partnership   Investments
                                Corporation,  equivalent of the chief  financial
                                officer of the Partnership

                        REAL ESTATE ASSOCIATES LIMITED VI
                                  EXHIBIT INDEX


Exhibit     Description of Exhibit

     3    Articles  of   incorporation   and  bylaws:   The  registrant  is  not
          incorporated.  The  Partnership  Agreement  was  filed  with Form S-11
          #2-82090 which is hereby incorporated by reference.

  16.1      Letter dated  August 29 ,2002,  from  Deloitte and Touche,  LLP, the
            Registrant's   former   independent   accountants,   regarding   its
            concurrence with the statements made by the Registrant  incorporated
            by reference to the  Registrant's  Current  Report on Form 8-K dated
            August 29, 2002.

  99.0      Certification of Chief Executive Officer and Chief Financial Officer

  99.1      Independent Auditors Report for Charlton Housing  Associates(Cady
                 Brook Apts.)

  99.2      Independent Auditors Report for Cassady Village Apartments, Ltd.

  99.3      Independent Auditors Report for PM-1 Associates, Ltd.

  99.4      Independent Auditors Report for Crockett Manor Apartments

  99.5      Independent Auditors Report for Eastridge Associates, Ltd.

  99.6      Independent Auditors Report for Fillmore Investors, Ltd.

  99.7      Independent   Auditors   Report   for   Grant-Ko   Enterprises
                Limited Partnership

  99.8      Independent Auditors Report for Kentucky Manor Apartments, Ltd.

  99.9      Independent Auditors Report for Civic Housing Associates I

  99.10    Independent Auditors Report for Civic Housing Associates II

  99.11     Independent Auditors Report for Oakridge Park Phase II

  99.12     Independent Auditors Report for Oakwood Manor Associates, Ltd.

  99.13     Independent Auditors Report for Parksedge Associates

  99.14     Independent Auditors Report for Penneco Associates of Johnstown

  99.15     Independent Auditors Report for Sauk-Ko Apartments

  99.16     Independent Auditors Report for Sol 413 Limited Dividend Partnership

  99.17     Independent Auditors Report for Valley Oaks Senior Housing
                Associates

  99.18     Independent Auditors Report for Orocovix Limited Dividend
                Partnership

Exhibit 99


                          Certification of CEO and CFO
                       Pursuant to 18 U.S.C. Section 1350,
                             As Adopted Pursuant to
                   Section 906 of the Sarbanes-Oxley Act of 2002



In connection  with the Annual  Report on Form 10-KSB of Real Estate  Associates
Limited VI (the  "Partnership"),  for the year ended  December 31, 2002 as filed
with the Securities and Exchange  Commission on the date hereof (the  "Report"),
David R.  Robertson,  as the  equivalent of the Chief  Executive  Officer of the
Partnership,  and Brian H.  Shuman,  as the  equivalent  of the Chief  Financial
Officer of the Partnership, each hereby certifies, pursuant to 18 U.S.C. Section
1350,  as adopted  pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002,
that, to the best of his knowledge:

      (1)   The Report fully complies with the  requirements of Section 13(a) or
            15(d) of the Securities Exchange Act of 1934; and

      (2)   The  information  contained in the Report  fairly  presents,  in all
            material respects, the financial condition and results of operations
            of the Partnership.


                                           /s/David R. Robertson
                                    Name:  David R. Robertson
                                    Date:  April 18, 2003


                                           /s/Brian H. Shuman
                                    Name:  Brian H. Shuman
                                    Date:  April 18, 2003


This  certification  accompanies  the  Report  pursuant  to  Section  906 of the
Sarbanes-Oxley  Act of 2002 and shall not,  except to the extent required by the
Sarbanes-Oxley  Act of 2002, be deemed filed by the  Partnership for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended.

Exhibit 99.1

                          Independent Auditors' Report



To the Partners of
Charlton Housing Associates Limited Partnership


     We have  audited  the  accompanying  balance  sheets  of  Charlton  Housing
Associates  Limited  Partnership,  RHS  Project  No.:  25-019-042822998,  as  of
December 31, 2002 and 2001, and the related statements of operations,  partners'
equity(deficit)  and cash  flows  for the  years  then  ended.  These  financial
statements  are  the  responsibility  of  the  Partnership's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

     We conducted our audits in accordance  with  auditing  standards  generally
accepted  in the  United  States of  America  and the  standards  applicable  to
financial  audits  contained in  Government  Auditing  Standards,  issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

     In accordance with Government Auditing  Standards,  we have also issued our
report for the year ended  December 31,  2002,  dated  February 1, 2003,  on our
consideration  of Charlton Housing  Associates  Limited  Partnership's  internal
control over financial reporting and on our tests of its compliance with certain
provisions  of laws,  regulations,  contracts  and  grants.  That  report  is an
integral  part of an audit  performed in  accordance  with  Government  Auditing
Standards and should be read in conjunction  with this report in considering the
results of our audit.

     In our opinion,  the financial statements referred to above present fairly,
in all material respects,  the financial position of Charlton Housing Associates
Limited Partnership, RHS Project No.: 25-019-042822998,  as of December 31, 2002
and 2001,  and the results of its  operations,  the changes in partners'  equity
(deficit) and cash flows for the years then ended, in conformity with accounting
principles generally accepted in the United States of America.

     Our  audits  were made for the  purpose  of forming an opinion on the basic
financial statements taken as a whole. The supplemental  information on pages 16
though 17 is presented for purposes of additional analysis and is not a required
part of the basic financial  statements.  Such information has been subjected to
the auditing procedures applied in the audit of the basic financial  statements,
and, in our opinion,  is fairly  stated in all material  respects in relation to
the basic financial statements taken as a whole.

                                   /s/ Reznick Fedder & Silverman

Baltimore, Maryland
February 1, 2003

Exhibit 99.2

Independent Auditors' Report



To the Partners
Cassady Village Apartments, Ltd.

We have audited the accompanying  balance sheets of Cassady Village  Apartments,
Ltd., FHA Project No. 043-44028-LDP (the "Partnership"), as of December 31, 2002
and 2001 and the related  statements of operations,  changes in partners' equity
and cash flows for the years then  ended.  These  financial  statements  are the
responsibility of the Partnership's management. Our responsibility is to express
an opinion on these financial statements based on our audits.

We conducted  our audits in accordance  with U.S.  generally  accepted  auditing
standards  and  the  standards  applicable  to  financial  audits  contained  in
Government  Auditing  Standards issued by the Comptroller  General of the United
States.  Those  standards  require  that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of Cassady Village  Apartments,
Ltd. as of December 31, 2002 and 2001 and the results of its  operations and its
cash flows for the years then ended in conformity with U.S.  generally  accepted
accounting principles.

As discussed in Note 4, the  Partnership's  partners could change in 2003, which
might result in a change in Partnership operations. The ultimate effect, if any,
on the  Partnership's  operations  of a change in ownership  cannot be presently
determined.

In accordance with Government  Auditing  Standards,  we have also issued reports
dated  February  11, 2003 on our  consideration  of the  Partnership's  internal
control and on our tests of its  compliance  with  certain  provisions  of laws,
regulations,  contracts  and grants.  Those  reports are an integral  part of an
audit performed in accordance with Government  Auditing  Standards and should be
read in conjunction with this report in considering the results of our audit.

Our audit was  conducted  for the  purpose  of  forming  an opinion on the basic
financial  statements taken as a whole. The  accompanying  additional  financial
data (shown on pages 13 through 15) are  presented for the purpose of additional
analysis and are not a required  part of the basic  financial  statements of the
Partnership.  Such  information  has been  subjected to the auditing  procedures
applied in the audit of the basic financial  statements and, in our opinion,  is
fairly  stated in all  material  respects  in  relation  to the basic  financial
statements taken as a whole.


/s/Altschuler, Melvoin and Glasser LLP

Los Angeles, California
February 11, 2003


Exhibit 99.3


Independent Auditors' Report

To the Partners
PM-1 Associates, Ltd.

We have audited the  accompanying  balance  sheets of PM-1  Associates,  Ltd. (a
limited partnership), FHA Project No. 051-35031-LDI-SUP (the "Partnership"),  as
of December 31, 2002 and 2001 and the related statements of operations,  changes
in partners' deficiency and cash flows for the years then ended. These financial
statements  are  the  responsibility  of  the  Partnership's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We conducted  our audits in accordance  with U.S.  generally  accepted  auditing
standards  and  the  standards  applicable  to  financial  audits  contained  in
Government  Auditing  Standards issued by the Comptroller  General of the United
States.  Those  standards  require  that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of PM-1 Associates,  Ltd. as of
December 31, 2002 and 2001 and the results of its  operations and its cash flows
for the years then ended in conformity with U.S. generally  accepted  accounting
principles.

The  accompanying   financial   statements  have  been  prepared   assuming  the
Partnership  will  continue  as a going  concern.  As  discussed  in Note 3, the
Partnership has a note payable which matured in January 2001. The  Partnership's
ability to repay or refinance  this note upon  maturity is presently  uncertain.
This matter raises substantial doubt about the Partnership's ability to continue
as a going concern. Management's plans in regard to this matter are discussed in
Note 3. The  financial  statements  do not  include any  adjustments  that might
result from the outcome of this uncertainty.

In accordance with Government  Auditing  Standards,  we have also issued reports
dated March 11, 2003 on our consideration of the Partnership's  internal control
and on our tests of its compliance with certain provisions of laws, regulations,
contracts and grants.  Those reports are an integral part of an audit  performed
in  accordance  with  Government  Auditing  Standards  and  should  be  read  in
conjunction with this report in considering the results of our audit.


Our audit was  conducted  for the  purpose  of  forming  an opinion on the basic
financial  statements taken as a whole. The  accompanying  additional  financial
data (shown on pages 13 through 15) are  presented for the purpose of additional
analysis and are not a required  part of the basic  financial  statements of the
Partnership.  Such  information  has been  subjected to the auditing  procedures
applied in the audit of the basic financial  statements and, in our opinion,  is
fairly  stated in all  material  respects  in  relation  to the basic  financial
statements taken as a whole.

/s/Altschuler, Melvoin and Glasser LLP

Los Angeles, California
March 11, 2003


Exhibit 99.4

Independent Auditors' Report

To the Partners
Crockett Manor Apartments

We have audited the accompanying  balance sheets of Crockett Manor Apartments (a
limited partnership), FHA Project No. 086_35171_PM-L8 (the "Partnership"), as of
December 31, 2002 and 2001 and the related statements of operations,  changes in
partners'  deficiency and cash flows for the years then ended.  These  financial
statements  are  the  responsibility  of  the  Partnership's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We conducted  our audits in accordance  with U.S.  generally  accepted  auditing
standards  and  the  standards  applicable  to  financial  audits  contained  in
Government  Auditing  Standards issued by the Comptroller  General of the United
States.  Those  standards  require  that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Crockett Manor Apartments as of
December 31, 2002 and 2001 and the results of its  operations and its cash flows
for the years then ended in conformity with U.S. generally  accepted  accounting
principles.

In accordance with Government  Auditing  Standards,  we have also issued reports
dated March 24, 2003 on our consideration of the Partnership's  internal control
and on our tests of its compliance with certain provisions of laws, regulations,
contracts and grants.  Those reports are an integral part of an audit  performed
in  accordance  with  Government  Auditing  Standards  and  should  be  read  in
conjunction with this report in considering the results of our audit.

Our audit was  conducted  for the  purpose  of  forming  an opinion on the basic
financial  statements taken as a whole. The  accompanying  additional  financial
data (shown on pages 13 through 15) are  presented for the purpose of additional
analysis and are not a required  part of the basic  financial  statements of the
Partnership.  Such  information  has been  subjected to the auditing  procedures
applied in the audit of the basic financial  statements and, in our opinion,  is
fairly  stated in all  material  respects  in  relation  to the basic  financial
statements taken as a whole.

/s/Altschuler, Melvoin and Glasser LLP

Los Angeles, California
March 24, 2003


Exhibit 99.5

                          Independent Auditors' Report


January 31, 2003
Eastridge Associates
Bristol, Virginia

We have audited the  accompanying  balance  sheet of Eastridge  Associates,  HUD
Project No. 051-55021-LDC (a limited partnership),  as of December 31, 2002, and
the related statements of income, changes in partners' equity, and cash flow for
the year then ended.  These financial  statements are the  responsibility of the
Partnership's  management.  Our responsibility is to express an opinion on these
financial statements based on our audit.

We conducted our audit in accordance with auditing standards  generally accepted
in the United States of America and Government  Auditing Standards issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the  financial  position of Eastridge  Associates as of
December 31, 2002,  and the results of its operations and cash flow for the year
then ended in conformity with accounting  principles  generally  accepted in the
United States of America.

In accordance with Government  Auditing  Standards,  we have also issued reports
dated January 31, 2003, on our consideration of Eastridge  Associates'  internal
control  and  on our  tests  of  its  compliance  with  laws,  regulations,  and
contracts.  Those  reports  are  an  integral  part  of an  audit  performed  in
accordance with Government  Auditing Standards and should be read in conjunction
with this report in considering the results of our audit.

Our audit was  conducted  for the  purpose  of  forming  an opinion on the basic
financial statements taken as a whole. The accompanying supplemental information
shown on pages 16 to 20 is presented for purposes of additional  analysis and is
not a required part of the basic financial  statements of the Partnership.  Such
information has been subjected to the auditing  procedures  applied in the audit
of the basic financial statements, and, in our opinion, is fairly stated, in all
material  respects,  in relation to the basic  financial  statements  taken as a
whole.



                                            /s/ McCurry, Downer & Cline, CPA, PC
                                                McCurry,  Downer & Cline,CPA,PC
                                                Johnson City, Tennessee
                                                EIN 62-1337124



Engagement Partner/Officer
Kenneth W. McCurry, CPA
401 Elm Street
Johnson City, Tennessee 37601
(423) 926-4784

Exhibit 99.6

The Partners
Fillmore Investors, Ltd.
Phoenix, AZ


We have audited the accompanying balance sheets of Fillmore Investors,  Ltd. (an
Arizona  limited  partnership)  (Federal  Housing   Administration  Project  No.
123-35128)  as of December  31, 2002 and 2001,  and the  related  statements  of
income,  partners'  deficit,  and cash  flows for the years  then  ended.  These
financial statements are the responsibility of the Partnership's management. Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government Auditing Standards, issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made  by  the  Partnership's   management,  as  well  as
evaluating the overall  financial  statement  presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,   the  consolidated   financial  position  of  Fillmore
Investors, Ltd. at December 31, 2002 and 2001, and the results of its operations
and the changes in partners'  deficit and cash flows for the years then ended in
conformity with accounting principles generally accepted in the United States of
America.

In accordance with Government  Auditing Standards and the Consolidated Guide for
Audits  of HUD  Programs  issued by the U.S.  Department  of  Housing  and Urban
Development,   we  have  also  issued  reports  dated  March  22,  2003  on  our
consideration of Fillmore Investors,  Ltd.'s internal control, and reports dated
March 22, 2003, on its compliance with specific requirements applicable to major
HUD  programs,  and  specific  requirements   applicable  to  Fair  Housing  and
Non-Discrimination.  These reports are an integral part of an audit performed in
accordance  with  Governmental   Auditing   Standards  and  should  be  read  in
conjunction with this report in considering the results of our audit.

Our  audits  were  made for the  purpose  of  forming  an  opinion  on the basic
financial  statements  taken  as  a  whole.  The  supplementary  information  is
presented for purposes of additional  analysis and is not a required part of the
basic financial statements of Fillmore investors, Ltd. Such information has been
subjected to the auditing procedures applied in the audit of the basic financial
statements  and, in our opinion,  is fairly  stated in all material  respects in
relation to the basic financial statements taken as a whole.

/s/EideBailly, LLP
EideBailly, LLP
Phoenix, AZ
March 22, 2003

Exhibit 99.7

                          Independent Auditor's Report



To the Partners
Grant-Ko Enterprises, Limited Partnership
Platteville, Wisconsin

We have audited the accompanying balance sheet of Grant-Ko Enterprises,  Limited
Partnership,  RHS Case No.  58-022-391456910,  as of December 31, 2002,  and the
related  statements of operations  and partners'  deficit and cash flows for the
year then  ended.  These  financial  statements  are the  responsibility  of the
Partnership's  management.  Our responsibility is to express an opinion on these
financial  statements based on our audit.  The financial  statements of Grant-Ko
Enterprises,  Limited Partnership as of December 31, 2001 and 2000, were audited
by other auditors whose report dated February 15, 2002, expressed an unqualified
opinion on those statements.

We conducted our audit in accordance with auditing standards  generally accepted
in the United States of America and the standards applicable to financial audits
contained in Government Auditing Standards, issued by the Comptroller General of
the United States. Those standards require that we plan and perform the audit to
obtain reasonable  assurance about whether the financial  statements are free of
material  misstatement.  An audit includes examining,  on a test basis, evidence
supporting  the amounts and  disclosures in the financial  statements.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management  as well  as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audit  provides a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the financial position of Grant-Ko Enterprises,  Limited
Partnership,  as of December 31, 2002, and the results of its operations and its
cash  flows for the year then ended in  conformity  with  accounting  principles
generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report
dated February 7, 2003 on our  consideration  of Grant-Ko  Enterprises,  Limited
Partnership's  internal control over financial reporting and on our tests of its
compliance with certain provisions of laws, regulations,  contracts, and grants.
That  report  is an  integral  part of an audit  performed  in  accordance  with
Government Auditing Standards and should be read in conjunction with this report
in considering the results of our audit.

Our audit was  conducted  for the  purpose  of  forming  an opinion on the basic
financial  statements taken as a whole. The  supplementary  information on pages
9-13 is presented for purposes of additional analysis and is not a required part
of the basic financial  statements.  Such  information has been subjected to the
auditing procedures applied in the audit of the basic financial statements, and,
in our opinion,  is fairly stated, in all material respects,  in relation to the
basic financial statements taken as a whole.



                                             /s/ Bodilly CPAs & Consultants LLP
                                                 Bodilly CPAs & Consultants LLP

February 7, 2003

Exhibit 99.8

To the Partners
Kentucky Manor Apartments, LTD.
Oak Grove, Kentucky


We have audited the  accompanying  balance sheets of Kentucky Manor  Apartments,
LTD.  (a limited  partnership),  RD/USDA  Project  No.  20-024-611005769,  as of
December 31, 2002 and 2001, and the related statements of operations, changes in
partners'  equity  (deficit)  and cash  flows for the years  then  ended.  These
financial statements are the responsibility of the Partnership's management. Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government  Auditing Standards issued by the
Comptroller   General  of  the  United  States,  and  the  U.S.   Department  of
Agriculture,  Farmers Home Administration Audit Program. Those standards require
that we plan and perform the audit to obtain reasonable  assurance about whether
the financial  statements are free of material  misstatement.  An audit includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial  statements.  An audit also  includes  assessing  the  accounting
principles used and significant estimates made by the Partnership's  management,
as well as evaluating the overall financial statement  presentation.  We believe
that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Kentucky Manor Apartments, LTD.
(a limited partnership) as of December 31, 2002 and 2001, and the results of its
operations, the changes in partners' equity (deficit) and its cash flows for the
years then ended in conformity with accounting  principles generally accepted in
the United States of America.

In accordance with Government Auditing  Standards,  we have also issued a report
dated January 30, 2003 on our consideration of Kentucky Manor Apartments, LTS.'s
internal  control  structure and on its  compliance  with certain  provisions of
laws,  regulation , contracts and grants.  That report is an integral part of an
audit performed in accordance with Governmental Auditing Standards and should be
read in conjunction with this report in considering the results of our audit.

Our audit was  conducted  for the  purpose  of  forming  an opinion on the basic
financial   statements  taken  as  a  whole.   The  accompanying   supplementary
information  shown on pages 9 and 10 is  presented  for  purposes of  additional
analysis and is not a required  part of the basic  financial  statements  of the
Partnership.  Such  information  has been  subjected to the auditing  procedures
applied in the audit of the basic financial  statements and, in our opinion,  is
fairly  stated,  in all material  respects,  in relation to the basic  financial
statements taken as a whole.

/s/Thurman, Campbell & Co.
Thurman, Campbell & Co.
Clarksville, TN
January 30, 2003

Exhibit 99.9


Independent Auditors' Report

To the Venturers
Civic Housing Associates I
a/k/a Marshall Plaza Apartments - Phase I

We have audited the accompanying  balance sheets of Civic Housing  Associates I,
a/k/a Marshall Plaza  Apartments - Phase I, FHA Project No.  042-55046-LDP  (the
"Venture"),  as of  December  31, 2002 and 2001 and the  related  statements  of
income,  changes in  venturers'  equity and cash flows for the years then ended.
These financial  statements are the responsibility of the Venture's  management.
Our responsibility is to express an opinion on these financial  statements based
on our audits.

We conducted  our audits in accordance  with U.S.  generally  accepted  auditing
standards  and  the  standards  applicable  to  financial  audits  contained  in
Government  Auditing  Standards issued by the Comptroller  General of the United
States.  Those  standards  require  that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial position of Civic Housing Associates I as
of December  31, 2002 and 2001 and the  results of its  operations  and its cash
flows for the years  then  ended in  conformity  with  U.S.  generally  accepted
accounting principles.

As  discussed in Note 4, the  Venture's  venturers  could change in 2003,  which
might result in a change in Venture operations.  The ultimate effect, if any, on
the  Venture's   operations  of  a  change  in  ownership  cannot  be  presently
determined.

In accordance with Government  Auditing  Standards,  we have also issued reports
dated February 11, 2003 on our  consideration of the Venture's  internal control
and on our tests of its compliance with certain provisions of laws, regulations,
contracts and grants.  Those reports are an integral part of an audit  performed
in  accordance  with  Government  Auditing  Standards  and  should  be  read  in
conjunction with this report in considering the results of our audits.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial  statements taken as a whole. The  accompanying  additional  financial
data (shown on pages 13 through 15) are  presented for the purpose of additional
analysis and are not a required  part of the basic  financial  statements of the
Venture.  Such information has been subjected to the auditing procedures applied
in the audit of the basic financial  statements  and, in our opinion,  is fairly
stated in all material  respects in relation to the basic  financial  statements
taken as a whole.

/s/Altschuler, Melvoin and Glasser LLP

Los Angeles, California
February 11, 2003


Exhibit 99.10

Independent Auditors' Report



To the Partners
Civic Housing Associates II
a/k/a Marshall Plaza Apartments - Phase II

We have audited the accompanying  balance sheet of Civic Housing  Associates II,
a/k/a Marshall Plaza Apartments - Phase II, FHA Project No.  042-55054-LDP  (the
"Partnership"),  as of December 31, 2002 and 2001 and the related  statements of
operations, changes in partners' equity and cash flows for the years then ended.
These  financial   statements  are  the   responsibility  of  the  Partnership's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audits.

We conducted  our audits in accordance  with U.S.  generally  accepted  auditing
standards  and  the  standards  applicable  to  financial  audits  contained  in
Government  Auditing  Standards issued by the Comptroller  General of the United
States.  Those  standards  require  that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the financial position of Civic Housing Associates II as
of December  31, 2002 and 2001 and the  results of its  operations  and its cash
flows for the years  then  ended in  conformity  with  U.S.  generally  accepted
accounting principles.

As discussed in Note 4, the  Partnership's  partners could change in 2003, which
might result in a change in Partnership operations. The ultimate effect, if any,
on the  Partnership's  operations  of a change in ownership  cannot be presently
determined.

In accordance with Government  Auditing  Standards,  we have also issued reports
dated  February  11, 2003 on our  consideration  of the  Partnership's  internal
control and on our tests of its  compliance  with  certain  provisions  of laws,
regulations,  contracts  and grants.  Those  reports are an integral  part of an
audit performed in accordance with Government  Auditing  Standards and should be
read in conjunction with this report in considering the results of our audit.

Our audit was  conducted  for the  purpose  of  forming  an opinion on the basic
financial  statements taken as a whole. The  accompanying  additional  financial
data (shown on pages 13 through 15) are  presented for the purpose of additional
analysis and are not a required  part of the basic  financial  statements of the
Partnership.  Such  information  has been  subjected to the auditing  procedures
applied in the audit of the basic financial  statements and, in our opinion,  is
fairly  stated in all  material  respects  in  relation  to the basic  financial
statements taken as a whole.

/s/Altschuler, Melvoin and Glasser LLP

Los Angeles, California
February 11, 2003

Exhibit 99.11

To the Partners
Oakridge Park Apartments, Ltd. (Phase II)
Biloxi, Mississippi


We have audited the  accompanying  balance  sheets of Oakridge Park  Apartments,
Ltd. (phase II), a limited partnership), RHS Project No. 28-030-0640685690 as of
December 31, 2002 and 2001, and the related statements of operations,  partners'
deficit and cash flows for the years then ended. These financial  statements are
the  responsibility of the Partnership's  management.  Our  responsibility is to
express an opinion on these financial statements based on our audits.

We conducted the audits in accordance with auditing standards generally accepted
in the United States of America and Government  Auditing Standards issued by the
Comptroller   General  of  the  United  States,  and  the  U.S.   Department  of
Agriculture,  Farmers Home Administration Audit Program. Those standards require
that we plan and perform the audit to obtain reasonable  assurance about whether
the financial  statements are free of material  misstatement.  An audit includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial  statements.  An audit also  includes  assessing  the  accounting
principles used and significant estimates made by the Partnership's  management,
as well as evaluating the overall financial statement  presentation.  We believe
that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Oakridge Park Apartments,  Ltd.
(phase II), RHS Project No.  28-030-0640685690 as of December 31, 2002 and 2001,
and the results of its operations and its cash flows for the years then ended in
conformity with accounting principles generally accepted in the United States of
America.

The  audits  were  made for the  purpose  of  forming  an  opinion  on the basic
financial statements taken as a whole. The supplementary  information on pages 9
through  12 is  presented  for  purposes  of  additional  analysis  and is not a
required part of the basic financial  statements.  The supplemental  information
presented in the  Multiple  Family  Housing  Borrower  Balance  Sheet (Form FmHA
1930-8)  Parts I and II for the  years  ended  December  31,  2002  and  2001 is
presented for purposes of complying with the  requirements  of the Rural Housing
Services and is also not a required part of the basic financial statements. Such
information has been subjected to the auditing  procedures  applied in the audit
of the basic financial  statements and, in our opinion,  is fairly stated in all
material  respects  in  relation to the basic  financial  statements  taken as a
whole.

In accordance with Government Auditing  Standards,  we have also issued a report
dated March 15, 2003 on our  consideration  of Oakridge  Park  Apartments,  Ltd.
(phase II),  internal  control over financial  reporting and on our tests of its
compliance with certain provisions of laws and regulations.

/s/Donald W. Causey & Associates, P.C.
Donald W. Causey & Associates, P.C.
Gadsden, Alabama
March 15, 2003


Exhibit 99.12

Independent Auditors' Report

To the Partners
Oakwood Manor Associates, Ltd.

We have audited the  accompanying  balance  sheets of Oakwood Manor  Associates,
Ltd.  (a  Tennessee   limited   partnership),   THDA  Project  No.  8.9.02  (the
"Partnership"),  as of December 31, 2002 and 2001 and the related  statements of
operations, changes in partners' equity and cash flows for the years then ended.
These  financial   statements  are  the   responsibility  of  the  Partnership's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audits.

We conducted  our audits in accordance  with U.S.  generally  accepted  auditing
standards and Government Auditing  Standards,  issued by the Comptroller General
of the United States. Those standards require that we plan and perform the audit
to obtain reasonable  assurance about whether the financial  statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting  the amounts and  disclosures in the financial  statements.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Oakwood Manor Associates,  Ltd.
as of December 31, 2002 and 2001 and the results of its  operations and its cash
flows for the years  then  ended in  conformity  with  U.S.  generally  accepted
accounting principles.

In accordance  with Government  Auditing  Standards and the  Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have  also  issued a report  dated  March 3, 2003 on our
consideration of the  Partnership's  internal control and reports dated March 3,
2003 on its compliance with specific  requirements  applicable to major THDA/HUD
programs, laws and regulations, specific requirements applicable to fair housing
and nondiscrimination, and specific requirements applicable to nonmajor THDA/HUD
program  transactions.  Those reports are an integral part of an audit performed
in  accordance  with  Government  Auditing  Standards  and  should  be  read  in
conjunction with this report in considering the results of our audit.

Our audits were conducted for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying  additional  financial data (shown
on pages 14 through 16) are presented for the purpose of additional analysis and
are not a required part of the financial  statements  of the  Partnership.  Such
information has been subjected to the auditing  procedures  applied in the audit
of the  financial  statements  and,  in our  opinion,  is  fairly  stated in all
material respects in relation to the financial statements taken as a whole.

/s/Altschuler, Melvoin and Glasser LLP

Los Angeles, California
March 3, 2003

Exhibit 99.13

Partners
Parkesedge Associates
State College, Pennsylvania:

We have audited the  accompanying  balance sheet of Parkesedge  Associates  (the
"Partnership")as  of December 31, 2002 and 2001,  and the related  statements of
operations and partners'  equity and cash flows for the years then ended.  These
financial statements are the responsibility of the Partnership's management. Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government Auditing Standards, issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made  by  the  Partnership's   management,  as  well  as
evaluating the overall  financial  statement  presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of Parkesedge  Associates as of
December 31, 2002 and 2001, and the results of its operations and its cash flows
for the years then ended in  conformity  with  accounting  principles  generally
accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report
dated  February  13, 2003 on our  consideration  of the  Partnership's  internal
control over financial reporting and on our tests of its compliance with certain
provisions  of laws,  regulations,  contracts  and  grants.  That  report  is an
integral part of an audit  performed in accordance  with  Governmental  Auditing
Standards and should be read in conjunction  with this report in considering the
results of our audit.

/s/Parente Randolph
Parente Randolph
State College, Pennsylvania
February 13, 2003


Exhibit 99.14

Independent Auditors' Report



To the Owners
Penneco Associates of Johnstown II

We have  audited  the  accompanying  balance  sheets of  Penneco  Associates  of
Johnstown II, FHA Project No. PA-28-0004-025 (the "Project"), as of December 31,
2002 and 2001 and the  related  statements  of  operations,  changes  in project
deficiency and cash flows for the years then ended.  These financial  statements
are the  responsibility of the Project's  management.  Our  responsibility is to
express an opinion on these financial statements based on our audits.

We conducted  our audits in accordance  with U.S.  generally  accepted  auditing
standards  and  the  standards  applicable  to  financial  audits  contained  in
Government  Auditing  Standards issued by the Comptroller  General of the United
States.  Those  standards  require  that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Penneco Associates of Johnstown
II as of December  31, 2002 and 2001 and the results of its  operations  and its
cash flows for the years then ended in conformity with U.S.  generally  accepted
accounting principles.

The financial  statements have been prepared  assuming the Project will continue
as a going  concern.  As discussed in Note 6 to the  financial  statements,  the
Project's  deficiency,  significant  deferred  maintenance  and  default  on its
mortgage note raise substantial doubt about the Project's ability to continue as
a going concern.  Management's  plans  regarding  these matters are described in
Note 6. The  financial  statements  do not  include any  adjustments  that might
result from the outcome of this uncertainty.

In accordance with Government  Auditing  Standards,  we have also issued reports
dated March 24, 2003 on our consideration of the Project's  internal control and
on our tests of its  compliance  with certain  provisions of laws,  regulations,
contracts and grants.  Those reports are an integral part of an audit  performed
in  accordance  with  Government  Auditing  Standards  and  should  be  read  in
conjunction with this report in considering the results of our audit.

Our audit was  conducted  for the  purpose  of  forming  an opinion on the basic
financial  statements taken as a whole. The  accompanying  additional  financial
data (shown on pages 13 through 15) are  presented for the purpose of additional
analysis and are not a required  part of the basic  financial  statements of the
Project.  Such information has been subjected to the auditing procedures applied
in the audit of the basic financial  statements  and, in our opinion,  is fairly
stated in all material  respects in relation to the basic  financial  statements
taken as a whole.

/s/Altschuler, Melvoin and Glasser LLP

Los Angeles, California
March 24, 2003


Exhibit 99.15

                          Independent Auditor's Report



To the Partners
Sauk-Ko Enterprises, Limited Partnership
Fennimore, Wisconsin

We have audited the accompanying balance sheet of Sauk-Ko  Enterprises,  Limited
Partnership,  RHS Case No.  58-056-363292043,  as of December 31, 2002,  and the
related  statements of operations  and partners'  deficit and cash flows for the
year then  ended.  These  financial  statements  are the  responsibility  of the
Partnership's  management.  Our responsibility is to express an opinion on these
financial  statements  based on our audit.  The financial  statements of Sauk-Ko
Enterprises,  Limited Partnership as of December 31, 2001 and 2000, were audited
by other auditors whose report dated January 18, 2002,  expressed an unqualified
opinion on those statements.

We conducted our audit in accordance with U.S. auditing standards and Government
Auditing Standards issued by the Comptroller General of the United States. Those
standards  require  that we plan and  perform  the  audit to  obtain  reasonable
assurance   about  whether  the  financial   statements  are  free  of  material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the financial position of Sauk-Ko  Enterprises,  Limited
Partnership,  RHS Case No.  58-056-363292043,  as of  December  31, 2002 and the
results of its operations,  changes in partners' deficit, and cash flows for the
year  then  ended  in  conformity  with  U.S.  generally   accepted   accounting
principles.

In accordance with Government Auditing  Standards,  we have also issued a report
dated  January 15, 2003 on our  consideration  of Sauk-Ko  Enterprises,  Limited
Partnership's internal control over financial reporting, and on our tests of its
compliance with certain  provisions of laws,  regulations,  and contracts.  That
report is an integral part of an audit  performed in accordance  with Government
Auditing  Standards  and  should  be read in  conjunction  with  this  report in
considering the results of our audit.

Our audit was  conducted  for the  purpose  of  forming  an opinion on the basic
financial   statements  taken  as  a  whole.   The  accompanying   supplementary
information  shown on pages 9 to 13 is  presented  for  purposes  of  additional
analysis and is not a required  part of the basic  financial  statements  of the
Partnership.  Such  information  has been  subjected to the auditing  procedures
applied in the audit of the basic financial statements,  and, in our opinion, is
fairly  stated in all  material  respects  in  relation  to the basic  financial
statements taken as a whole.



                                             /s/ Bodilly CPAs & Consultants LLP
                                                 Bodilly CPAs & Consultants LLP



February 7, 2003

Exhibit 99.16

INDEPENDENT AUDITOR'S REPORT




To the Partners
Sol 413 Limited Dividend Partnership


     We have audited the accompanying  balance sheet of Sol 413 Limited Dividend
Partnership as of December 31, 2002,  and the related  statements of operations,
partners'  equity  (deficit)  and cash  flows  for the year  then  ended.  These
financial statements are the responsibility of the Partnership's management. Our
responsibility  is to express an opinion on these financial  statements based on
our audit.

     We conducted our audit in  accordance  with  auditing  standards  generally
accepted  in the  United  States of  America  and the  standards  applicable  to
financial  audits  contained in  Government  Auditing  Standards,  issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

     In our opinion,  the financial statements referred to above present fairly,
in all material  respects,  the financial  position of Sol 413 Limited  Dividend
Partnership,  as of December 31, 2002,  and the results of its  operations,  the
changes in partners' equity (deficit) and its cash flows for the year then ended
in conformity with accounting principles generally accepted in the United States
of America.

     In accordance  with  Government  Auditing  Standards and the  "Consolidated
Audit  Guide for Audits of HUD  Programs",  we have also  issued  reports  dated
January 22, 2003, on our consideration of Sol 413 Limited Dividend Partnership's
internal control and on its compliance with specific requirements  applicable to
nonmajor HUD programs,  and fair housing and  non-discrimination.  Those reports
are an  integral  part of an  audit  performed  in  accordance  with  Government
Auditing  Standards  and  should  be read in  conjunction  with  this  report in
considering the results of our audit.

     Our audit was  conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental  information on pages 21
through  24 is  presented  for  purposes  of  additional  analysis  and is not a
required  part  of the  basic  financial  statements  of the  Partnership.  Such
information has been subjected to the auditing  procedures  applied in the audit
of the basic  financial  statements  and, in our opinion,  such  information  is
fairly  stated,  in all material  respects,  in relation to the basic  financial
statements taken as a whole.


                                                    /s/ Santiago Riley & Reznick
San Juan, Puerto Rico
January 22, 2003              Taxpayer Identification Number
                                   66-0432841


Lead Auditor: William T. Riley, Jr.

Exhibit 99.17

INDEPENDENT AUDITOR'S REPORT




To the Partners
Valley Oaks Senior Housing Associates
(A California Limited Partnership)
Sacramento, CA

I have audited the  accompanying  balance  sheets of Valley Oaks Senior  Housing
Associates (A California Limited  Partnership),  CalHFA Development No. 82-05-N,
as of  December  31,  2002 and  2001,  and the  related  statements  of  income,
partners'  equity,  and cash flows for the years  then  ended.  These  financial
statements  are  the   responsibility  of  the  Partnership's   management.   My
responsibility  is to express an opinion on these financial  statements based on
my audits.

I conducted my audits in  accordance  with  auditing  standards  accepted in the
United  States  of  America  and  Government  Auditing  Standards  issued by the
Comptroller  General of the United States.  Those standards  require that I plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management  as well as  evaluating  the overall
financial statement presentation.  I believe that my audits provide a reasonable
basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all
material  respects,  the  financial  position  of  Valley  Oaks  Senior  Housing
Associates (A California Limited  Partnership) as of December 31, 2002 and 2001,
and the results of its operations and its cash flows for the years then ended in
conformity with accounting principles generally accepted in the United States of
America.

In accordance with Government  Auditing  Standards,  I have also issued a report
dated  February  11, 2003 on my  consideration  of Valley  Oaks  Senior  Housing
Associates'  internal control  structure and a report dated February 11, 2003 on
its compliance with laws and regulations.  Those reports are an integral part of
an audit performed in accordance with Government  Auditing  Standards and should
be read in conjunction with this report in considering the results of my audit.


                                                         /s/ Bernard E. Rea, CPA
Stockton, California
February 11, 2003


Exhibit 99.18

INDEPENDENT AUDITORS' REPORT




Orocovix Limited Dividend Partnership
(A Limited Partnership)
San Juan, Puerto Rico

We have audited the  accompanying  balance sheets of Orocovix  Limited  Dividend
Partnership (a limited partnership), HUD Project No. RQ46R00031 and FmHA Project
No.  63-02-60660405607,  as of  December  31,  2002 and  2001,  and the  related
statements of  operations,  partners'  deficiency,  and cash flows for the years
then  ended.   These  financial   statements  are  the   responsibility  of  the
Partnership's  management.  Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government Auditing Standards, issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the  financial  position of Orocovix  Limited  Dividend
Partnership  (a limited  partnership)  as of December 31, 2002 and 2001, and the
results of its  operations,  its changes in  partners'  deficiency  and its cash
flows  for the  years  then  ended  in  conformity  with  accounting  principles
generally accepted in the United States of America.


                                                     /s/ Horwath Velez & Co. PSC
February 3, 2003


Stamp number 1848347 was
Affixed to the original of
this report