Page 1 of 30


                UNITED STATES SECURITIES AND EXCHANGE COMMISSION


                             Washington, D.C. 20549

                                ----------------

                                    FORM 10-K

   X   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
 ----- ACT OF 1934 (FEE REQUIRED)

For the fiscal year ended December 31, 1995      Commission File Number 0-12594

                         PHOENIX LEASING INCOME FUND VI
--------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

            California                                    94-2869603
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

2401 Kerner Boulevard, San Rafael, California                   94901-5527
--------------------------------------------------------------------------------
(Address of principal executive offices)                        (Zip Code)

Registrant's telephone number, including area code:     (415) 485-4500
                                                        --------------

Securities registered pursuant to Section 12(b) of the Act:  NONE

Securities registered pursuant to Section 12(g) of the Act:  Units of Limited 
Partnership Interest

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of Registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.
           -----

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (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
                                  -----        -----

As of December 31, 1995,  297,165  Units of Limited  Partnership  interest  were
outstanding.  No  market  exists  for the  Units  of  Partnership  interest  and
therefore there exists no aggregate market value at December 31, 1995.

                    DOCUMENTS INCORPORATED BY REFERENCE: NONE


<PAGE>


                                                                    Page 2 of 30



                         PHOENIX LEASING INCOME FUND VI

                          1995 FORM 10-K ANNUAL REPORT


                                TABLE OF CONTENTS


                                                                         Page

                                     PART I

Item 1.       Business................................................     3
Item 2.       Properties..............................................     4
Item 3.       Legal Proceedings.......................................     4
Item 4.       Submission of Matters to a Vote of Security Holders.....     4


                                     PART II

Item 5.       Market for the Registrant's Securities and Related 
              Security Holder Matters.................................     5
Item 6.       Selected Financial Data.................................     5
Item 7.       Management's Discussion and Analysis of Financial 
              Condition and Results of Operations.....................     6
Item 8.       Financial Statements and Supplementary Data.............     8
Item 9.       Disagreements on Accounting and Financial Disclosure 
              Matters.................................................    26


                                    PART III

Item 10.      Directors and Executive Officers of the Registrant......    26
Item 11.      Executive Compensation..................................    27
Item 12.      Security Ownership of Certain Beneficial Owners and 
              Management..............................................    27
Item 13.      Certain Relationships and Related Transactions..........    28


                                     PART IV

Item 14.      Exhibits, Financial Statement Schedules and Reports 
              on Form 8-K.............................................    28


Signatures............................................................    29




<PAGE>


                                                                    Page 3 of 30


                                     PART I

Item 1.       Business.

Summary of Business Activities.

         Phoenix Leasing Income Fund VI, a California  limited  partnership (the
"Partnership"),   was  organized  on  October  29,  1981.  The  Partnership  was
registered with the Securities and Exchange Commission with an effective date of
January 1, 1983 and shall continue to operate until its termination  date unless
dissolved  sooner  due to the sale of  substantially  all of the  assets  of the
Partnership or a vote of the Limited Partners. The Partnership will terminate on
December  31,  1997.  The General  Partner is Phoenix  Leasing  Incorporated,  a
California  corporation.  The General  Partner or its affiliates  also is or has
been a general partner in several other limited partnerships formed to invest in
capital equipment and other assets.

         The  initial   public   offering  was  for  240,000  units  of  limited
partnership  interest  at a price of $250 per unit with an option of  increasing
the public  offering  up to a maximum of 320,000  units.  The  Partnership  sold
320,000  units  for a  total  capitalization  of  $80,103,000.  Of the  proceeds
received  through the  offering,  the  Partnership  has incurred  $8,971,000  in
organizational and offering expenses.

         From the initial  formation  of the  Partnership  through  December 31,
1995,  the total  investments  in equipment  leases and  financing  transactions
(loans),  including the  Partnership's  pro rata interest in investments made by
joint  ventures,  approximate  $162,669,000.  The average  initial  firm term of
contractual  payments  from  equipment  subject to lease was 28 months,  and the
average  initial  net  monthly  payment  rate as a  percentage  of the  original
purchase price was 3.37%. The average initial firm term of contractual  payments
from loans was 74 months.

         The Partnership's  principal objective is to produce current income and
to build and maintain a balanced portfolio of assets through the acquisition and
financing of various types of assets,  including computer peripherals,  terminal
systems,  small  computer  systems,   communications   equipment,   IBM-software
compatible mainframes,  office systems and  telecommunications  equipment and to
lease such equipment and products to third parties  pursuant to either Operating
Leases or Full Payout Leases.

         The  principal  markets  for  the  types  of  equipment  in  which  the
Partnership  has  invested  in has been (1) major  corporations  and other large
organizations seeking to reduce the cost of their peripheral equipment and large
computer  systems,  (2) major  corporations  with numerous  operating  locations
seeking to improve the timeliness and  responsiveness  of their data  processing
systems,  and (3) small organizations  interested in improving the efficiency of
their   overall   operations   by  moving  from   manually   operated  to  small
computer-based management systems.

         In addition to  acquiring  equipment  for lease to third  parties,  the
Partnership  either  directly or through the investment in joint  ventures,  has
provided  limited  financing  to  certain  emerging  growth   companies,   cable
television  system  operators,  manufacturers  and their lessees with respect to
equipment  leased  directly  by  such   manufacturers  to  third  parties.   The
Partnership  maintains a security interest in the equipment  financed and in the
receivables  due under any lease or rental  agreement  relating to such  assets.
Such security interests will give the Partnership the right, upon a default,  to
obtain possession of the assets.

         The  Partnership  will  not  incur  debt to  finance  the  purchase  of
equipment. However, the Partnership can enter into joint venture agreements with
certain other  partnerships  managed by the General  Partner which would finance
the  acquisition  of equipment  through the use of  indebtedness  which would be
nonrecourse to the Partnership.

         Competition.  The  equipment  leasing  industry is highly  competitive.
Leases are offered on a wide  variety of  equipment  ranging  from  construction
equipment to entire  manufacturing  facilities.  The equipment  leasing industry
offers  to  users  an  alternative  to the  purchase  of  nearly  every  type of
equipment.   The  General  Partner  intends  to  concentrate  the  Partnership's
activities,  however, in markets in which the General Partner has expertise. The
computer  equipment  industry  is  extremely  competitive.  Competitive  factors
include pricing,  technological  innovation and methods of financing  (including
use of various short-term and long-term financing plans, as well as the outright
purchase  of  equipment).   Generally,  the  impact  of  these  factors  to  the
Partnership  would be the  realization of increased  equipment  remarketing  and
storage costs, as well as lower residuals  received from the sale or remarketing
of such equipment.


<PAGE>


                                                                    Page 4 of 30


         There is strong  competition in non-computer  related equipment markets
in which the  Partnership  will  engage as well.  There is,  however,  no single
dominant company or factor in those other markets.

Other.

         A brief  description of the type of assets in which the Partnership has
invested as of December 31, 1995, together with information  concerning the uses
of assets is set forth in Item 2.

Item 2.       Properties.

         The  Partnership  is engaged in the  equipment  leasing  and  financing
industry and as such,  does not own or operate any  principal  plants,  mines or
real property. The primary assets held by the Partnership are its investments in
leases and loans either directly or through its investment in joint ventures.

         As of  December  31,  1995,  the  Partnership  owns  equipment  and has
outstanding  loans to borrowers  with an aggregate  original cost of $4,622,000.
The  equipment  and loans have been made to  customers  located  throughout  the
United States.  The following  table  summarizes the type of equipment  owned or
financed by the Partnership,  including its pro rata interest in joint ventures,
at December 31, 1995.

                                                                 Percentage of
         Asset Type                       Purchase Price(1)       Total Assets
         ----------                       -----------------       ------------
                                       (Amounts in Thousands)
Financing of Solar Systems                   $  1,896                  41%
Reproduction Equipment                          1,680                  36
Small Computer Systems                          1,046                  23
                                             --------                 ---

TOTAL                                        $  4,622                 100%
                                             ========                 ===

(1)   These amounts include the  Partnership's pro  rata  interest in  equipment
      joint ventures of $1,680,000 and financing joint ventures of $1,896,000 at
      December 31, 1995.


Item 3.       Legal Proceedings.

         The Partnership is not a party to any pending legal  proceedings  which
would have a material adverse impact on its financial position.


Item 4.       Submission of Matters to a Vote of Security Holders.

         No matters were  submitted to a vote of Limited  Partners,  through the
solicitation of proxies or otherwise, during the year covered by this report.





<PAGE>


                                                                    Page 5 of 30


                                     PART II

Item 5.       Market for the Registrant's Securities and Related Security Holder
              Matters.

         (a)  The Registrant's  limited  partnership  interests are not publicly
              traded.   There  is  no  market  for  the   Registrant's   limited
              partnership interests and it is unlikely that any will develop.

         (b)  Approximate Number of Equity Security Investments:

                                                        Number of Unit Holders
                        Title of Class                 as of December 31, 1995
              ----------------------------------       -----------------------

              Limited Partners                                  12,010

<TABLE>
Item 6.       Selected Financial Data.
<CAPTION>
                                                            Amounts in Thousands Except for Per Unit Amounts
                                                            ------------------------------------------------
                                                         1995          1994         1993           1992        1991
                                                         ----          ----         ----           ----        ----
<S>                                                   <C>           <C>           <C>            <C>         <C>
Total Income                                          $  1,121      $  1,738      $   909        $ 2,652     $ 3,799

Net Income (Loss)                                        1,007         1,351          (28)          (264)       (620)

Total Assets                                             3,287         5,792        8,679         10,452      14,401

Distributions to Partners                                2,228         2,228        2,229          2,229       2,435

Net Income (Loss) per Limited Partnership Unit(1)         2.88          3.88         (.09)         (1.49)      (2.28)

Distributions per Limited Partnership Unit                7.50          7.50         7.50           7.50        8.19
</TABLE>
(1)   Net Income (Loss) per Limited  Partnership  unit is not  indicative of per
      unit income (loss) due to reinvestments  through the Capital  Accumulation
      Plan.

         The above selected  financial  data should be read in conjunction  with
the financial statements and related notes appearing elsewhere in this report.




<PAGE>


                                                                    Page 6 of 30


Item 7.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations.

Results of Operations

         Phoenix Leasing Income Fund VI (the Partnership) reported net income of
$1,007,000  for the year ended  December  31,  1995,  compared  to net income of
$1,351,000  for the year ended  December  31, 1994 and a net loss of $28,000 for
the year ended  December  31,  1993.  The  decrease in net income  during  1995,
compared to 1994, is attributable to a decrease in rental and settlement income,
offset by an increase in interest income from notes receivable.  The increase in
net income during the year ended December 31, 1994 was primarily attributable to
settlement income.

         Total  revenues  during the year ended  December 31, 1995 is $1,121,000
compared  to  $1,738,000  and  $909,000  for 1994 and  1993,  respectively.  The
decrease in total revenues  during the year ended December 31, 1995 is primarily
attributable to a decline in rental income and the absence of settlement income.

         The decrease in rental  income of $121,000 for the year ended  December
31, 1995,  compared to 1994, is  attributable  to a reduction in the size of the
equipment  portfolio  as a result  of sales.  The  Partnership  owned  equipment
subject to both operating and financing leases,  excluding its pro rata interest
in equipment  joint ventures,  with an aggregate  original cost of $1,045,000 at
December 31, 1995, compared to $4,002,000 at December 31, 1994.

         The  Partnership  recognized  interest income from a note receivable of
$331,000  for the year ended  December  31,  1995,  compared to $0 for the years
ended  December  31,  1994 and 1993.  During  the second  quarter  of 1995,  the
Partnership  received a settlement from its one remaining note receivable  which
had been classified as impaired. The amount received as the settlement was first
applied  towards the outstanding  note  receivable  balance and the remainder in
excess of the carrying amount of the note was recognized as interest income.

         Due  to  the  settlement  of  the  Partnership's  last  remaining  note
receivable,  the balance of the general allowance for losses on notes receivable
was no longer  necessary.  As a result,  the  remaining  balance of $146,000 was
recognized as income which contributed to decreasing total expenses for the year
ended December 31, 1995.

         The increase in total  revenues for 1994,  compared to 1993, was due to
the receipt of  settlement  income of $754,000 and an increase in earnings  from
joint ventures which will be discussed  under "Joint  Ventures".  The settlement
income recognized  during 1994 was composed of cash, common stock,  receivables,
assigned  rents  from a pool of  leased  equipment,  and  credits  for goods and
services.   The  settlement   income   consisted  of  settlements  from  several
manufacturers  of equipment that the  Partnership  had entered into  contractual
agreements for the purchase of leased equipment.

         Total expenses for the year ended December 31, 1995, 1994 and 1993 were
$114,000,  $387,000 and  $937,000,  respectively.  The decrease  during the year
ended  December  31,  1995 is due to a $146,000  decrease in the  provision  for
losses on notes receivable.  The Partnership experienced decreases in most other
expense categories during the year ended December 31, 1995, when compared to the
same  period in 1994.  The  decrease  in  expenses  for the year  ended 1994 was
primarily  due  to  the  decrease  in  depreciation   expense.  The  decline  in
depreciation expense for both 1995 and 1994 was a result of the reduction in the
size of the equipment  portfolio  due to sales and an increasing  portion of the
equipment portfolio being fully depreciated.

         Management  fees to the General  Partner  increased  by $43,000 for the
year  ended  December  31,  1995,  compared  to 1994,  due to the  payoff  of an
outstanding note receivable.

         Because the Partnership is in its liquidation stage, it is not expected
that the Partnership will acquire any additional  equipment.  As a result, lease
related  revenues  and  expenses  are  expected  to  continue  to decline as the
portfolio is liquidated and the remaining equipment is re-leased at lower rental
rates. The Partnership will reach the end of it term on December 31, 1997.

Joint Ventures

         The Partnership has made investments in various equipment and financing
joint ventures along with other affiliated  partnerships  managed by the General
Partner for the purpose of spreading the risk of investing in certain  equipment
leasing and  financing  transactions.  These joint  ventures  are not  currently
making  any  significant  additional  investments  in new  equipment  leasing or
financing  transactions.  As  a result,  the  earnings and  cash flow  from such


<PAGE>


                                                                    Page 7 of 30


investments  are  anticipated  to  continue  to  decline as the  portfolios  are
re-leased at lower rental rates and eventually liquidated.

         The  Partnership  recognized  earnings from joint ventures of $260,000,
$234,000  and $83,000  for the years ended  December  31,  1995,  1994 and 1993,
respectively.  The increase in earnings  during 1995 is due to the earnings from
an investment in a new joint venture that was formed upon the receipt of a legal
settlement  during  October of 1994.  The  improvement  in  earnings  from joint
ventures for 1994 was  attributable  to the decline in expenses,  which exceeded
the  decline  in  revenues.   The  overall  decline  in  revenues  and  expenses
experienced  by the  Partnership's  equipment  joint  ventures  is a result of a
majority  of the  equipment  joint  ventures  being  in the  liquidation  stage.
Revenues and  expenses  are expected to continue to decline as their  portfolios
are liquidated  and the remaining  equipment is re-leased at lower rental rates.
In addition to the sales activity factor,  depreciation expense also declined as
a result of the equipment joint ventures'  equipment  portfolio  approaching the
end of  their  depreciable  lives.  The  reduction  in lease  related  operating
expenses,  mainly  maintenance  and  remarketing  and  refurbishing  costs,  was
attributable to several joint ventures.

         Additional  factors  contributing  to the  increase  in  earnings  from
equipment  joint  venture  for  the  year  ended  December  31,  1994  were  the
recognition  of  settlement  income  in  one  equipment  joint  venture  and  an
investment in a new equipment joint venture being made in 1994.

         Inflation  affects the  Partnership  in relation to the current cost of
equipment  placed on lease and the residual  values  realized when the equipment
comes  off-lease and is sold.  During the last several years  inflation has been
low, thereby having very little impact upon the Partnership.

Liquidity and Capital Resources

         During the year ended  December  31,  1995,  the net cash  provided  by
leasing and financing activities was $471,000,  as compared to the net cash used
by leasing  and  financing  activities  of  $1,013,000  during 1994 and net cash
provided of $1,335,000  during 1993. The increase in cash generated for the year
ended December 31, 1995 is due to the payoff of an outstanding  note receivable.
This is partially offset by a decrease in accounts payable due to the payment of
liquidation fees payable to the General Partner. In contrast,  the net cash used
by leasing and financing  activities for 1994 was  attributable to a decrease in
accounts  payable and accrued expenses which was due to a payment of liquidation
fees to the General Partner.

         The  distributions  from  joint  ventures  continues  to be  one of the
primary sources of cash generated by the Partnership.  Cash  distributions  from
joint ventures were $530,000, $279,000 and $645,000 for the years ended December
31, 1995, 1994 and 1993,  respectively.  The increase during the year ended 1995
is primarily attributable to a new investment made in a new joint venture during
October of 1994.  In  addition,  one  equipment  joint  venture  experienced  an
increase in cash  available as a result of a decline in lease related  operating
expenses.  The decrease in distributions from equipment joint ventures for 1994,
compared to 1993, was due to one equipment joint venture  experiencing a decline
in cash available for  distributions as a result of a decrease in sales proceeds
and one financing  joint venture  experiencing a decline in payment  received on
its note receivable.

          The  Partnership  owned equipment held for lease with a purchase price
of  $499,000,  $2,702,000,  and  $4,965,000  and a net book  value of $0, $0 and
$29,000 at December 31, 1995, 1994 and 1993,  respectively.  The General Partner
is actively  engaged,  on behalf of the Partnership,  in remarketing and selling
the Partnership's off-lease equipment portfolio.

         The Limited Partners received their annual  distributions of $2,228,000
for the years ended December 31, 1995 and 1994 and $2,229,000 for the year ended
December 31, 1993. As a result, the cumulative cash distributions to the Limited
Partners are  $73,687,000,  $71,459,000  and  $69,231,000  at December 31, 1995,
1994,  1993,  respectively.  The General  Partner did not receive  distributions
during the year ended December 31, 1995, 1994 and 1993.

         Distributions  are made on an annual basis with a distribution  date of
January 15. The distribution  made in January of 1995 was at  approximately  the
same rate as January of 1994. The  distribution  made in January of 1996 was the
same amount as the distribution made in January of 1995.

         As the Partnership's  asset portfolio  continues to decline as a result
of the on-going  liquidation  of assets,  it is expected that the cash generated
from  operations  will also decline.  Cash  generated from leasing and financing
operations  has been and is anticipated to continue to be sufficient to meet the
Partnership's on-going operational expenses.


<PAGE>


                                                                    Page 8 of 30















               Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

                             PHOENIX LEASING INCOME FUND VI

                              YEAR ENDED DECEMBER 31, 1995



<PAGE>


                                                                    Page 9 of 30


                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS


To the Partners of Phoenix Leasing Income Fund VI:

We have audited the  accompanying  balance sheets of Phoenix Leasing Income Fund
VI (a California limited  partnership) as of December 31, 1995 and 1994, and the
related statements of operations,  partners' capital, and cash flows for each of
the  three  years  in the  period  ended  December  31,  1995.  These  financial
statements  and the  schedule  referred to below are the  responsibility  of the
Partnership's  management.  Our responsibility is to express an opinion on these
financial statements and schedule based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  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 Phoenix Leasing Income Fund VI
as of December  31, 1995 and 1994,  and the results of its  operations,  and its
cash flows for each of the three years in the period ended  December 31, 1995 in
conformity with generally accepted accounting principles.

Our  audits  were  made for the  purpose  of  forming  an  opinion  on the basic
financial  statements  taken  as a  whole.  The  schedule  listed  in  Item  14,
subsection  (a) 2 is presented for purposes of complying with the Securities and
Exchange  Commission's  rules and is not a required part of the basic  financial
statements.  This schedule has been subjected to the auditing procedures applied
in our audits 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.



San Francisco, California,                                ARTHUR ANDERSEN LLP
  January 19, 1996



<PAGE>


                                                                   Page 10 of 30


                         PHOENIX LEASING INCOME FUND VI
                                 BALANCE SHEETS
                 (Amounts in Thousands Except for Unit Amounts)


                                                               December 31,
                                                              1995      1994
                                                              ----      ----
ASSETS

    Cash and cash equivalents                              $ 2,708   $ 3,892

    Accounts receivable (net of allowance for
       losses on accounts receivable of $22 and
       $35 at December 31, 1995 and 1994, respectively)         30        48

    Note receivable (net of allowance for losses on
       note receivable of $0 and $146 at December 31,
       1995 and 1994, respectively)                            -         992

    Equipment on operating leases and held for lease
       (net of accumulated depreciation of $746 and 
       $3,337 at December 31, 1995 and 1994, respectively)       4        13

    Investment in joint ventures                               415       697

    Other assets                                               130       150
                                                           -------   -------

         Total Assets                                      $ 3,287   $ 5,792
                                                           =======   =======


    LIABILITIES AND PARTNERS' CAPITAL

    Liabilities:

       Accounts payable and accrued expenses               $ 1,471   $ 2,747
                                                           -------   -------

         Total Liabilities                                   1,471     2,747
                                                           -------   -------

    Partners' Capital:

       General Partner                                         394       243

       Limited Partners, 320,000 units authorized
         and issued, 297,165 units outstanding at
         December 31, 1995 and 1994                          1,460     2,832

       Unrealized losses on available-for-sale securities      (38)      (30)
                                                           -------   -------

         Total Partners' Capital                             1,816     3,045
                                                           -------   -------

         Total Liabilities and Partners' Capital           $ 3,287   $ 5,792
                                                           =======   =======

                     The accompanying notes are an intregal
                            part of these statements.

<PAGE>


                                                                   Page 11 of 30


                         PHOENIX LEASING INCOME FUND VI
                            STATEMENTS OF OPERATIONS
               (Amounts in Thousands Except for Per Unit Amounts)


                                                For the Years Ended December 31,
                                                    1995      1994      1993
                                                    ----      ----      ----

INCOME

     Rental income                               $   403   $   524   $   600

     Equity in earnings from joint
      ventures, net                                  260       234        83

     Interest income, notes receivable               331       -         -

     Settlement                                      -         754       -

     Other income                                    127       226       226
                                                 -------   -------   -------

       Total Income                                1,121     1,738       909
                                                 -------   -------   -------


  EXPENSES

     Depreciation                                      9        92       475

     Lease related operating expenses                  2        41        83

     Management fees to General Partner              116        73        80

     Provision for losses on receivables            (136)      (58)       83

     General and administrative expenses             123       239       216
                                                 -------   -------   -------

       Total Expenses                                114       387       937
                                                 -------   -------   -------


  NET INCOME (LOSS)                              $ 1,007   $ 1,351   $   (28)
                                                 =======   =======   =======

  NET INCOME (LOSS) PER LIMITED
   PARTNERSHIP UNIT                              $  2.88   $  3.88   $  (.09)
                                                 =======   =======   =======


  ALLOCATION OF NET INCOME (LOSS):
     General Partner                             $   151   $   199   $   -

     Limited Partners                                856     1,152       (28)
                                                 -------   -------   -------

                                                 $ 1,007   $ 1,351   $   (28)
                                                 =======   =======   =======

                     The accompanying notes are an intregal
                            part of these statements.

<PAGE>


                                                                   Page 12 of 30


                         PHOENIX LEASING INCOME FUND VI
                         STATEMENTS OF PARTNERS' CAPITAL
                 (Amounts in Thousands Except for Unit Amounts)


                                General
                                Partner's Limited Partners' Unrealized Total
                                 Amount    Units   Amount     Losses   Amount
                                --------- ----------------- ---------- ------
  Balance, December 31, 1992     $    44  297,165  $ 6,165  $   -    $ 6,209

  Distributions to partners
     ($7.50 per limited
     partnership unit)               -        -     (2,229)     -     (2,229)

  Net loss                           -        -        (28)     -        (28)
                                 -------  -------  -------  -------  -------

  Balance, December 31, 1993          44  297,165    3,908      -      3,952

  Distributions to partners
     ($7.50 per limited
     partnership unit)               -        -     (2,228)     -     (2,228)

  Unrealized losses on available-
     for-sale securities             -        -        -        (30)     (30)

  Net income                         199      -      1,152      -      1,351
                                 -------  -------  -------  -------  -------

  Balance, December 31, 1994         243  297,165    2,832      (30)   3,045

  Distributions to partners
     ($7.50 per limited
     partnership unit)               -        -     (2,228)     -     (2,228)

  Unrealized losses on available-
     for-sale securities             -        -        -         (8)      (8)

  Net income                         151      -        856      -      1,007
                                 -------  -------  -------  -------  -------

  Balance, December 31, 1995     $   394  297,165  $ 1,460  $   (38) $ 1,816
                                 =======  =======  =======  =======  =======

                     The accompanying notes are an integral
                            part of these statements.

<PAGE>


                                                                   Page 13 of 30


                         PHOENIX LEASING INCOME FUND VI
                            STATEMENTS OF CASH FLOWS
                             (Amounts in Thousands)


                                                For the Years Ended December 31,
                                                    1995      1994      1993
                                                    ----      ----      ----

  Operating Activities:
     Net income (loss)                           $ 1,007   $ 1,351   $   (28)

     Adjustments to reconcile net income
       (loss) to net cash provided(used) 
       by operating activities:
         Depreciation                                  9        92       475
         Gain on sale of equipment                   (43)      (30)       (1)
         Equity in earnings from joint
          ventures, net                             (260)     (234)      (83)
         Provision for losses on accounts
          receivable                                  10       (19)       51
         Provision for early termination,
          financing leases                           -         (39)       16
         Provision for losses on note receivable    (146)      -          16
         Settlements                                 -        (437)      -
         Gain on sale of marketable securities       -         (35)      -
         Decrease in accounts receivable               8        80        69
         Decrease in receivable from affiliate       -         -         449
         Increase (decrease) in accounts
           payable and accrued expenses           (1,276)   (1,980)       35
         Decrease (increase) in other assets          24       -          (4)
                                                 -------   -------   -------

     Net cash provided (used) by operating
      activities                                    (667)   (1,251)      995
                                                 -------   -------   -------

  Investing Activities:
     Principal payments, financing leases            -         145       316
     Principal payments, notes receivable          1,138        93        24
     Proceeds from sale of equipment                  43        35       229
     Proceeds from sale of marketable securities     -          50       -
     Distributions from joint ventures               530       279       645
     Purchase of equipment                           -        (294)       (4)
     Investment in joint ventures                    -         (22)       (9)
     Investment in marketable securities             -         (15)      -
                                                 -------   -------   -------

     Net cash provided by investing activities     1,711       271     1,201
                                                 -------   -------   -------

  Financing Activities:
     Distributions to partners                    (2,228)   (2,228)   (2,229)
                                                 -------   -------   -------

     Net cash used by financing activities        (2,228)   (2,228)   (2,229)
                                                 -------   -------   -------

  Decrease in cash and cash equivalents           (1,184)   (3,208)      (33)
  Cash and cash equivalents, beginning of period   3,892     7,100     7,133
                                                 -------   -------   -------

  Cash and cash equivalents, end of period       $ 2,708   $ 3,892   $ 7,100
                                                 =======   =======   =======

                     The accompanying notes are an integral
                            part of these statements.

<PAGE>


                                                                   Page 14 of 30


                         PHOENIX LEASING INCOME FUND VI

                          NOTES TO FINANCIAL STATEMENTS

                                DECEMBER 31, 1995


Note 1.       Organization and Partnership Matters.

         Phoenix Leasing Income Fund VI, a California  limited  partnership (the
"Partnership"),  was formed on October 29, 1981, to invest in capital  equipment
of  various  types and to lease  such  equipment  to third  parties  on either a
long-term or short-term basis. Minimum investment  requirements were met January
6, 1983, at which time the Partnership commenced operations.

         The  Partnership  has also  made  investments  in joint  ventures  with
affiliated  partnerships  managed  by the  General  Partner  for the  purpose of
spreading the risks of financing or acquiring  certain capital  equipment leased
to third parties (see Note 6).

         For financial reporting purposes, as more specifically described in the
Partnership  Agreement,   income  in  any  quarter  will  be  allocated,  before
liquidation  and  redemption  fees,  15% to Phoenix  Leasing  Incorporated  (the
"General  Partner")  and 85% to the Limited  Partners  subject to the  following
limitations. To the extent that income for any quarter, when added to income for
all prior  accounting  periods,  does not exceed losses for all prior accounting
periods, such income shall be allocated, before liquidation and redemption fees,
1% to the  General  Partner  and 99% to the Limited  Partners.  Income  shall be
allocated, before liquidation and redemption fees, 1% to the General Partner and
99% to the Limited Partners in any quarter  subsequent to a quarter in which the
General Partner was allocated,  before  liquidation  and redemption  fees, 1% of
losses, to the extent of previously allocated  Partnership losses. A loss in any
quarter shall be allocated,  before  liquidation and redemption  fees, 1% to the
General partner and 99% to the Limited Partners.

         As an alternative to receiving cash distributions, Limited Partners may
have  participated  in  the  Capital  Accumulation  Plan,  whereby  the  Limited
Partners' cash  distributions  were reinvested and accumulated in the respective
Limited  Partner's capital account.  During 1988, the Capital  Accumulation Plan
was  discontinued.  Limited  Partners who elected to  participate in the Capital
Accumulation Plan are now receiving cash distributions. However, a few investors
remained in the plan through 1990.

         In the event the General  Partner has a deficit  balance in its capital
account  at the  time  of  partnership  liquidation,  it  will  be  required  to
contribute the amount of such deficit to the  Partnership.  The General  Partner
has acquired 508 units of Limited Partnership interest.

         As compensation for management  services the General Partner receives a
fee,  payable  quarterly,  in an amount equal to 6% of the  Partnership's  gross
revenues for the quarter from which such payment is being made,  which  revenues
shall include rental and note receipts, maintenance fees, proceeds from the sale
of equipment and other income.


Note 2.       Summary of Significant Accounting Policies.

         Leasing Operations.  The Partnership's  leasing operations consisted of
both  financing and operating  leases.  The financing  method of accounting  for
leases records as unearned  income at the inception of the lease,  the excess of
net rentals receivable and estimated residual value at the end of the lease term
over the cost of equipment  leased.  Unearned  income is credited to income over
the cost of equipment leased. Unearned income is credited to income monthly over
the term of the lease on a declining basis to provide an approximate  level rate
of  return  on the  unrecovered  cost of the  investment.  Any  direct  costs of
consummating new leases are capitalized as these costs are immaterial.

         Under the  operating  method  of  accounting  for  leases,  the  leased
equipment  is recorded as an asset at cost and  depreciated  on a  straight-line
basis over the estimated useful life, ranging up to seven years.



<PAGE>


                                                                   Page 15 of 30


         The  Partnership's  policy  is  to  review  periodically  the  expected
economic life of its rental  equipment in order to determine the  probability of
recovering its  undepreciated  cost. Such reviews  address,  among other things,
recent and anticipated  technological  developments affecting computer equipment
and competitive factors within the computer  marketplace.  Although  remarketing
rental  rates are  expected to decline in the future with respect to some of the
Partnership's  rental  equipment,  such rentals are expected to exceed projected
expenses,  including  depreciation.  Should subsequent  reviews of the equipment
portfolio  indicate that rentals plus anticipated sales proceeds will not exceed
expenses in any future  period,  the  Partnership  will revise its  depreciation
policy and may accelerate depreciation as appropriate.

         Rental  income  for the  year is  determined  on the  basis  of  rental
payments due for the period under the terms of the lease.  Maintenance,  repairs
and minor renewals of the leased equipment are charged to expense.

         Portfolio  Valuation  Methodology.  The Partnership  uses the portfolio
method of accounting for the net realizable value of the Partnership's equipment
portfolio.

         Investment  in  Joint  Ventures.  Investments  in  net  assets  of  the
equipment,  financing and foreclosed  cable systems joint  ventures  reflect the
Partnership's  equity  basis  in  the  ventures.  Under  the  equity  method  of
accounting,  the  original  investment  is  recorded  at  cost  and is  adjusted
periodically  to recognize the  Partnership's  share of earnings,  losses,  cash
contributions and cash distributions after the date of acquisition.

         Investment in Marketable Securities Available for Sale. The Partnership
has  investments in stock and stock warrants in public  companies that have been
determined  to be  available  for sale that are  included in Other Assets in the
accompanying balance sheets.  Available-for-sale  securities are stated at their
fair market value,  with the unrealized  gains and losses reported in a separate
component of partners' capital.

         Cash and Cash Equivalents.  Cash and cash equivalents includes deposits
at banks,  investments in money market funds and other highly liquid  short-term
investments with original maturities of less than 90 days.

         Non Cash Investing Activities. During the year ended December 31, 1994,
the Partnership  contributed  equipment and other investments received through a
settlement to a joint venture. The amount of such contribution was $584,000. Non
cash  transactions  included in Other Assets during the year ended  December 31,
1994 consist of marketable  securities valued at $147,000 received pursuant to a
settlement  (see Note 8) and an  unrealized  loss on  marketable  securities  of
$30,000.  During the year ended  December 31, 1995, the  Partnership  received a
final  distribution  of marketable  securities  from one of its  investments  in
equipment joint ventures.  The market value of the marketable  securities at the
distribution date was $13,000 and is included in Other Assets for the year ended
December 31, 1995.

         Financial  Accounting  Pronouncements.  In March  1995,  the  Financial
Accounting Standards Board issued Statement of Financial Accounting Standard No.
121,  "Accounting  for the  Impairment of Long-Lived  Assets and for  Long-Lived
Assets to be Disposed  of," which  requires that  long-lived  assets and certain
identifiable  intangibles  to be held  and used by an  entity  be  reviewed  for
impairment  whenever  events  or  changes  in  circumstances  indicate  that the
carrying amount of an asset may not be recoverable. In performing the review for
recoverability,  the entity  would  estimate  the future cash flows  expected to
result from the use of the asset and its eventual disposition. If the sum of the
expected future cash flows  (undiscounted  and without interest charges) is less
than the  carrying  amount  of the  asset,  an  impairment  loss is  recognized.
Measurement  of an  impairment  loss  for  long-lived  assets  and  identifiable
intangibles  that an entity  expects to hold and use should be based on the fair
value of the asset.  Statement No. 121 is effective for financial statements for
fiscal years beginning after December 15, 1995. The Partnership  does not expect
the  adoption  of this  statement  to have a  material  impact on its  financial
position and results of operations. The Partnership plans to adopt Statement No.
121 on January 1, 1996.

         On  January 1,  1995,  the  Partnership  adopted  Financial  Accounting
Standards Board Statement No. 114,  "Accounting by Creditors for Impairment of a
Loan," and Statement No. 118,  "Accounting by Creditors for Impairment of a Loan
- Income  Recognition and Disclosures."  Statement No. 114 requires that certain
impaired  loans be measured  based on the present  value of expected  cash flows
discounted at the loan's  effective  interest  rate; or,  alternatively,  at the
loan's  observable  market price or the fair value of the collateral if the loan
is  collateral  dependent.  Prior to 1995,  the  allowance  for  losses on notes
receivable  was based on the  undiscounted  cash  flows or the fair value of the
collateral  dependent  loans. At January 1, 1995, the adoption of statements 114
and 118 had no effect on the  Partnership's  financial  position  or  results of
operations.


<PAGE>


                                                                   Page 16 of 30


         Use of Estimates. The preparation of financial statements in conformity
with  generally  accepted  accounting  principles  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.

         Reclassification.  Certain 1994 and 1993 amounts have been reclassified
to conform to the 1995 presentation.


Note 3.       Accounts Receivable.

         Accounts receivable consist of the following at December 31:

                                                  1995                  1994
                                                  ----                  ----
                                                    (Amounts in Thousands)

         Lease payments                          $  49                 $  75
         Property taxes                             -                      6
         General Partner and Affiliates              3                     2
                                                 -----                 -----
                                                    52                    83
         Less:  allowance for losses on
                 accounts receivable               (22)                  (35)
                                                 -----                 -----

              Total                              $  30                 $  48
                                                 =====                 =====


Note 4.       Note Receivable.

         Note receivable consist of the following at December 31:

                                                           1995           1994
                                                           ----           ----
                                                         (Amounts in Thousands)
           Note receivable from a cable television
            system operator with interest of 14% per
            annum, receivable in installments ranging
            from 60 to 71 months through January 1994,
            collateralized by a security interest in 
            the cable system's assets. This note has 
            a graduated repayment schedule followed by  
            a balloon payment.                             $  -        $ 1,138

            Less: allowance for losses on note receivable     -           (146)
                                                           -----       --------

              Total                                        $  -        $   992
                                                           =====       ========

         The  Partnership's  note  receivable  from a  cable  television  system
operator  provides for a monthly payment rate in an amount that is less than the
contractual  interest  rate.  The  difference  between the payment  rate and the
contractual  interest rate was added to the  principal  and  therefore  deferred
until the maturity  date of the note.  Upon  maturity of the note,  the original
principal  and  deferred  interest  is due and  payable  in full.  Although  the
contractual  interest  rates may be higher,  due to a high degree of uncertainty
relating to the collection of the entire amount of contractually  owed interest,
the  Partnership  limited the amount of interest  being  recognized  on its note
receivable  to the  amount  of the  payments  received,  thereby  deferring  the
recognition of a portion of the deferred  interest until such time as management
believe it was realizable.

         The average recorded investment in impaired loans during the year ended
December 31, 1995 was approximately  $279,000.  Generally,  notes receivable are
classified   as  impaired  and  the  accrual  of  interest  on  such  notes  are
discontinued when the contractual payment of principal or interest has become 90
days past due or management has serious doubts about further  collectibility  of
the contractual  payments.  Any payments received subsequent to the placement of
the note  receivable on to impaired status will generally be applied towards the
reduction  of  the  outstanding  note  receivable  balance,  which  may  include
previously accured interest as well as principal. Once the principal and accrued
interest  balance  has been  reduced to zero,  the  remaining  payments  will be
applied to interest income.

         During the year ended  December 31, 1995,  the  Partnership  received a
settlement  on its one  remaining  note  receivable  which was  considered to be
impaired  under  Statement  No.  114. The  Partnership  received  $1,416,000  as


<PAGE>


                                                                   Page 17 of 30


a settlement for this note  receivable of which  $1,108,000 was applied  towards
the outstanding  note receivable  balance and the remaining  $308,000 applied to
interest  income.  The  remaining  balance in the  allowance for losses on notes
receivable  of $146,000 was no longer  necessary due to the payment of this note
receivable.  As a result, the remaining allowance for loan losses was reduced to
zero through the recognition of income.

         The activity in the allowance for losses on notes receivable during the
years ended December 31, is as follows:

                                             1995                  1994
                                             ----                  ----
                                               (Amounts in Thousands)
         Beginning balance                  $ 146                 $ 146
            Provision for losses             (146)                  -
            Write downs                       -                     -
                                            -----                 -----
         Ending balance                     $ -                   $ 146
                                            =====                 =====



Note 5.       Equipment on Operating Leases.

         Equipment on lease consists primarily of small computer systems subject
to operating leases.

         The  Partnership's  operating  leases are for  initial  lease  terms of
approximately 12 to 36 months.  During the remaining terms of existing operating
leases  the  Partnership  will not  recover  all of the  undepreciated  cost and
related expenses of its rental equipment,  and therefore must remarket a portion
of its equipment in future years.

         The Partnership has agreements  with some of the  manufacturers  of its
equipment whereby such manufacturers  undertake to remarket off-lease  equipment
on a best efforts basis.  These agreements  permit the Partnership to assume the
remarketing  function directly if certain conditions contained in the agreements
are not met.  For  their  remarketing  services,  the  manufacturers  are paid a
percentage  of net  monthly  rentals.  Certain  manufacturers  are  entitled  to
additional fees after the Partnership has recovered certain amounts.  Generally,
these manufacturers  provide maintenance of the leased equipment for a fee based
on net monthly rentals.

         The Partnership has entered into direct lease arrangements with certain
lessees.   Generally,  it  is  the  responsibility  of  the  lessee  to  provide
maintenance on leased equipment.  The General Partner  administers the equipment
portfolio of leases acquired through the direct leasing program.  Administration
includes  the  collection  of rents  from the  lessees  and  remarketing  of the
equipment.

         Minimum   rentals   (net  of   executory   costs)  to  be  received  on
noncancelable operating leases for the years ended December 31 are as follows:

                                                             Operating
                                                             ---------
                                                       (Amounts in Thousands)

         1996.....................................            $   6
         1997.....................................                1
         1998.....................................               -
                                                              -----

         Total                                                $   7
                                                              =====


Note 6.       Investment in Joint Ventures.

Equipment Joint Ventures

         The  Partnership  owns a limited or  general  partnership  interest  in
equipment joint ventures.  These  investments are accounted for using the equity
method of accounting.  The other partners of the ventures are entities organized
and managed by the General Partner.



<PAGE>


                                                                   Page 18 of 30


         The purpose of the  equipment  joint  ventures is the  acquisition  and
leasing  of various  types of  equipment.  During  the term of the  Partnership,
Phoenix Leasing Income Fund VI has participated in the following equipment joint
ventures:

                                                               Weighted
         Joint Venture                                   Percentage Interest
         -------------                                   -------------------

         PLI Limited Partnership Fund A(2)                      30.64%
         VMX Joint Venture(1)                                   28.37
         ACRO Joint Venture, Residential                        32.84
         Leveraged Joint Venture 1985(1)                        49.02
         Leveraged Joint Venture 1986(2)                        31.04
         Leveraged Joint Venture 1987-1(1)                      43.79
         Leveraged Joint Venture 1987-2                         17.91
         Leveraged Joint Venture 1987-3                         25.22
         Leveraged Joint Venture 1990-1                         11.77
         Phoenix Leasing POST Joint Venture I(2)                18.83
         Arroyo Joint Venture VIII(1)                           40.00
         Arroyo Joint Venture XV(2)                             30.67
         Arroyo Joint Venture XVI                               32.14
         Arroyo Joint Venture XVII(1)                           11.26
         Xerox Graphics Joint Venture(1)                        16.19
         Phoenix Joint Venture 1994-1                           12.77

(1)  Closed during 1994
(2)  Closed during 1995

<TABLE>
         An analysis of the Partnership's investment in equipment joint ventures
is as follows:
<CAPTION>
                             Net Investment                                                                Net Investment
                             at Beginning                           Equity in                                 at End
Date                          of Period         Contributions       Earnings          Distributions           of Period
----                          ---------         -------------       --------          -------------           ---------
                                                           (Amounts in Thousands)
<S>                            <C>                  <C>              <C>                 <C>                  <C>
Year Ended
 December 31, 1993             $    575             $     9          $    94             $   583              $     95
                               ========             =======          =======             =======              ========

Year Ended
 December 31, 1994             $     95             $   606          $   227             $   241              $    687
                               ========             =======          =======             =======              ========

Year Ended
 December 31, 1995             $    687             $     0          $   248             $   527              $    408
                               ========             =======          =======             =======              ========
</TABLE>
         The aggregate  combined  financial  information of the equipment  joint
ventures as of December 31 and for the years then ended is presented as follows:




<PAGE>


                                                                   Page 19 of 30


                             COMBINED BALANCE SHEETS

                                     ASSETS
                                                              December 31,
                                                             1995      1994
                                                             ----      ----
                                                         (Amounts in Thousands)

    Cash and cash equivalents                              $  644    $  476
    Accounts receivable                                     1,776     2,222
    Operating lease equipment                               1,021     2,535
    Other assets                                              691       919
                                                           ------    ------

         Total Assets                                      $4,132    $6,152
                                                           ======    ======


                        LIABILITIES AND PARTNERS' CAPITAL

    Accounts payable                                       $  973    $1,134
    Partners' capital                                       3,159     5,018
                                                           ------    ------

         Total Liabilities and Partners' Capital           $4,132    $6,152
                                                           ======    ======

                        COMBINED STATEMENTS OF OPERATIONS

                                     INCOME

                                                For the Years Ended December 31,
                                                   1995      1994       1993
                                                   ----      ----       ----
                                                     (Amounts in Thousands)

    Rental income                                $ 3,922   $ 3,312   $ 5,128
    Gain on sale of equipment                      1,769     1,312     1,639
    Other income                                     744       309        52
                                                 -------   -------   -------
         Total Income                              6,435     4,933     6,819
                                                 -------   -------   -------


                                    EXPENSES

    Depreciation                                   1,188     1,257     1,874
    Lease related operating expenses               2,961     2,779     4,520
    Management fee to the General Partner            289       239       359
    Interest expense                                 -           1       -
    Other expenses                                   273        43       152
                                                 -------   -------   -------

         Total Expenses                            4,711     4,319     6,905
                                                 -------   -------   -------

         Net Income (Loss)                       $ 1,724   $   614   $   (86)
                                                 =======   =======   =======

         As of December 31, 1995 and 1994, the  Partnership's  pro rata interest
in the  equipment  joint  ventures'  net book value of off-lease  equipment  was
$13,000 and $14,000, respectively.

         The General  Partner earns a management fee of 6% of the  Partnership's
respective interest in gross revenues of each equipment joint venture.  Revenues
subject  to  management  fees at the  joint  venture  level are not  subject  to
management fees at the Partnership level.


<PAGE>


                                                                   Page 20 of 30


Financing Joint Ventures

         The  Partnership  has invested in financing  joint  ventures  which are
combined for reporting  purposes into Phoenix  Funding  Partnership  (PFP).  The
Partnership's  current  investment  in  PFP  consists  of  two  financing  joint
ventures.  The purpose of the  financing  joint  ventures  is to  provide,  on a
limited basis, financing to manufacturers and their lessees for equipment leased
directly by  manufacturers  to third  parties.  All loans to  manufacturers  are
interest  bearing and are secured by equipment.  The Partnership uses the equity
method of accounting to account for its investment in the PFP.

         PFP periodically  reviews the probability of recovering the outstanding
note balances.  Such reviews address, among other things, current cash receipts,
costs of  collection  efforts,  the current  economic  situation  and  potential
uncollectible  receivables.  If the review  indicates that future cash receipts,
net of  anticipated  future  expenses,  does not  exceed  the  outstanding  note
balances, PFP provides a reserve for any anticipated loan loss as appropriate.

         Due to a high degree of  uncertainty  relating to the collection of the
entire amount of contractually owed principal and interest over the lives of the
notes  receivable,  the  remaining PFP loan  portfolios  apply all cash receipts
(principal and interest) to the  outstanding  note balances.  Under this method,
interest income will not be recognized  until the outstanding  note balances are
recovered.

         The  following  information  summarizes  the  Partnership's  respective
interest in the original loan proceeds of the funding partnership.

                                                         Weighted
         Joint Venture                              Percentage Interest
         -------------                              -------------------

    Phoenix Funding Partnership                           29.19%

<TABLE> 
        An analysis of the Partnership's  investment account in financing joint
ventures is as follows:
<CAPTION>
                             Net Investment                         Equity in                              Net Investment
                             at Beginning                           Earnings                                  at End
Date                           of Period        Contributions       (Losses)           Distributions          of Period
----                           ---------        -------------       --------           -------------          ---------
                                                               (Amounts in Thousands)
<S>                            <C>                   <C>               <C>                 <C>                <C>              
Year Ended
 December 31, 1993             $   108               $ 0               $(11)               $  61              $    36
                               =======               ===               ====                =====              =======

Year Ended
 December 31, 1994             $    36               $ 0               $  7                $  38              $     5
                               =======               ===               ====                =====              =======

Year Ended
 December 31, 1995             $     5               $ 0               $ 12                $  15              $     2
                               =======               ===               ====                =====              =======
</TABLE>
         The aggregate  combined  financial  information of the financing  joint
ventures as of December 31 and for the years then ended is presented as follows:

                             COMBINED BALANCE SHEETS

                                     ASSETS
                                                           December 31,
                                                          1995      1994
                                                          ----      ----
                                                      (Amounts in Thousands)
    Cash and cash equivalents                              $28       $34
    Notes receivable, net                                   -         25
                                                           ---       ---

         Total Assets                                      $28       $59
                                                           ===       ===



<PAGE>


                                                                   Page 21 of 30


                        LIABILITIES AND PARTNERS' CAPITAL

    Accounts payable                                       $ 5       $ 1
    Partners' capital                                       23        58
                                                           ---       ---

         Total Liabilities and Partners' Capital           $28       $59
                                                           ===       ===

                        COMBINED STATEMENTS OF OPERATIONS

                                     INCOME

                                              For the Years Ended December 31,
                                                  1995      1994      1993
                                                  ----      ----      ----
                                                    (Amounts in Thousands)

  Interest income                                $  73     $  86     $   1
  Other income                                      77        18        19
                                                 -----     -----     -----

       Total Income                                150       104        20
                                                 -----     -----     -----

                                    EXPENSES

  Management fee to the General Partner              8        19        31
  Other expenses                                    19        44        72
                                                 -----     -----     -----

       Total Expenses                               27        63       103
                                                 -----     -----     -----

       Net Income (Loss)                         $ 123     $  41     $ (83)
                                                 =====     =====     =====

         The General  Partner earns a management fee of 6% of the  Partnership's
respective interest in gross payments received for each financing joint venture.
Revenues  subject to a management fee at the joint venture level are not subject
to management fees at the Partnership level.

Foreclosed Cable Systems Joint Venture

         The  Partnership  owns an interest in a foreclosed  cable systems joint
venture,  along with other  partnerships  managed by the General Partner and its
affiliates. The Partnership foreclosed upon certain assets of a cable television
operator  to whom the  Partnership,  along  with other  affiliated  partnerships
managed by the General Partner,  had extended credit.  The  partnerships'  notes
receivables   and  assets  were   exchanged   for   interests   (their   capital
contribution), on a pro rata basis, in a newly formed joint venture owned by the
partnerships and managed by the General  Partner.  Title to the cable television
system is held by the joint venture.  These  investments are accounted for using
the equity method of accounting.

         The joint venture owned by the  Partnership,  along with its percentage
ownership is as follows:

                                                               Weighted
         Joint Venture                                   Percentage Interest
         -------------                                   -------------------

    Phoenix Black Rock Cable J.V.                                .29%

<TABLE>
         An analysis of the  Partnership's  net investment in a foreclosed cable
system joint venture is as follows:



<PAGE>


                                                                   Page 22 of 30

<CAPTION>
                             Net Investment                                                                 Net Investment
                             at Beginning                           Equity in                                  at End
Date                           of Period       Contributions        Earnings          Distributions           of Period
----                           ---------       -------------        --------          -------------           ---------
                                                           (Amounts in Thousands)
<S>                              <C>                 <C>               <C>                 <C>                  <C>
Year Ended
 December 31, 1993               $   6               $ 0               $  0                $  1                 $   5
                                 =====               ===               ====                ====                 =====

Year Ended
 December 31, 1994               $   5               $ 0               $  0                $  0                 $   5
                                 =====               ===               ====                ====                 =====

Year Ended
 December 31, 1995               $   5               $ 0               $  0                $  0                 $   5
                                 =====               ===               ====                ====                 =====
</TABLE>
         The aggregate  financial  information  of the  foreclosed  cable system
joint  venture as of  December 31 and for the years then ended is  presented  as
follows:

                                 BALANCE SHEETS

                                     ASSETS
                                                              December 31,
                                                            1995       1994
                                                            ----       ----
                                                         (Amounts in Thousands)

    Cash and cash equivalents                              $  258    $  148
    Accounts receivable                                        31        48
    Property, plant and equipment                           1,449     1,555
    Other                                                       1       -
                                                           ------    ------

         Total Assets                                      $1,739    $1,751
                                                           ======    ======

                        LIABILITIES AND PARTNERS' CAPITAL

    Accounts payable                                       $   90    $  102
    Partners' capital                                       1,649     1,649
                                                           ------    ------

         Total Liabilities and Partners' Capital           $1,739    $1,751
                                                           ======    ======

                            STATEMENTS OF OPERATIONS

                                     INCOME

                                             For the Years Ended December 31,
                                                 1995      1994      1993
                                                 ----      ----      ----
                                                   (Amounts in Thousands)

    Subscriber revenue                           $676      $654      $641
    Other income                                   12         7         7
                                                 ----      ----      ----

         Total Income                             688       661       648
                                                 ----      ----      ----




  <PAGE>


                                                                   Page 23 of 30


                                    EXPENSES

    Depreciation and amortization                 154       150       147
    Program services                              181       154       166
    General and administrative expenses           185       155       183
    Management fees to an affiliate of 
     the General Partner                           31        29        29
    Provision for losses on accounts receivable     7         7         6
                                                 ----      ----      ----

         Total Expenses                           558       495       531
                                                 ----      ----      ----

    Net Income before taxes                       130       166       117
    Income tax benefit                             11        27        21
                                                 ----      ----      ----

         Net Income                              $141      $193      $138
                                                 ====      ====      ====

         Phoenix  Cable  Management  Inc.  (PCMI),  an  affiliate of the General
Partner,  provides  day  to day  management  services  in  connection  with  the
operation of the  foreclosed  cable system joint venture.  The foreclosed  cable
system  joint  venture  will pay a  management  fee  equal to four and  one-half
percent of the  System's  monthly  gross  revenue for these  services.  Revenues
subject to a management  fee at the joint  venture  level will not be subject to
management fees at the Partnership level.


Note 7.       Accounts Payable and Accrued Expenses.

         Accounts  payable  and accrued  expenses  consist of the  following  at
December 31:

                                                 1995                 1994
                                                 ----                 ----
                                                  (Amounts in Thousands)

         Liquidation fees payable 
          to General Partner                 $  1,268             $  2,289
         Equipment lease operations                36                  213
         General Partner and Affiliates            12                   12
         Other                                    155                  233
                                             --------             --------

              Total                          $  1,471             $  2,747
                                             ========             ========


Note 8.       Settlements.

         On July 1, 1991,  Phoenix Leasing  Incorporated,  as General Partner to
the Partnership  and sixteen other  affiliated  partnerships,  filed suit in the
Superior  Court  for the  County  of  Marin,  Case  No.  150016,  against  Xerox
Corporation,  a  corporation  with which the General  Partner  had entered  into
contractual   agreements  for  the  acquisition  and  administration  of  leased
equipment.  The lawsuit was  settled out of court,  effective  as of October 28,
1994  pursuant to the terms of a  Confidential  Settlement  Agreement and Mutual
Release. The settlement agreement generally provides for compensation payable to
the Partnership and its affiliates in cash and kind, including the assignment by
Xerox of certain goods and services. The agreement further provides for the sale
by Xerox to the  Partnership  and its affiliates of equipment  subject to lease.
The suit has been dismissed with prejudice on the merits.

         The  Partnership's pro rata share of the Xerox settlement was $482,000,
which consists of cash of $192,000, and assigned monthly rentals and credits for
goods and services valued at $290,000.  In addition,  the Partnership  purchased
additional  leased equipment at an aggregate cost of $294,000.  The Partnership,
along with sixteen other affiliated partnerships managed by the General Partner,
contributed  its share of the assigned  monthly  rentals,  credits for goods and
services and purchased  equipment leases to a joint venture,  in exchange for an
interest in the joint venture.

         Storage Technology Corporation (STC), a major manufacturer of equipment
purchased by the Partnership,  filed for protection from creditors under Chapter
11 of the Federal  Bankruptcy  Code on October 14, 1984.  On June 18, 1987 STC's
plan of reorganization was approved and the Partnership received a settlement.


<PAGE>


                                                                   Page 24 of 30


         On August 31, 1994, the United States Bankruptcy Court for the District
of Colorado ordered a final  distribution from the Disputed Claims Reserve which
was provided for in the Debtors' Joint Plan of  Reorganization.  On December 23,
1994, the Partnership received its pro rata share of the final distribution from
the Disputed Claims Reserve valued at $272,000. The final distribution consisted
of cash of $125,000 and common stock valued at $147,000.


Note 9.       Liquidation Fees.

         In  consideration  for the  services  and  activities  performed by the
General  Partner  in  connection  with  the  disposition  of  the  Partnership's
equipment,  the General Partner shall receive  liquidation  fees equal to 15% of
the "Net  Capital  Contribution"  of the Limited  Partners  with  respect to all
Partnership  interests  other than those  interests  which have been  previously
redeemed and accordingly were subject to the 15% redemption fee.

         For financial  reporting  purposes,  the Partnership began to recognize
the  liquidation  fee in the second year of operations  when the General Partner
began its activities of  liquidating  portions of the equipment  portfolio.  The
original firm terms of the initial leases  (generally 24 months) began to expire
at this point in time.  The present value of the  liquidation  fee is recognized
using the  interest  method and  accreted  to the face  amount  over a period of
approximately eight years in order to properly match the liquidation fee expense
with the activities of the General Partner in connection with ongoing  portfolio
liquidation.  The  liquidation  fees have been fully  accrued as of December 31,
1992. The Partnership  began to pay the liquidation  fees to the General Partner
in 1990.


Note 10.      Income Taxes.

         Federal  and state  income tax  regulations  provide  that taxes on the
income  or loss of the  Partnership  are  reportable  by the  partners  in their
individual income tax returns. Accordingly, no provision for such taxes has been
made in the accompanying financial statements.

         The net  difference  between the tax basis and the reported  amounts of
the Partnership's assets and liabilities is as follows at December 31:

                           Reported Amounts      Tax Basis      Net Difference
                           ----------------      ---------      --------------
                                          (Amounts in Thousands)
1995

         Assets               $   3,287          $  3,641           $  (354)
         Liabilities              1,471             1,436                35

1994

         Assets               $   5,792          $  6,249           $  (457)
         Liabilities              2,747             1,859               888



Note 11.      Related Entities.

         The General  Partner serves in the capacity of general partner in other
partnerships,  all of which are engaged in the  equipment  leasing and financing
business.

         The General Partner incurs certain  expenses,  such as data processing,
equipment storage and equipment remarketing costs, for which it is reimbursed by
the Partnership. Equipment remarketing costs are incurred as the General Partner
remarkets  certain  equipment  on  behalf  of the  Partnership.  These  expenses
incurred by the General  Partner are reimbursed at the lower of the actual costs
or an  amount  equal to 90% of the fair  market  value  for such  services.  The
equipment  remarketing  costs  reimbursed  to the General  Partner  were $2,000,
$3,000  and  $5,000  for the  years  ended  December  31,  1995,  1994 and 1993,
respectively.



<PAGE>


                                                                   Page 25 of 30


Note 12.      Net Income (Loss) and Distributions per Limited Partnership Unit.

         Net income (loss) and distributions  per limited  partnership unit were
based on the limited partner's share of net income (loss) and distributions, and
the weighted average number of units  outstanding of 297,165 for the years ended
December 31, 1995,  1994 and 1993. For purposes of allocating  income (loss) and
distributions to each individual limited partner, the Partnership  allocates net
income (loss) and  distributions  based upon each respective  limited  partner's
ending capital account balance.  The use of this method accurately reflects each
limited  partner's  participation  in  the  Partnership  including  reinvestment
through the Capital  Accumulation  Plan.  As a result,  the  calculation  of net
income (loss) and distributions  per limited  partnership unit is not indicative
of per unit income (loss) and  distributions  due to  reinvestments  through the
Capital Accumulation Plan.


Note 13.      Fair Value of Financial Instruments.

         During  the year ended  December  31,  1995,  the  Partnership  adopted
Statement of Financial  Accounting  Standard  No. 107,  "Disclosures  about Fair
Value of Financial  Instruments," which requires disclosure of the fair value of
financial  instruments  for which it is practicable to estimate fair value.  The
following  methods and assumptions  were used to estimate the fair value of each
class of financial instrument which it is practicable to estimate that value.

Cash and Cash Equivalents
The carrying amount of cash and cash equivalents approximates fair value because
of the short maturity of these instruments.

Marketable Securities
The fair values of investments in marketable  securities are estimated  based on
quoted market prices.

         The estimated fair values of the Partnership's financial instruments at
December 31, 1995 are as follows:

                                                  Carrying
                                                   Amount          Fair Value
                                                   ------          ----------
                                                     (Amounts in Thousands)
         Assets
              Cash and cash equivalents            $ 2,708         $ 2,708
              Marketable securities                    121             121


Note 14.      Subsequent Events.

         In January 1996,  cash  distributions  of  $2,228,000  were made to the
Limited Partners.


<PAGE>


                                                                   Page 26 of 30


Item 9.       Disagreements on Accounting and Financial Disclosure Matters.

         None.


                                    PART III

Item 10.      Directors and Executive Officers of the Registrant.

         The  registrant  is  a  limited  partnership  and,  therefore,  has  no
executive  officers or  directors.  The  general  partner of the  registrant  is
Phoenix  Leasing  Incorporated,  a California  corporation.  The  directors  and
executive officers of Phoenix Leasing Incorporated (PLI) are as follows:

         GUS CONSTANTIN,  age 58, is President,  Chief  Executive  Officer and a
Director of PLI. Mr.  Constantin  received a B.S. degree in Engineering from the
University of Michigan and a Master's Degree in Management Science from Columbia
University.  From 1969 to 1972,  he served as Director,  Computer and  Technical
Equipment of DCL Incorporated  (formerly Diebold Computer Leasing Incorporated),
a  corporation  formerly  listed on the  American  Stock  Exchange,  and as Vice
President  and  General  Manager  of DCL  Capital  Corporation,  a  wholly-owned
subsidiary of DCL Incorporated. Mr. Constantin was actively engaged in marketing
manufacturer  leasing programs to computer and medical  equipment  manufacturers
and in directing DCL Incorporated's IBM System/370 marketing  activities.  Prior
to  1969,  Mr.  Constantin  was  employed  by IBM as a data  processing  systems
engineer for four years. Mr. Constantin is an individual general partner in four
active partnerships and is an NASD registered  principal.  Mr. Constantin is the
founder of PLI and the  beneficial  owner of all of the common  stock of Phoenix
American Incorporated.

         PARITOSH K. CHOKSI,  age 42, is Senior Vice President,  Chief Financial
Officer and Treasurer of PLI. He has been  associated  with PLI since 1977.  Mr.
Choksi  oversees  the  finance,  accounting,  information  services  and systems
development  departments of the General  Partner and its Affiliates and oversees
the structuring,  planning and monitoring of the  partnerships  sponsored by the
General  Partner  and its  Affiliates.  Mr.  Choksi  graduated  from the  Indian
Institute of Technology, Bombay, India with a degree in Engineering. He holds an
M.B.A. degree from the University of California, Berkeley.

         GARY W. MARTINEZ,  age 45, is Senior Vice President of PLI. He has been
associated  with PLI since  1976.  He manages the Asset  Management  Department,
which is  responsible  for lease and loan  portfolio  management.  This includes
credit  analysis,   contract  terms,   documentation  and  funding;   remittance
application,  change processing and maintenance of customer  accounts;  customer
service, invoicing,  collection,  settlements and litigation;  negotiating lease
renewals,  extensions,  sales and buyouts; and management information reporting.
From 1973 to 1976, Mr.  Martinez was a Loan Officer with Crocker  National Bank,
San  Francisco.  Prior to 1973,  he was an Area Manager with  Pennsylvania  Life
Insurance  Company.  Mr. Martinez is a graduate of California State  University,
Chico.

         BRYANT J. TONG, age 41, is Senior Vice President,  Financial Operations
of PLI. He has been with PLI since 1982.  Mr. Tong is  responsible  for investor
services and overall company  financial  operations.  He is also responsible for
the technical and  administrative  operations of the cash management,  corporate
accounting,  partnership accounting,  accounting systems,  internal controls and
tax  departments,  in addition to Securities  and Exchange  Commission and other
regulatory  agency  reporting.  Prior to his association  with PLI, Mr. Tong was
Controller-Partnership  Accounting with the Robert A. McNeil Corporation for two
years and was an auditor with Ernst & Whinney  (succeeded by Ernst & Young) from
1977 through 1980.  Mr. Tong holds a B.S. in Accounting  from the  University of
California, Berkeley, and is a Certified Public Accountant.

         CYNTHIA E. PARKS, age 40, is Vice President, General Counsel, Assistant
Secretary and a Director of PLI. Prior to joining PLI in 1984, she was with GATX
Leasing  Corporation,  and had  previously  been  Corporate  Counsel  for  Stone
Financial  Companies,  and an Assistant  Vice  President of the Bank of America,
Bank Amerilease  Group. She has a bachelor's degree from Santa Clara University,
and earned her J.D. from the University of San Francisco School of Law.

         HOWARD SOLOVEI, age 34, is Vice President, Finance, Assistant Treasurer
and a Director of PLI. He has been associated with PLI since 1984. Mr. Solovei's
principal  activities  are in the areas of arranging  and managing the company's
banking relationships for its various corporations, partnerships and securitized
asset pools. Mr. Solovei is also  involved in  corporate financial  planning and

<PAGE>


                                                                   Page 27 of 30



various data  processing-related  projects. Mr. Solovei graduated with a B.S. in
Business from the University of California at Berkeley in 1984.

         Neither the General  Partner nor any  Executive  Officer of the General
Partner has any family relationship with the others.

         Phoenix  Leasing  Incorporated  or its  affiliates  and  the  executive
officers of the General  Partner  serve in a similar  capacity to the  following
affiliated limited partnerships:

              Phoenix Leasing American Business Fund, L.P.
              Phoenix Leasing Cash Distribution Fund V, L.P.
              Phoenix Income Fund, L.P. 
              Phoenix High Tech/High Yield Fund
              Phoenix Leasing Cash Distribution Fund IV  
              Phoenix Leasing Cash Distribution Fund III
              Phoenix Leasing Cash Distribution Fund II
              Phoenix Leasing Capital Assurance Fund
              Phoenix Leasing Income Fund VII 
              Phoenix Leasing Growth Fund 1982
              Phoenix Leasing Income Fund 1981 and
              Phoenix Leasing Income Fund 1977

<TABLE>
Item 11.      Executive Compensation.

         Set forth is the information  relating to all direct  remuneration paid
or accrued by the Registrant during the last year to the General Partner.
<CAPTION>
         (A)                       (B)                                  (C)                                     (D)

                                                                  Cash and cash-                          Aggregate of
Name of Individual           Capacities in                        equivalent forms                        contingent forms
or persons in group          which served                         of remuneration                         of remuneration
-------------------          ------------            ------------------------------------------           ----------------
                                                              (C1)                     (C2)
                                                                              Securities or property
                                                Salaries, fees, directors'    insurance benefits or
                                                fees, commissions, and        reimbursement, personal
                                                bonuses                       benefits
                                                --------------------------    -----------------------
                                                               (Amounts in Thousands)
<S>                          <C>                           <C>                            <C>                      <C>             
Phoenix Leasing
  Incorporated               General Partner               $116(1)                        $0                       $0
                                                            ===                            =                        =
</TABLE>
(1)  consists of management fees.


Item 12.      Security Ownership of Certain Beneficial Owners and Management.

         (a)  No person  owns of record,  or is known by the  Registrant  to own
              beneficially,  more  than  five  percent  of any  class of  voting
              securities of the Registrant.

         (b)  The General Partner of the Registrant  owns the equity  securities
              of the Registrant set forth in the following table:


<PAGE>


                                                                   Page 28 of 30
<TABLE>
<CAPTION>               
                (1)                                            (2)                                       (3)
         Title of Class                           Amount Beneficially Owned                       Percent of Class
         --------------                           -------------------------                       ----------------
<S>      <C>                                      <C>                                                    <C>
         General Partner Interest                 Represents a 15% interest in the                       100%
                                                  Registrant's profits and distributions

         Limited Partner Interest                 508 units                                              .17%
</TABLE>

Item 13.      Certain Relationships and Related Transactions.

         None.


                                     PART IV

Item 14.      Exhibits, Financial Statement Schedules, and Reports on Form 8-K.

                                                                      Page No.
                                                                      --------
(a)      1.   Financial Statements:

              Report of Independent Public Accountants                    9
              Balance Sheets as of December 31, 1995 and 1994            10
              Statements of Operations for the Years Ended 
                December 31, 1995, 1994 and 1993.                        11
              Statements of Partners' Capital for the Years 
                Ended December 31, 1995, 1994 and 1993.                  12
              Statements of Cash Flows for the Years Ended 
                December 31, 1995, 1994 and 1993.                        13
              Notes to the Financial Statements                       14-25

         2.   Financial Statement Schedules:

              Schedule II - Valuation and Qualifying Accounts
                and Reserves                                             30

         All other schedules are omitted because they are not applicable, or not
required,  or because the  required  information  is  included in the  financial
statements or notes thereto.

(b)      Reports on Form 8-K:

         No reports on Form 8-K were filed for the year ended December 31, 1995.

(c)      Exhibits

         27.  Financial Data Schedule


<PAGE>



                                                                   Page 29 of 30

                                   SIGNATURES

              Pursuant  to  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.

                                            PHOENIX LEASING INCOME FUND VI
                                                      (Registrant)

                                            BY:    PHOENIX LEASING INCORPORATED,
                                                   A CALIFORNIA CORPORATION
                                                   GENERAL PARTNER


         Date:  March 28, 1996              By:    /S/  GUS CONSTANTIN
                --------------                     -------------------
                                                   Gus Constantin

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
this  report has been  signed  below by the  following  persons on behalf of the
Registrant and in the capacities and on the dates indicated.

           Signature                    Title                         Date


/S/ GUS CONSTANTIN      President, Chief Executive Officer and a  March 28, 1996
----------------------- Director of Phoenix Leasing Incorporated  --------------
(Gus Constantin)        General Partner


/S/ PARITOSH K. CHOKSI  Chief Financial Officer,                  March 28, 1996
----------------------- Senior Vice President                     --------------
(Paritosh K. Choksi)    and Treasurer of
                        Phoenix Leasing Incorporated
                        General Partner


/S/ BRYANT J. TONG      Senior Vice President, Financial          March 28, 1996
----------------------- Operations of                             --------------
(Bryant J. Tong)        (Principal Accounting Officer)
                        Phoenix Leasing Incorporated
                        General Officer


/S/ GARY W. MARTINEZ    Senior Vice President of                  March 28, 1996
----------------------- Phoenix Leasing Incorporated              --------------
(Gary W. Martinez)      General Partner


/S/ HOWARD SOLOVEI      Vice President, Finance                   March 28, 1996
----------------------- Assistant Treasurer and a                 --------------
(Howard Solvei)         Director of Phoenix Leasing Incorporated
                        General Partner


/S/ MICHAEL K. ULYATT   Partnership Controller                    March 28, 1996
----------------------- Phoenix Leasing Incorporated              --------------
(Michael K. Ulyatt)     Corporate General Partner


<PAGE>
<TABLE>

                                                                                                     Page 30 of 30

                                                   PHOENIX LEASING INCOME FUND VI

                                                             SCHEDULE II
                                                       (Amounts in Thousands)



SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES


<CAPTION>
              COLUMN A                     COLUMN B             COLUMN C         COLUMN D           COLUMN E             COLUMN F
           Classification                 Balance at           Charged to       Charged to         Deductions           Balance at
                                         Beginning of           Expense          Revenue                                 End of
                                            Period                                                                       Period
------------------------------------- -------------------  ----------------- ----------------- ------------------  -----------------
<S>                                         <C>                <C>               <C>                <C>                 <C>         

Year ended December 31, 1993
   Allowance for losses on accounts
     receivable                             $   99             $ 51              $   0              $   17              $  133
   Allowance for early termination
     of financing leases                        25               16                  0                 (17)(1)              58
   Allowance for losses on note
     receivable                                130               16                  0                   0                 146
                                            ------             ----              -----              ------              ------

     Totals                                 $  254             $ 83              $   0              $    0              $  337
                                            ======             ====              =====              ======              ======


Year ended December 31, 1994
   Allowance for losses on accounts
     receivable                             $  133             $  0              $  19              $   79              $   35
   Allowance for early termination
     of financing leases                        58                0                 39                  19(1)                0
   Allowance for losses on note
     receivable                                146                0                  0                   0                 146
                                            ------             ----              -----              ------              ------

     Totals                                 $  337             $  0              $  58              $   98              $  181
                                            ======             ====              =====              ======              ======


Year ended December 31, 1995
   Allowance for losses on accounts
     receivable                             $   35             $ 10              $   0              $   23              $   22
   Allowance for losses on note
     receivable                                146                0                146                   0                   0
                                            ------             ----              -----              ------              ------

     Totals                                 $  181             $ 10              $ 146              $   23              $   22
                                            ======             ====              =====              ======              ======
</TABLE>


(1) This amount represents the application  (reversal) of the allowance for loss
    from early termination of financing leases.