TEXTAINER CAPITAL CORPORATION
                        650 California Street, 16th Floor
                             San Francisco, CA 94108


March 26, 2003


Securities and Exchange Commission
Washington, DC  20549

Ladies and Gentlemen:

Pursuant to the  requirements  of the  Securities  Exchange Act of 1934,  we are
submitting  herewith for filing on behalf of Textainer Equipment Income Fund VI,
L.P. (the  "Partnership")  the Partnership's  Annual Report on Form 10-K for the
fiscal year ended December 31, 2002.

The financial  statements included in the enclosed Annual Report on Form 10-K do
not reflect a change from the  preceding  year in any  accounting  principles or
practices, or in the method of applying any such principles or practices.

This filing is being effected by direct  transmission to the Commission's  EDGAR
System.

Sincerely,

Nadine Forsman
Controller
<PAGE>





                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                               Washington DC 20549

                                    FORM 10-K

                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                   For the fiscal year ended December 31, 2002

                         Commission file number 0-22337

                    TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
                    ----------------------------------------
             (Exact name of Registrant as specified in its charter)

                California                                     94-3220152
       (State or other jurisdiction                          (IRS Employer
     of incorporation or organization)                     Identification No.)

    650 California Street, 16th Floor
             San Francisco, CA                                   94108
(Address of Principal Executive Offices)                       (ZIP Code)

                                 (415) 434-0551
              (Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

                                      NONE

Securities registered pursuant to Section 12(g) of the Act:

                          LIMITED PARTNERSHIP INTERESTS
                                (Title of Class)

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. [ X ]

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. [ X ]

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Exchange Act Rule 12b-2). [ ]

State the aggregate market value of the voting and non-voting common equity held
by nonaffiliates of the Registrant. The aggregate market value shall be computed
by  reference to the price at which the common  equity was sold,  or the average
bid and ask prices of such common  equity,  as of the last  business  day of the
registrant's most recently completed second fiscal quarter. Not Applicable.
                                                            --------------

Documents Incorporated by Reference

The Registrant's Prospectus as contained in Pre-Effective Amendment No. 4 to the
Registrant's  Registration  Statement,  as filed with the  Commission on May 10,
1996 and  supplemented  by Supplement No. 1, as filed with the Commission  under
Rule 424(b) of the Securities Act of 1933 on March 24, 1997.


<PAGE>



                                     PART I

ITEM 1.      DESCRIPTION OF BUSINESS

For more detailed information about the Registrant's  business, see "Business of
the Partnership" in the Prospectus as supplemented.

(a)       General Development of Business

          The Registrant is a California Limited  Partnership formed on February
          1, 1995 to purchase,  own, operate,  lease, and sell equipment used in
          the containerized  cargo shipping industry.  The Registrant  commenced
          offering units representing  limited partnership  interests (Units) to
          the  public  on May  10,  1996 in  accordance  with  its  Registration
          Statement  and  ceased  to offer  such  Units on April 30,  1997.  The
          Registrant  raised  a total  of  $36,967,940  from  the  offering  and
          invested a substantial  portion of the money raised in equipment.  The
          Registrant  has since  engaged in leasing this and other  equipment in
          the international shipping industry.

          See Item 10  herein  for a  description  of the  Registrant's  General
          Partners.  See Item 7  herein  for a  description  of  current  market
          conditions affecting the Registrant's business.

(b)       Financial Information About Industry Segments

          Inapplicable.

(c)       Narrative Description of Business

(c)(1)(i)           A container  leasing company  generally,  and the Registrant
                    specifically,  is  an  operating  business  comparable  to a
                    rental car business.  A customer can lease a car from a bank
                    leasing department for a monthly charge which represents the
                    cost of the car, plus  interest,  amortized over the term of
                    the  lease;  or the  customer  can  rent the same car from a
                    rental car  company at a much higher  daily lease rate.  The
                    customer  is willing  to pay the  higher  daily rate for the
                    convenience and value-added  features provided by the rental
                    car company,  the most  important of which is the ability to
                    pick up the car where it is most convenient,  use it for the
                    desired  period of time,  and then drop it off at a location
                    convenient  to the customer.  Rental car  companies  compete
                    with one another on the basis of lease  rates,  availability
                    of cars,  and the  provision of  additional  services.  They
                    generate revenues by maintaining the highest lease rates and
                    the highest  utilization that market  conditions will allow,
                    and by  augmenting  this income with  proceeds from sales of
                    insurance, drop-off fees, and other special charges. A large
                    percentage of lease revenues earned by car rental  companies
                    are generated under corporate rate agreements wherein, for a
                    stated  period  of  time,   employees  of  a   participating
                    corporation can rent cars at specific terms,  conditions and
                    rental rates.

                    Container leasing companies and the Registrant  operate in a
                    similar  manner by owning a worldwide  fleet of new and used
                    transportation  containers  and leasing these  containers to
                    international  shipping  companies  hauling various types of
                    goods among numerous  trade routes.  All lessees pay a daily
                    rental rate and in certain markets may pay special  handling
                    fees and/or drop-off charges.  In addition to these fees and
                    charges,  a lessee must either provide  physical  damage and
                    liability  insurance  or  purchase a damage  waiver from the
                    Registrant,  in which case the Registrant  agrees to pay the
                    cost of repairing  certain  physical  damage to  containers.
                    Container  leasing companies compete with one another on the
                    basis of lease rates,  fees charged,  services  provided and
                    availability  of equipment.  To ensure the  availability  of
                    equipment to its customers,  container leasing companies and
                    the  Registrant  may pay to reposition  containers  from low
                    demand locations to higher demand locations.  By maintaining
                    the  highest   lease   rates  and  the   highest   equipment
                    utilization  allowed by market  conditions,  the  Registrant
                    attempts to generate revenue and profit.

                    The majority of the  Registrant's  equipment is leased under
                    master  operating  leases,   which  are  comparable  to  the
                    corporate rate agreements used by rental car companies.  The
                    master  leases  provide  that the  lessee,  for a  specified
                    period  of time,  may rent  containers  at  specific  terms,
                    conditions  and  rental  rates.  Although  the  terms of the
                    master lease  governing  each  container  under lease do not
                    vary,  the number of containers in use can vary from time to
                    time  within  the term of the  master  lease.  The terms and
                    conditions  of the master lease provide that the lessee pays
                    a daily rental rate for the entire time the  container is in
                    his possession  (whether or not he is actively using it), is
                    responsible  for any damage,  and must insure the  container
                    against liabilities.

                    A  substantial  portion of the  Partnership's  equipment  is
                    leased under long-term lease agreements,  rather than master
                    leases.  Unlike  master lease  agreements,  long-term  lease
                    agreements  provide for  containers to be leased for periods
                    of between  three to five years.  Such leases are  generally
                    cancelable  with a penalty  at the end of each  twelve-month
                    period.  Direct finance leases currently cover a minority of
                    the  Partnership's  equipment.  Under direct finance leases,
                    the containers are usually leased from the  Partnership  for
                    the remainder of the container's useful life with a purchase
                    option at the end of the  lease  term.  For a more  detailed
                    discussion of the leases for the Registrant's equipment, see
                    "Leasing  Policy" under "Business of the Partnership" in the
                    Registrant's Prospectus as supplemented. The Registrant also
                    sells   containers   in  the  course  of  its   business  as
                    opportunities  arise, at the end of the  container's  useful
                    life or if market and economic  considerations indicate that
                    a sale would be beneficial. See, Item 7 herein and "Business
                    of  the   Partnership"   in  Registrant's   Prospectus,   as
                    supplemented.

(c)(1)(ii)          Inapplicable.

(c)(1)(iii)         Inapplicable.

(c)(1)(iv)          Inapplicable.

(c)(1)(v)           Inapplicable.

(c)(1)(vi)          Inapplicable.

(c)(1)(vii)         During the year ended  December 31, 2002,  no single  lessee
                    generated  lease  revenue which was 10% or more of the total
                    revenue of the Registrant.

(c)(1)(viii)        Inapplicable.

(c)(1)(ix)          Inapplicable.

(c)(1)(x)           There are  approximately 80 container  leasing  companies of
                    which  the top ten  control  approximately  85% of the total
                    equipment held by all container leasing  companies.  The top
                    two   container   leasing    companies    combined   control
                    approximately  26%  of  the  total  equipment  held  by  all
                    container leasing companies.  Textainer Equipment Management
                    Limited,  an Associate General Partner of the Registrant and
                    the  manager  of  its  marine  container  equipment,  is the
                    largest standard dry freight  container  leasing company and
                    manages  approximately  14% of  the  equipment  held  by all
                    container  leasing  companies.   The  customers  for  leased
                    containers are primarily  international  shipping lines. The
                    Registrant  alone  is  not a  material  participant  in  the
                    worldwide container leasing market. The principal methods of
                    competition  are price,  availability  and the  provision of
                    worldwide service to the international  shipping  community.
                    Competition  in the container  leasing  market has increased
                    over the past few years. Since 1996,  shipping alliances and
                    other operational  consolidations  among shipping lines have
                    allowed   shipping  lines  to  begin  operating  with  fewer
                    containers,   thereby   decreasing  the  demand  for  leased
                    containers  and allowing  lessees to gain  concessions  from
                    lessors  about  price,  special  charges or credits  and, in
                    certain  markets,  the age  specification  of the containers
                    leased.  Furthermore,  primarily  due to lower new container
                    prices  and low  interest  rates,  shipping  lines  now own,
                    rather than lease, a higher  percentage of  containers.  The
                    decrease in demand from shipping lines, along with the entry
                    of new leasing  company  competitors  offering low container
                    rental rates,  has  increased  competition  among  container
                    lessors such as the Registrant.

                    Furthermore,  changes in worldwide  demand for shipping have
                    placed  additional  strains on  competition.  Utilization of
                    containers   can  be  maximized  if  containers   that  come
                    off-lease can be re-leased in the same  location.  If demand
                    for containers is strong in some parts of the world and weak
                    in others,  containers  that come  off-lease  may have to be
                    repositioned,  usually at the Registrant's  expense,  before
                    they can be re-leased.  Over the last several years,  demand
                    for goods  brought  into Asia has been lower than demand for
                    goods  brought out of Asia.  This  imbalance has created low
                    demand locations in certain areas of international  shipping
                    routes, where containers coming off-lease after the delivery
                    of goods cannot  quickly be re-leased.  The  Registrant  has
                    frequently been required to reposition containers from these
                    low demand locations, or to sell containers,  if an analysis
                    indicates that the sale may yield greater economic  benefits
                    than continued  ownership,  given the costs of repositioning
                    and  estimates  of future  rental  rates and  opportunities.
                    Containers   sold  in  these  low  demand   locations   have
                    frequently  been older  containers.  Shipping  lines have an
                    advantage over container  leasing  companies with respect to
                    these low demand locations,  because the shipping  companies
                    can  frequently  reposition  their  own  containers,   while
                    leasing   companies  have  to  find   alternative   ways  of
                    repositioning    their   containers,    including   offering
                    incentives  to  shipping  lines or paying  directly  for the
                    repositioning.


(c)(1)(xi)          Inapplicable.

(c)(1)(xii)         Inapplicable.

(c)(1)(xiii)        The   Registrant   has  no  employees.   Textainer   Capital
                    Corporation  (TCC),  the  Managing  General  Partner  of the
                    Registrant, is responsible for the overall management of the
                    business of the  Registrant  and at December  31, 2002 had 3
                    employees.  Textainer Equipment Management Limited (TEM), an
                    Associate General Partner, is responsible for the management
                    of the leasing  operations of the Registrant and at December
                    31, 2002 had a total of 147 employees.

(d)       Financial Information about Foreign and Domestic Operations and Export
          Sales.

          The  Registrant  is involved in leasing  containers  to  international
          shipping  companies for use in world trade.  Approximately 7%, 11% and
          13% of the Registrant's rental revenue during the years ended December
          31, 2002,  2001 and 2000,  respectively,  was derived from  operations
          sourced or terminated  domestically.  These percentages do not reflect
          the proportion of the Partnership's  income from operations  generated
          domestically  or in  domestic  waterways.  Substantially  all  of  the
          Partnership's  income from  operations is derived from assets employed
          in foreign  operations.  See  "Business  of the  Partnership",  in the
          Registrant's  Prospectus,  as supplemented and for a discussion of the
          risks of leasing  containers for use in world trade, see "Risk Factors
          and Forward-Looking Statements" in Item 7 herein.
<PAGE>

ITEM 2.      PROPERTIES

As of December 31, 2002, the Registrant owned the following types and quantities
of equipment:

         20-foot standard dry freight containers               4,541
         40-foot standard dry freight containers               4,712
         40-foot high cube dry freight containers              2,460
                                                              ------
                                                              11,713
                                                              ======

During  December 2002,  approximately  84% of these  containers were on lease to
international shipping companies and the balance was being stored primarily at a
large  number  of  storage  depots  located  worldwide.  The  Partnership  sells
containers  when (i) a  container  reaches the end of its useful life or (ii) an
analysis  indicates  that  the  sale  is  warranted  based  on  existing  market
conditions and the container's age, location and condition.

For  information  about  the  Registrant's   property,   see  "Business  of  the
Partnership" in the Registrant's Prospectus,  as supplemented.  See also Item 7,
"Results of Operations" for more  information  about container  sales,  possible
future  write-downs  as  well  as the  location  of the  Registrant's  off-lease
containers.

ITEM 3.      LEGAL PROCEEDINGS

The Registrant is not subject to any legal proceedings.

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

Inapplicable.


                                     PART II

ITEM 5.      MARKET FOR THE  REGISTRANT'S COMMON EQUITY  AND RELATED STOCKHOLDER
             MATTERS

PART 201:

(a)   Market Information.

(a)(1)(i)           The Registrant's  limited partnership Units are not publicly
                    traded and there is no  established  trading market for such
                    Units. The Registrant has a program whereby limited partners
                    may  redeem  Units for a  specified  redemption  price.  The
                    program  operates  only when the  Managing  General  Partner
                    determines,  among other matters,  that payment for redeemed
                    Units  will not  impair the  capital  or  operations  of the
                    Registrant.

(a)(1)(ii)          Inapplicable.

(a)(1)(iii)         Inapplicable.

(a)(1)(iv)          Inapplicable.

(a)(1)(v)           Inapplicable.

(a)(2)              Inapplicable.

(b) Holders.

(b)(1)              As of January 1, 2003, there were 1,955 holders of record of
                    limited partnership interests in the Registrant.

(b)(2)              Inapplicable.

(c) Dividends.

                    Inapplicable.

At December 31, 2002, the Registrant was paying  distributions  at an annualized
rate equal to 5% of a Unit's initial cost, or $1.00 per Unit. For the year ended
December  31,  2001,  the  Registrant  was paying  monthly  distributions  at an
annualized rate of 6.2% of a Unit's initial cost, or $1.23 per Unit

For  information  about the amount of  distributions  paid  during the five most
recent fiscal years, see Item 6, "Selected  Financial Data."  Distributions  are
made monthly by the Registrant to its limited partners.

PART 701:           Inapplicable.
<PAGE>

ITEM 6.      SELECTED FINANCIAL DATA
<TABLE>
<CAPTION>

                                                           (Amounts in thousands except for per unit amounts)
                                                                      Years ended December 31,
                                                ---------------------------------------------------------------------
                                                    2002          2001          2000          1999          1998
                                                    ----          ----          ----          ----          ----
<S>                                             <C>            <C>           <C>           <C>           <C>
Rental income.................................   $ 4,586       $ 4,893       $ 5,697       $ 5,413       $ 6,258

Income from operations........................   $    82       $   606       $ 1,714       $   863       $ 1,698

Net earnings..................................   $    89       $   642       $ 1,781       $   887       $ 1,717

Net (loss) earnings per unit of limited
 partner interest.............................   $ (0.06)      $  0.21       $  0.83       $  0.34       $  0.37

Distributions per unit of limited
 partner interest.............................   $  1.00       $  1.23       $  1.23       $  1.30       $  1.72

Distributions per unit of limited
 partner interest representing a
 return of capital............................   $  1.00       $  1.02       $  0.40       $  0.96       $  1.35

Total assets..................................   $22,876       $24,874       $26,749       $27,440       $29,126

</TABLE>

<PAGE>

ITEM 7.      MANAGEMENT'S  DISCUSSION AND ANALYSIS  OF  FINANCIAL  CONDITION AND
             RESULTS OF OPERATIONS

           (Amounts in thousands except for unit and per unit amounts)

The Financial Statements contain information which will assist in evaluating the
financial  condition of the  Partnership  for the years ended December 31, 2002,
2001 and 2000.  Please refer to the  Financial  Statements  and Notes thereto in
connection with the following discussion.

Textainer  Capital  Corporation  (TCC) is the  Managing  General  Partner of the
Partnership.  Textainer Equipment Management Limited (TEM) and Textainer Limited
(TL) are Associate  General  Partners of the  Partnership.  The General Partners
manage and control the affairs of the Partnership.

Liquidity and Capital Resources

From May 10,  1996  until  April  30,  1997,  the  Partnership  offered  limited
partnership  interests  to the  public.  The  Partnership  received  its minimum
subscription  amount of $1,100 on June 17,  1996,  and raised a total of $36,968
from the offering.

The Partnership invests working capital,  cash flow from operations prior to its
distribution  to the partners and proceeds  from  container  sales that have not
been used to purchase  containers  in  short-term,  liquid  investments.  Rental
income is the  Partnership's  principal source of liquidity and provides a major
source  of  funds  for  distributions.  Rental  income  is  affected  by  market
conditions for leased containers.  Market conditions are discussed more fully in
"Results of Operations." The Partnership's  cash is affected by cash provided by
or used in operating,  investing and financing activities.  These activities are
discussed in detail below.

Limited partners are currently receiving monthly  distributions in an annualized
amount equal to 5% of their original investment.  During the year ended December
31, 2002,  the  Partnership  declared  cash  distributions  to limited  partners
pertaining to the period from December 2001 through November 2002, in the amount
of $1,848. On a cash basis, after paying general partner  distributions,  all of
these  distributions were from operating  activities.  On a financial  statement
basis, all of these distributions were a return of capital.

From time to time, the Partnership may redeem units from limited  partners for a
specified  redemption  value,  which  is  set  by  formula.  Up  to  2%  of  the
Partnership's outstanding units may be redeemed each year, although the 2% limit
may be exceeded at the Managing General  Partner's  discretion.  All redemptions
are subject to the Managing  General  Partner's  good faith  determination  that
payment for the redeemed units will not (i) cause the Partnership to be taxed as
a  corporation,  (ii) impair the capital or  operations of the  Partnership,  or
(iii) impair the ability of the Partnership to pay  distributions  in accordance
with its distribution policy. Since inception,  the Partnership has not redeemed
any units.

At December 31, 2002, the Partnership had no commitments to purchase containers.

Net cash provided by operating  activities for the years ended December 31, 2002
and 2001, was $2,197 and $3,136, respectively.  The decrease of $939, or 30%, is
primarily  attributable  to the decrease in net earnings,  adjusted for non-cash
transactions and fluctuations in gross accounts receivable, due from affiliates,
net and deferred damage  protection plan (DPP) revenue.  Net earnings,  adjusted
for non-cash  transactions,  decreased  primarily  due to the decrease in rental
income which is discussed more fully in "Results of Operations." The increase in
gross  accounts  receivable  of $57 during the year ended  December 31, 2002 was
primarily  due to the  increase  in the  average  collection  period of accounts
receivable,  offset by the  decrease  in rental  income.  The  decrease in gross
accounts  receivable  of $256  during  the  year  ended  December  31,  2001 was
primarily  due to the  decrease  in rental  income and a decrease in the average
collection period of accounts  receivable.  Fluctuations in due from affiliates,
net,  resulted  from timing  differences  in the payment of  expenses,  fees and
distributions  and the  remittance of net rental  revenues and  container  sales
proceeds, as well as fluctuations in these amounts. The fluctuations in deferred
damage  protection plan revenue were primarily due to the Partnership  beginning
to offer this type of DPP in 2001.

For the  years  ended  December  31,  2002 and 2001 net cash  used in  investing
activities   (the  purchase  and  sale  of  containers)  was  $107  and  $1,013,
respectively.  The  decrease  of  $906  was  due to the  decrease  in  container
purchases, offset by the decrease in proceeds from sale of containers. Cash used
for container purchases  decreased  primarily due to the Partnership  purchasing
fewer containers during the year ended December 31, 2002 than the same period in
2001.  Proceeds from container sales decreased  primarily due to the decrease in
the average  container  sales price from the year ended December 31, 2002 to the
same period in 2001. The sales price received on container  sales decreased as a
result of current market  conditions which have adversely  affected the value of
used  containers.  Until  demand for  containers  improves in certain low demand
locations, the Partnership plans to continue selling some of its containers that
are off-lease in these  locations.  The number of containers  sold,  both in low
demand locations and elsewhere, as well as the average sales prices, will affect
how much the Partnership can reinvest in new containers.

Consistent  with its  investment  objectives  and  subject  to its  distribution
policy,  the  Partnership  intends  to  continue  to  reinvest  both  cash  from
operations  available for reinvestment and all, or a significant  amount of, the
proceeds from container  sales in additional  containers.  Cash from  operations
available  for  reinvestment  is generally  equal to cash  provided by operating
activities,  less  distributions  and redemptions paid, which are subject to the
General  Partners'  authority  to set these  amounts  (and modify  reserves  and
working capital), as provided in the Partnership Agreement.  The amount of sales
proceeds will  fluctuate  based on the number of  containers  sold and the sales
price received.  The Partnership  sells containers when (i) a container  reaches
the end of its  useful  life or (ii) an  analysis  indicates  that  the  sale is
warranted based on existing market  conditions and the container's age, location
and condition.

Both cash from operations  available for reinvestment  and sales proceeds,  have
been  adversely  affected by market  conditions.  These market  conditions  have
resulted in a slower than anticipated rate of  reinvestment.  Market  conditions
are  discussed  more fully  under  "Results  of  Operations."  A slower  rate of
reinvestment  will, over time,  affect the size of the  Partnership's  container
fleet. Furthermore, even with reinvestment,  the Partnership is not likely to be
able to replace all the  containers  it sells,  since new  container  prices are
usually  higher  than the  average  sales  price for a used  container,  and the
majority of cash available for reinvestment is from sales proceeds.

Results of Operations

The  Partnership's  income (loss) from operations,  which consists  primarily of
rental income less costs and expenses (including container depreciation,  direct
container  expenses,   management  fees,  and  reimbursement  of  administrative
expenses)  was directly  related to the size of the  container  fleet during the
years ended December 31, 2002,  2001, and 2000, as well as certain other factors
as discussed below. The following is a summary of the container fleet (in units)
available for lease during those periods:

                                                      2002      2001      2000
                                                      ----      ----      ----

          Beginning container fleet...........      11,633    11,151    10,642
          Ending container fleet..............      11,713    11,633    11,151
          Average container fleet.............      11,673    11,392    10,897

As noted above,  when containers are sold in the future,  sales proceeds are not
likely to be sufficient to replace all of the containers  sold,  which is likely
to result in a trend towards a smaller average  container  fleet.  Other factors
related to the  Partnership's  ability to reinvest  funds in new  containers are
discussed above in "Liquidity and Capital Resources".

Rental  income and direct  container  expenses are also  affected by the average
utilization of the container fleet,  which was 70%, 69% and 84% during the years
ended December 31, 2002, 2001 and 2000,  respectively.  The remaining  container
fleet is off-lease and is located primarily at a large number of storage depots.
At December 31, 2002 and 2001,  utilization was 84% and 61%,  respectively,  and
the Partnership's  off-lease containers (in units) were located in the following
locations:

                                                  2002                2001
                                                  ----                ----

      Americas                                     916                 993
      Europe                                       637                 875
      Asia                                         244               2,557
      Others                                        58                 106
                                                 -----               -----

           Total off-lease containers            1,855               4,531
                                                 =====               =====

In addition to utilization, rental income is affected by daily rental rates. The
average daily rental rate decreased 11% between the periods. The decrease in the
average  rental  rate was due to  declines  in both  master  and long term lease
rates,  which  are the two  principal  types  of  leases  for the  Partnership's
containers.  The majority of the Partnership's  rental income was generated from
leasing of the Partnership's  containers under master operating  leases,  but in
the past several years the percentage of the  Partnership's  containers on lease
under long term leases has increased.  At December 31, 2002 approximately 42% of
the  Partnership's  containers  were on lease under long term leases.  Long term
leases  generally have lower rental rates than master leases because the lessees
have  contracted to lease the containers for several years and cannot return the
containers  prior to the  termination  date without a penalty.  Fluctuations  in
rental rates under either type of lease generally will affect the  Partnership's
operating results.

The  following is a comparative  analysis of the results of  operations  for the
years ended December 31, 2002, 2001 and 2000.

The  Partnership's  income from operations for the years ended December 31, 2002
and 2001 was $82 and $606, respectively,  on rental income of $4,586 and $4,893,
respectively.  The decrease in rental income of $307, or 6%, from the year ended
December 31, 2001 to the same period in 2002 was attributable to the decrease in
container  rental  income,  partially  offset by the  increase  in other  rental
income,  which is discussed  below.  Income from  container  rentals,  the major
component of total revenue,  decreased $379 or 9%, primarily due to the decrease
in average rental rates of 11%, offset by the increase in average fleet size and
the average on-hire utilization of 2% and 1%, respectively.

The  Partnership's  income from operations for the years ended December 31, 2001
and 2000 was $606 and  $1,714,  respectively,  on rental  income  of $4,893  and
$5,697,  respectively.  The decrease in rental  income of $804, or 14%, from the
year ended December 31, 2000 to the same period in 2001 was  attributable to the
decrease in  container  rental  income,  offset by the  increase in other rental
income.  Income from container rentals decreased $928, or 18%,  primarily due to
the  decreases in the average  on-hire  utilization  of 18%, and average  rental
rates of 3%, offset by the 5% increase in average fleet size.

In the fourth  quarter of 2000,  utilization  began to decline and  continued to
decline  during 2001 and the  beginning  of 2002.  This decline was due to lower
overall  demand by shipping lines for leased  containers,  which was primarily a
result of the worldwide economic slowdown.  Two other factors reduced the demand
for leased  containers.  Shipping  lines added larger  vessels to their  fleets,
which  combined with lower cargo volume  growth,  made it easier for them to use
otherwise  empty vessel space to reposition  their own  containers  back to high
demand  locations.  Additionally,  in anticipation of the delivery of these new,
larger  vessels,  many shipping  lines placed large orders for new containers in
2000 and 2001, thus temporarily  reducing their need to lease containers.  These
orders  for  additional  containers  are part of a  general  increase  in vessel
capacity for the shipping lines.  This increase in vessel  capacity  amounted to
12% in 2001 and 10% in 2002.

Utilization has improved steadily  since  March 2002 through the end of 2002 due
to:
o        An increase in export cargo out of Asia
o        Prior repositioning of containers to Asia which placed large quantities
         of containers in areas of high demand
o        Disposal of older containers and fewer  purchases  of new containers by
         both container lessors and  shipping lines  in 2001 and 2002, resulting
         in an overall better-balanced supply of containers
o        The labor disagreement that affected U.S. West Coast ports in the third
         and  part  of the  fourth  quarter had short-term  positive  effects on
         demand for  containers  as  shipping lines  were not able to reposition
         enough  containers  to  Asia  and had to  lease more containers to meet
         their customers' demands

Although  utilization  appears to have  stabilized in the beginning of 2003, the
General Partners caution that market  conditions could  deteriorate again due to
global economic conditions.  Demand for leased containers could therefore weaken
again and result in a decrease  in  utilization  and  further  declines in lease
rates and container sale prices, adversely affecting the Partnership's operating
results.

Despite the  improvement  in  utilization,  the  Partnership  continues  to sell
(rather than reposition) some older containers  located in low demand locations,
but  primarily  only  those  containers  that were  damaged.  For the  number of
off-lease  containers  located in the lower demand locations in the Americas and
Europe, see chart above. The decision to sell containers is based on the current
expectation  that the economic  benefit of selling  these  containers is greater
than the estimated economic benefit of continuing to own these containers.

Current market  conditions  continue to cause a decline in the economic value of
used containers.  The average sales price for containers sold by the Partnership
as well as other  Partnerships  managed by the General  Partners has  decreased.
Additionally,  other Partnerships  managed by the General Partners have recorded
write-downs  and losses on certain older  containers.  Many of these  containers
have been  located in low demand  locations.  There have been no such  losses or
write-downs  recorded by the  Partnership  primarily due to the young age of the
Partnership's  container  fleet.  Sales by the  Partnership  in these low demand
locations have been generally  limited to damaged  containers.  However,  as the
container fleet ages, the Partnership may incur losses and/or write-downs on the
sale of its older containers located in low demand locations, if existing market
conditions   continue.   The  Partnership  will  continue  to  evaluate  whether
write-downs are necessary for its container rental equipment.

New  container  prices  steadily  declined  from  1995  through  1999.  Although
container prices increased in 2000, these prices declined again in 2001 and have
remained low during 2002. As a result,  the cost of new containers  purchased in
recent years is significantly less than the average cost of containers purchased
in prior years.  The Partnership  evaluated the  recoverability  of the recorded
amount of container rental equipment for containers to be held for continued use
as  well  as for  containers  identified  for  sale in the  ordinary  course  of
business.  Based on this evaluation,  the Partnership determined that reductions
to the carrying  value of these  containers  were not required  during the years
ended December 31, 2002, 2001 and 2000.

Other rental income consists of other lease-related items, primarily income from
charges to lessees for dropping off containers in surplus locations less credits
granted to lessees for  leasing  containers  from  surplus  locations  (location
income),  income  from  charges to lessees for  handling  related to leasing and
returning  containers (handling income) and income from charges to lessees for a
Damage Protection Plan (DPP). For the year ended December 31, 2002, other rental
income was $592,  an increase  of $72 from the  equivalent  period in 2001.  The
increase  was  primarily  due to an increase in  handling  income of $72,  which
increased  due to the  increase  in  container  movement  and an increase in the
average  handling  price charged per container  from the year ended December 31,
2001 to the same period in 2002.

For the year ended December 31, 2001,  other rental income was $520, an increase
of $124 from the  equivalent  period in 2000.  The increase was primarily due to
increases  in  location  and DPP income of $90 and $41,  respectively.  Location
income increased  primarily due to (i) the decline in credits granted to lessees
for picking up containers  from surplus  locations as there were fewer lease-out
opportunities for which credits could be offered and (ii) an increase in charges
to  lessees  for  dropping  off  containers  in  certain  locations.  DPP income
increased  primarily  due to an increase  in the  average DPP price  charged per
container, offset by a decline in the number of containers covered under DPP.

Direct  container  expenses  were  comparable at $1,463 and $1,459 for the years
ended  December  31, 2002 and 2001,  respectively,  as the  increase in handling
expense  of $46 was  offset by the  decrease  in  repositioning  expense of $44.
Handling expense increased  primarily due to the increase in container movement.
Repositioning  expense  decreased  due to shorter  average  repositioning  moves
resulting in decreased average  repositioning costs per container,  offset by an
increase in the number of containers repositioned between the period.

Direct container  expenses  increased $384, or 36%, from the year ended December
31, 2000 to the same  period in 2001.  The  increase  was  primarily  due to the
increase  in  storage  expense of $360.  Storage  expense  increased  due to the
decrease in utilization noted above.

Bad debt expense  (benefit) was $22, ($8) and ($14) for the years ended December
31, 2002, 2001 and 2000, respectively.  Fluctuations in bad debt expense/benefit
reflect the adjustment to the bad debt  allowance and are based on  management's
then  current  estimates of the portion of accounts  receivable  that may not be
collected, and which will not be covered by insurance. These estimates are based
primarily on management's  current assessment of the financial  condition of the
Partnership's  lessees and their ability to make their  required  payments.  The
expense  recorded  during the year ended  December  31,  2002  reflects a higher
reserve estimate from December 31, 2001. The benefits  recorded during the years
ended  December 31, 2001 and 2000 reflect lower reserve  estimates from December
31, 2000 and 1999.

Depreciation expense increased $155, or 8%, and $48, or 2%, from the years ended
December  31,  2001 to 2002 and  December  31, 2000 to 2001,  respectively.  The
increase in  depreciation  expense from the year ended  December 31, 2001 to the
comparable  period in 2002 was primarily due to an increase in the  depreciation
rate as a result of changes in estimated  salvage values as discussed below. The
increase in depreciation expense from December 31, 2000 to the comparable period
in 2001 was  primarily due to the increase in the average fleet size between the
periods.

Effective  July 1, 2002,  the  Partnership  revised its estimate  for  container
salvage  value from a  percentage  of equipment  cost to an  estimated  residual
dollar value. The effect of this change for the year ended December 31, 2002 was
an increase to depreciation  expense of $105. The Partnership  will evaluate the
estimated  residual values and remaining  estimated  useful lives on an on-going
basis and will revise its estimates as needed. As a result, depreciation expense
may fluctuate in future periods based on  fluctuations  in these  estimates.  If
estimates  regarding  residual value and remaining useful life of the containers
were to decline,  depreciation  expense would increase,  adversely affecting the
Partnership's operating results.

Management  fees to affiliates  decreased  $39, or 9%, and $58, or 12%, from the
years  ended  December  31,  2001 to 2002 and  December  31,  2000 to 2001.  The
decreases were due to decreases in both equipment and incentive management fees.
Equipment  management  fees decreased due to the decline in rental income,  upon
which  equipment   management  fees  are  primarily   based.   These  fees  were
approximately 7% of rental income for these periods.  Incentive management fees,
which are based on the Partnership's  limited and general partner  distributions
made  from cash from  operations  and  partners'  capital  decreased  due to the
decrease in the limited partner distribution percentage from 7% to 5% of initial
partners'  capital in July 2001,  offset by the increase in the limited partners
distribution  percentage from 6% to 7% of initial  partners'  capital in October
2000.

General and administrative  costs to affiliates were comparable at $253 and $248
during the years ended  December  31, 2002 and 2001,  respectively.  General and
administrative  costs to affiliates  decreased  $37, or 13%, from the year ended
December 31, 2000 to 2001.  The decrease was  primarily due to a decrease in the
allocation of overhead costs from TEM, as the Partnership  represented a smaller
portion of the total fleet managed by TEM.

The  Partnership  Agreement  provides  for the  ongoing  payment to the  General
Partners of the management fees and the reimbursement of the expenses  discussed
above.  Since these fees and expenses are  established  by the  Agreement,  they
cannot be considered the result of arms' length negotiations with third parties.
The Partnership Agreement was formulated at the Partnership's  inception and was
part of the terms  upon which the  Partnership  solicited  investments  from its
limited partners. The business purpose of paying the General Partners these fees
is to  compensate  the  General  Partners  for the  services  they render to the
Partnership.  Reimbursement  for  expenses  is made to offset  some of the costs
incurred by the General  Partners in managing the  Partnership and its container
fleet.  More details about these fees and expenses are included in footnote 2 to
the Financial Statements.

Other general and  administrative  costs  increased $38, or 66%, and $9, or 18%,
from the years ended  December  31, 2002 to 2001 and  December 31, 2000 to 2001,
respectively.  The  increases  were  primarily due to increases in other service
fees between the periods.
<PAGE>

Gain on sale of  containers  increased $1 and $13 from the years ended  December
31, 2001 to 2002 and December 31, 2000 to 2001,  respectively.  These  increases
were primarily due to increases in the average gain recorded on container sales.

Net earnings/loss per limited partnership unit fluctuated from earnings of $0.21
to a loss of $0.06 from the year ended  December  31, 2001 to the same period in
2002, respectively,  reflecting the fluctuation in net earning/loss allocated to
limited  partners  from  earnings of $392 to a loss of $114,  respectively.  Net
earnings per limited  partnership  unit  decreased  from $0.83 to $0.21 from the
year  ended  December  31,  2000  to the  same  period  in  2001,  respectively,
reflecting  the decrease in net  earnings  allocated  to limited  partners  from
$1,531 to $392, respectively.  The allocation of net earnings/loss for the years
ended  December 31, 2002,  2001 and 2000 included  special  allocations of gross
income  to the  General  Partners  of  $195,  $189,  and $81,  respectively,  in
accordance with the Partnership Agreement.

Critical Accounting Policies and Estimates

The Partnership's discussion and analysis of its financial condition and results
of operations are based upon the Partnership's financial statements,  which have
been prepared in accordance with accounting principles generally accepted in the
United States of America.  Certain  estimates and  assumptions  were made by the
Partnership's  management  that  affect  the  reported  amounts  of  assets  and
liabilities and disclosures of contingent  assets and liabilities at the date of
the financial statements and the reported amounts of revenue and expenses during
the reporting period. The Partnership's management evaluates its estimates on an
on-going  basis,  including  those  related to the container  rental  equipment,
accounts receivable and accruals.

These  estimates  are  based  on  historical  experience  and on  various  other
assumptions  that are believed to be  reasonable  under the  circumstances,  the
results of which  form the basis for making  judgments  regarding  the  carrying
values of assets  and  liabilities.  Actual  results  could  differ  from  those
estimates  under  different   assumptions  or  conditions.   The   Partnership's
management  believes the following critical  accounting policies affect its more
significant  judgments and estimates  used in the  preparation  of its financial
statements.

The Partnership  maintains allowances for doubtful accounts for estimated losses
resulting  from the  inability of its lessees to make required  payments.  These
allowances  are  based  on  management's  current  assessment  of the  financial
condition of the Partnership's  lessees and their ability to make their required
payments.  If the  financial  condition  of the  Partnership's  lessees  were to
deteriorate,  resulting  in an  impairment  of their  ability to make  payments,
additional  allowances  may  be  required,  which  would  adversely  affect  the
Partnership's operating results.


The  Partnership  depreciates  its container  rental  equipment based on certain
estimates  related to the  container's  useful  life and  salvage  value.  These
estimates are based upon assumptions  about future demand for leased  containers
and the  estimated  sales  price  at the  end of the  container's  useful  life.
Effective  July 1, 2002,  the  Partnership  revised its estimate  for  container
salvage  value  from a  percentage  of  equipment  cost to an  estimated  dollar
residual value, reflecting current expectations of ultimate residual values. The
Partnership will evaluate the estimated residual values and remaining  estimated
useful lives on an on-going basis and will revise its estimates as needed.  As a
result,   depreciation   expense  may  fluctuate  in  future  periods  based  on
fluctuations in these estimates.  If the estimates  regarding residual value and
remaining  useful life of the containers were to decline,  depreciation  expense
would increase, adversely affecting the Partnership's operating results.


Additionally,  the  recoverability  of the recorded  amounts of containers to be
held for  continued  use and  identified  for  sale in the  ordinary  course  of
business are evaluated to ensure that  containers held for continued use are not
impaired and that containers identified for sale are recorded at amounts that do
not exceed the estimated fair value of the containers. Containers to be held for
continued  use are  considered  impaired and are written down to estimated  fair
value  when the  estimated  future  undiscounted  cash  flows  are less than the
recorded  values.  Containers  identified for sale are written down to estimated
fair  value when the  recorded  value  exceeds  the  estimated  fair  value.  In
determining  the  estimated  future  undiscounted  cash  flows and fair value of
containers,  assumptions are made regarding future demand and market  conditions
for leased containers and the sales prices for used containers. If actual market
conditions are less favorable than those projected or if actual sales prices are
lower than those  estimated by the  Partnership,  additional  write-downs may be
required  and/or losses may be realized.  Any  additional  write-downs or losses
would adversely affect the Partnership's operating results.

Accounting Pronouncements

In April 2002,  the FASB issued SFAS No. 145,  "Rescission of FASB Statement No.
4, 44 and 64,  Amendment of FASB  Statement No. 13, and Technical  Corrections."
SFAS No. 145 rescinds FASB Statement No. 4, "Reporting  Gains and Losses of Debt
Extinguishments" and an amendment of that Statement, FASB Statement No. 64. SFAS
No. 145 also rescinds FASB Statement No. 44,  "Accounting for Intangible  Assets
of Motor Carriers." FASB 145 also amends FASB Statement No. 13,  "Accounting for
Leases",  to eliminate an  inconsistency  between the  required  accounting  for
sale-leaseback  transactions  and the  required  accounting  for  certain  lease
modifications that have economic effects similar to sale-leaseback transactions.
These rescissions and amendment are not anticipated to have a material impact on
the financial statements of the Partnership.

In June 2002, the FASB issued SFAS No. 146 "Accounting for Costs Associated With
Exit or Disposal  Activities".  SFAS No. 146 addresses financial  accounting and
reporting for costs  associated  with exit or disposal  activities and nullifies
Emerging  Issues Task Force (EITF)  Issue No. 94-3  "Liability  Recognition  for
Certain  Employee  Termination  Benefits  and  Other  Costs to Exit an  Activity
(including Certain Costs Incurred in a Restructuring)."  This Statement requires
that a liability  for a cost  associated  with an exit or  disposal  activity be
recognized when the liability is incurred.  The provisions of this Statement are
effective for exit or disposal  activities that are initiated after December 31,
2002, with early application  encouraged.  The Partnership  anticipates that the
adoption  of SFAS  No.  146 will not have a  material  impact  on its  financial
statements.

Risk Factors and Forward Looking Statements

Although  substantially  all of the  Partnership's  income  from  operations  is
derived from assets employed in foreign operations, virtually all of this income
is  denominated  in United  States  dollars.  The  Partnership's  customers  are
international  shipping  lines,  which transport  goods on  international  trade
routes.  The  domicile  of the lessee is not  indicative  of where the lessee is
transporting  the  containers.  The  Partnership's  business risk in its foreign
operations lies with the  creditworthiness of the lessees, and the Partnership's
ability to keep its containers under lease,  rather than the geographic location
of the  containers or the domicile of the lessees.  The containers are generally
operated on the international high seas rather than on domestic  waterways.  The
containers are subject to the risk of war or other political, economic or social
occurrence  where  the  containers  are used,  which  may  result in the loss of
containers,  which,  in turn,  may have a material  impact on the  Partnership's
results of operations and financial condition.

Other risks of the Partnership's  leasing  operations include  competition,  the
cost of  repositioning  containers  after  they come  off-lease,  the risk of an
uninsured loss, including bad debts,  increases in maintenance expenses or other
costs of  operating  the  containers,  and the effect of world  trade,  industry
trends  and/or  general  business  and  economic  cycles  on  the  Partnership's
operations. See "Risk Factors" in the Partnership's Prospectus, as supplemented,
for additional information on risks of the Partnership's business. See "Critical
Accounting  Policies and Estimates"  above for information on the  Partnership's
critical  accounting policies and how changes in those estimates could adversely
affect the Partnership's results of operations.

The foregoing includes forward-looking statements and predictions about possible
or  future  events,  results  of  operations  and  financial  condition.   These
statements  and  predictions  may  prove  to  be  inaccurate,   because  of  the
assumptions  made by the  Partnership  or the  General  Partners  or the  actual
development  of  future  events.  No  assurance  can be given  that any of these
forward-looking statements or predictions will ultimately prove to be correct or
even substantially correct. The risks and uncertainties in these forward-looking
statements  include,  but are not  limited  to,  changes  in demand  for  leased
containers,  changes in global  business  conditions  and their  effect on world
trade,  future  modifications  in the way in  which  the  Partnership's  lessees
conduct their business or of the  profitability of their business,  increases or
decreases in new container  prices or the  availability  of financing  therefor,
alterations in the costs of maintaining and repairing used containers, increases
in competition,  changes in the Partnership's  ability to maintain insurance for
its  containers  and its  operations,  the effects of  political  conditions  on
worldwide  shipping and demand for global trade or of other general business and
economic cycles on the  Partnership,  as well as other risks detailed herein and
from time to time in the Partnership's  filings with the Securities and Exchange
Commission.  The  Partnership  does  not  undertake  any  obligation  to  update
forward-looking statements.

ITEM 7A.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

             Inapplicable.

ITEM 8.      FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

             Attached pages 15 to 27.


<PAGE>



                          Independent Auditors' Report
                          ----------------------------


The Partners
Textainer Equipment Income Fund VI, L.P.:

We have audited the  accompanying  balance sheets of Textainer  Equipment Income
Fund VI, L.P. (a  California  limited  partnership)  as of December 31, 2002 and
2001 and the related  statements of earnings,  partners'  capital and cash flows
for each of the years in the three-year  period ended  December 31, 2002.  These
financial statements are the responsibility of the Partnership's management. Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  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 Textainer Equipment Income Fund
VI, L.P. as of December 31, 2002 and 2001 and the results of its operations, its
partners'  capital  and its cash  flows for each of the years in the  three-year
period  ended  December  31,  2002  in  conformity  with  accounting  principles
generally accepted in the United States of America.



                                  /s/ KPMG LLP


San Francisco, California
February 14, 2003

<PAGE>
<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
(a California Limited Partnership)

Balance Sheets

December 31, 2002 and 2001
(Amounts in thousands)
-----------------------------------------------------------------------------------------------------------

                                                                         2002                    2001
                                                                   ----------------        ----------------
<S>                                                               <C>                      <C>
 Assets
 Container rental equipment, net of accumulated
      depreciation of $13,814 (2001:  $11,689) (note 1(e))         $        21,258         $        23,334
 Cash                                                                          506                     466
 Accounts receivable, net of allowance
      for doubtful accounts of $60 (2001:  $51)                              1,045                     990
 Due from affiliates, net (note 2)                                              59                      79
 Prepaid expenses                                                                8                       5
                                                                   ----------------        ----------------

                                                                   $        22,876         $        24,874
                                                                   ================        ================

 Liabilities and Partners' Capital
 Liabilities:
      Accounts payable                                             $            98         $           204
      Accrued liabilities                                                      236                     186
      Accrued damage protection plan costs (note 1(j))                          77                      52
      Accrued recovery costs (note 1(i))                                       100                     100
      Deferred quarterly distributions (note 1(g))                              23                      22
      Deferred damage protection plan revenue (note 1(k))                      114                     120
                                                                   ----------------        ----------------

          Total liabilities                                                    648                     684
                                                                   ----------------        ----------------

 Partners' capital:
      General partners                                                           -                       -
      Limited partners                                                      22,228                  24,190
                                                                   ----------------        ----------------

          Total partners' capital                                           22,228                  24,190
                                                                   ----------------        ----------------

                                                                   $        22,876         $        24,874
                                                                   ================        ================

 See accompanying notes to financial statements

</TABLE>

<PAGE>
<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
(a California Limited Partnership)

Statements of Earnings

Years ended December 31, 2002, 2001, and 2000
(Amounts in thousands except for unit and per unit amounts)
---------------------------------------------------------------------------------------------------------------------------


                                                                         2002                2001                2000
                                                                  -----------------   -----------------   -----------------
<S>                                                              <C>                 <C>                 <C>
Rental income                                                     $          4,586    $          4,893    $          5,697
                                                                  -----------------   -----------------   -----------------
Costs and expenses:
    Direct container expenses                                                1,463               1,459               1,075
    Bad debt expense (benefit)                                                  22                  (8)                (14)
    Depreciation (note 1(e))                                                 2,221               2,066               2,018
    Professional fees                                                           59                  34                  69
    Management fees to affiliates (note 2)                                     406                 445                 503
    General and administrative costs to affiliates (note 2)                    253                 248                 285
    Other general and administrative costs                                      96                  58                  49
    Gain on sale of containers (note 1(e))                                     (16)                (15)                 (2)
                                                                  -----------------   -----------------   -----------------

                                                                             4,504               4,287               3,983
                                                                  -----------------   -----------------   -----------------

    Income from operations                                                      82                 606               1,714
                                                                  -----------------   -----------------   -----------------

    Interest income                                                              7                  36                  67
                                                                  -----------------   -----------------   -----------------

    Net earnings                                                  $             89    $            642    $          1,781
                                                                  =================   =================   =================

Allocation of net earnings (loss) (note 1(g))
    General partners                                              $            203    $            250    $            250
    Limited partners                                                          (114)                392               1,531
                                                                  -----------------   -----------------   -----------------

                                                                  $             89    $            642    $          1,781
                                                                  =================   =================   =================

Limited partners' per unit share of
    net earnings (loss)                                           $          (0.06)   $           0.21    $           0.83
                                                                  =================   =================   =================

Limited partners' per unit share
    of distributions                                              $           1.00    $           1.23    $           1.23
                                                                  =================   =================   =================

Weighted average number of limited
    partnership units outstanding (note 1(l))                            1,848,397           1,848,397           1,848,397
                                                                  =================   =================   =================

See accompanying notes to financial statements
</TABLE>


<PAGE>
<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
(a California Limited Partnership)

Statements of Partners' Capital

Years ended December 31, 2002, 2001, and 2000
(Amounts in thousands)
--------------------------------------------------------------------------------------------------------------------------


                                                                                    Partners' Capital
                                                                ----------------------------------------------------------
                                                                    General               Limited                Total
                                                                ---------------       ---------------       --------------
<S>                                                            <C>                   <C>                   <C>
Balances at December 31, 1999                                   $            -        $       26,827        $      26,827

Distributions                                                             (250)               (2,280)              (2,530)

Net earnings                                                               250                 1,531                1,781
                                                                ---------------       ---------------       --------------

Balances at December 31, 2000                                                -                26,078               26,078
                                                                ---------------       ---------------       --------------

Distributions                                                             (250)               (2,280)              (2,530)

Net earnings                                                               250                   392                  642
                                                                ---------------       ---------------       --------------

Balances at December 31, 2001                                                -                24,190               24,190
                                                                ---------------       ---------------       --------------

Distributions                                                             (203)               (1,848)              (2,051)

Net earnings (loss)                                                        203                  (114)                  89
                                                                ---------------       ---------------       --------------

Balances at December 31, 2002                                   $            -        $       22,228        $      22,228
                                                                ===============       ===============       ==============

See accompanying notes to financial statements

</TABLE>


<PAGE>
<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
(a California Limited Partnership)

Statements of Cash Flows
Years ended December 31, 2002, 2001, and 2000
(Amounts in thousands)
-------------------------------------------------------------------------------------------------------------------------------


                                                                                   2002              2001             2000
                                                                             ---------------   ---------------   --------------
<S>                                                                          <C>              <C>                <C>
Cash flows from operating activities:
   Net earnings                                                              $           89    $          642    $       1,781
   Adjustments to reconcile net earnings to
       net cash provided by operating activities:
         Depreciation (note 1(e))                                                     2,221             2,066            2,018
         Increase (decrease) in allowance for doubtful accounts                           9               (20)             (51)
         Gain on sale of containers                                                     (16)              (15)              (2)
         Decrease (increase) in assets:
             Accounts receivable                                                        (57)              256              127
             Due from affiliates, net                                                    (9)              139               79
             Prepaid expenses                                                            (3)               (1)              1
         Increase (decrease) in liabilities:
             Accounts payable and accrued liabilities                                   (56)              (17)              61
             Accrued recovery costs                                                        -               12               10
             Deferred damage protection plan revenue                                     (6)              120                -
             Accrued damage protection plan costs                                        25               (46)             (61)
                                                                             ---------------   ---------------   --------------

             Net cash provided by operating activities                                2,197             3,136            3,963
                                                                             ---------------   ---------------   --------------

Cash flows from investing activities:
   Proceeds from sale of containers                                                     199               216              225
   Container purchases                                                                 (306)           (1,229)          (1,503)
                                                                             ---------------   ---------------   --------------

             Net cash used in investing activities                                     (107)           (1,013)          (1,278)
                                                                             ---------------   ---------------   --------------

Cash flows from financing activities:
   Distributions to partners                                                         (2,050)           (2,546)          (2,525)
                                                                             ---------------   ---------------   --------------

             Net cash used in financing activities                                   (2,050)           (2,546)          (2,525)
                                                                             ---------------   ---------------   --------------

Net increase (decrease) in cash                                                          40              (423)             160

Cash at beginning of period                                                             466               889              729
                                                                             ---------------   ---------------   --------------

Cash at end of period                                                        $          506    $          466    $         889
                                                                             ===============   ===============   ==============


See accompanying notes to financial statements
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
(a California Limited Partnership)

Statements of Cash Flows--Continued

Years ended December 31, 2002, 2001 and 2000
(Amounts in thousands)
--------------------------------------------------------------------------------


Supplemental Disclosures:

Supplemental schedule of non-cash investing and financing activities:

The following table summarizes the amounts of container purchases, distributions
to partners  and  proceeds  from sale of  containers  which had not been paid or
received  by the  Partnership  as of December  31,  2002,  2001,  2000 and 1999,
resulting in  differences  in amounts  recorded and amounts of cash disbursed or
received by the Partnership, as shown in the Statements of Cash Flows.


                                                                     2002          2001        2000       1999
                                                                   --------      --------    --------   --------
<S>                                                                  <C>           <C>         <C>        <C>
Container purchases included in:
     Container purchases payable..........................            $ -           $ -         $46        $ -

Distributions to partners included in:
     Due to affiliates....................................             17            17          23         20
     Deferred quarterly distributions.....................             23            22          32         30

Proceeds from sale of containers included in:
     Due from affiliates..................................              8            37          54         21

The following table summarizes the amounts of container purchases, distributions
to partners and proceeds from sale of containers recorded by the Partnership and
the amounts  paid or received as shown in the  Statements  of Cash Flows for the
years ended December 31, 2002, 2001, and 2000.

                                                                                   2002        2001       2000
                                                                                   ----        ----       ----

Container purchases recorded..............................................       $  306      $1,183     $1,549
Container purchases paid..................................................          306       1,229      1,503

Distributions to partners declared........................................        2,051       2,530      2,530
Distributions to partners paid............................................        2,050       2,546      2,525

Proceeds from sale of containers recorded.................................          170         199        258
Proceeds from sale of containers received.................................          199         216        225

The  Partnership  has  entered  into direct  finance  leases,  resulting  in the
transfer of containers from container rental  equipment to accounts  receivable.
The carrying  values of containers  transferred  during the years ended December
31, 2002, 2001 and 2000 were $7, $10 and $38, respectively.


See accompanying notes to financial statements
</TABLE>

<PAGE>

TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
(a California Limited Partnership)

Notes to Financial Statements

Years ended December 31, 2002, 2001 and 2000
(Amounts in thousands except for unit and per unit amounts)
--------------------------------------------------------------------------------


Note 1.  Summary of Significant Accounting Policies

     (a)  Nature of Operations

     Textainer  Equipment Income Fund VI, L.P. (TEIF VI or the  Partnership),  a
     California limited partnership, with a maximum life of 21 years, was formed
     on February 1, 1995. The  Partnership  was formed to engage in the business
     of owning,  leasing and selling both new and used equipment  related to the
     international  containerized  cargo shipping industry,  including,  but not
     limited to,  containers,  trailers and other container  related  equipment.
     TEIF VI offered units representing limited partnership interests (Units) to
     the  public  from May 10,  1996  until  April  30,  1997,  the close of the
     offering  period,  when a total of 1,848,397 Units had been purchased for a
     total of $36,968.

     Textainer Capital  Corporation (TCC) is the managing general partner of the
     Partnership.  Textainer  Equipment  Management  Limited (TEM) and Textainer
     Limited (TL) are the associate  general  partners of the  Partnership.  The
     managing  general partner and associate  general  partners are collectively
     referred to as the General Partners.  The General Partners also act in this
     capacity for other limited  partnerships.  The General  Partners manage and
     control the affairs of the Partnership.

     The General Partners'  interest in the Partnership is 9.5%, and the General
     Partners were responsible for paying, out of their own corporate funds, all
     organizational  and certain offering  expenses  incurred in connection with
     the  offering  and all  acquisition  costs  incurred  related to  container
     purchases. Such costs have not been recorded by the Partnership.

     (b)  Basis of Accounting

     The  Partnership  utilizes  the accrual  method of  accounting.  Revenue is
     recorded  when  earned  according  to the  terms  of the  container  rental
     contracts.  These  contracts are  classified as operating  leases or direct
     finance  leases based on the criteria of Statement of Financial  Accounting
     Standards No. 13: "Accounting for Leases".

     (c) Critical Accounting Policies and Estimates

     Certain estimates and assumptions were made by the Partnership's management
     that affect the reported  amounts of assets and liabilities and disclosures
     of  contingent  assets  and  liabilities  at  the  date  of  the  financial
     statements  and the  reported  amounts of revenue and  expenses  during the
     reporting period. The Partnership's  management  evaluates its estimates on
     an  on-going  basis,  including  those  related  to  the  container  rental
     equipment, accounts receivable and accruals.

     These  estimates  are based on historical  experience  and on various other
     assumptions that are believed to be reasonable under the circumstances, the
     results of which form the basis for making judgments regarding the carrying
     values of assets and  liabilities.  Actual  results could differ from those
     estimates  under  different  assumptions or conditions.  The  Partnership's
     management  believes the following critical  accounting policies affect its
     more  significant  judgments and estimates  used in the  preparation of its
     financial statements.

     The Partnership  maintains  allowances for doubtful  accounts for estimated
     losses  resulting  from  the  inability  of its  lessees  to make  required
     payments.  These allowances are based on management's current assessment of
     the financial  condition of the Partnership's  lessees and their ability to
     make  their  required   payments.   If  the  financial   condition  of  the
     Partnership's  lessees were to  deteriorate,  resulting in an impairment of
     their ability to make payments, additional allowances may be required.

     The Partnership depreciates its container rental equipment based on certain
     estimates related to the container's  useful life and salvage value.  These
     estimates  are based  upon  assumptions  about  future  demand  for  leased
     containers  and the  estimated  sales  price at the end of the  container's
     useful life. The  Partnership  will evaluate the estimated  residual values
     and remaining  estimated  useful lives on an on-going basis and will revise
     its estimates as needed. As a result, depreciation expense may fluctuate in
     future periods based on fluctuations in these estimates.

     Additionally,  the  recoverability of the recorded amounts of containers to
     be held for continued use and identified for sale in the ordinary course of
     business are evaluated to ensure that containers held for continued use are
     not  impaired  and that  containers  identified  for sale are  recorded  at
     amounts  that do not exceed  the  estimated  fair value of the  containers.
     Containers  to be held for continued  use are  considered  impaired and are
     written down to estimated fair value when the estimated future undiscounted
     cash flows are less than the recorded  values.  Containers  identified  for
     sale are  written  down to  estimated  fair value when the  recorded  value
     exceeds the estimated  fair value.  In  determining  the  estimated  future
     undiscounted cash flows and fair value of containers,  assumptions are made
     regarding future demand and market conditions for leased containers and the
     sales prices for used  containers.  If actual  market  conditions  are less
     favorable  than those  projected  or if actual  sales prices are lower than
     those estimated by the Partnership,  additional write-downs may be required
     and/or losses may be realized.

     (d)  Fair Value of Financial Instruments

     In accordance  with  Statement of Financial  Accounting  Standards No. 107,
     "Disclosures  about Fair Value of Financial  Instruments,"  the Partnership
     calculates  the fair  value of  financial  instruments  and  includes  this
     additional  information in the notes to the financial  statements  when the
     fair value is different than the book value of those financial instruments.
     At  December  31,  2002  and  2001,  the fair  value  of the  Partnership's
     financial  instruments (cash,  accounts receivable and current liabilities)
     approximates the related book value of such instruments.

     (e)  Container Rental Equipment

     Container rental equipment is recorded at the cost of the assets purchased,
     less accumulated  depreciation charged.  Through June 30, 2002 depreciation
     of new  containers  was  computed  using the  straight-line  method over an
     estimated  useful life of 12 years to a 28% salvage value.  Used containers
     were  depreciated  based upon their estimated  remaining useful life at the
     date of  acquisition  (from 2 to 11 years).  Effective  July 1,  2002,  the
     Partnership  revised  its  estimate  for  container  salvage  value  from a
     percentage  of  equipment  cost  to an  estimated  dollar  residual  value,
     reflecting current  expectations of ultimate residual values. The effect of
     this  change  for the year  ended  December  31,  2002 was an  increase  to
     depreciation  expense of $105. The Partnership  will evaluate the estimated
     residual values and remaining  estimated  useful lives on an on-going basis
     and will revise its estimates as needed. As a result,  depreciation expense
     may fluctuate in future periods based on fluctuations  in these  estimates.
     When  assets are  retired or  otherwise  disposed  of, the cost and related
     accumulated  depreciation  are removed from the equipment  accounts and any
     resulting gain or loss is recognized in income for the period.

     In accordance  with  Statement of Financial  Accounting  Standards No. 144,
     "Accounting for the Impairment or Disposed of Long-Lived Assets (SFAS 144),
     the Partnership  periodically compares the carrying value of its containers
     to  expected   future  cash  flows  for  the  purpose  of   assessing   the
     recoverability  of the  recorded  amounts.  If the carrying  value  exceeds
     expected  future cash flows,  the assets are written down to estimated fair
     value. In addition,  containers identified for disposal are recorded at the
     lower of carrying amount or fair value less cost to sell.

     New container  prices  steadily  declined from 1995 through 1999.  Although
     container prices increased in 2000, these prices declined again in 2001 and
     have  remained low during  2002.  As a result,  the cost of new  containers
     purchased  in recent years is  significantly  less than the average cost of
     containers  purchased  in  prior  years.  The  Partnership   evaluated  the
     recoverability  of the recorded  amount of container  rental  equipment for
     containers  to be  held  for  continued  use  as  well  as  for  containers
     identified  for sale in the  ordinary  course  of  business.  Based on this
     evaluation,  the  Partnership  determined  that  reductions to the carrying
     value of these containers were not required during the years ended December
     31, 2002, 2001 and 2000.

     The Partnership  will continue to evaluate the  recoverability  of recorded
     amounts of container  rental  equipment  and cautions  that a write-down of
     container  rental  equipment may be required in future  periods for some of
     its container rental equipment.

     (f)  Nature of Income from Operations

     Although  substantially all of the Partnership's  income from operations is
     derived from assets employed in foreign  operations,  virtually all of this
     income is denominated in United States dollars. The Partnership's customers
     are  international  shipping  lines that transport  goods on  international
     trade  routes.  The domicile of the lessee is not  indicative  of where the
     lessee is transporting the containers.  The Partnership's  business risk in
     its foreign operations lies with the creditworthiness of the lessees rather
     than the  geographic  location  of the  containers  or the  domicile of the
     lessees.

     During  the  years  ended  December  31,  2002 and 2001,  no single  lessee
     generated  lease  revenue which was 10% or more of the total revenue of the
     Partnership.  For the year ended December 31, 2000, revenue from one lessee
     accounted for more than 10% of the Partnership's revenues, with revenues of
     10%.  No  other  single   lessee   accounted  for  more  than  10%  of  the
     Partnership's revenues during the year ended 2000.

     (g)  Allocation of Net Earnings and Partnership Distributions

     In accordance with the Partnership  Agreement,  sections 3.08 through 3.12,
     net earnings or losses and  distributions  are generally  allocated 9.5% to
     the General Partners and 90.5% to the Limited  Partners.  If the allocation
     of distributions  exceeds the allocation of net earnings (loss) and creates
     a deficit in a General Partner's capital account, the Partnership Agreement
     provides  for a special  allocation  of gross income equal to the amount of
     the deficit to be made to the General Partners.

     Actual cash distributions to the Limited Partners differ from the allocated
     net  earnings as  presented  in these  financial  statements  because  cash
     distributions   are  based  on  cash  available  for   distribution.   Cash
     distributions  are paid to the general  and  limited  partners on a monthly
     basis in accordance with the provisions of the Partnership Agreement.  Some
     limited partners have elected to have their  distributions  paid quarterly.
     The  Partnership  has recorded  deferred  distributions  of $23 and $22, at
     December 31, 2002 and 2001, respectively.

     (h)  Income Taxes

     The Partnership is not subject to income taxes.  Accordingly,  no provision
     for income taxes has been made.  The  Partnership  files  federal and state
     information  returns  only.  Taxable  income or loss is  reportable  by the
     individual partners.

     (i)  Recovery Costs

     The  Partnership  accrues an  estimate  for  recovery  costs as a result of
     defaults under its leases that it expects to incur,  which are in excess of
     estimated  insurance  proceeds.  The accrued  amount for both periods ended
     December 31, 2002 and 2001 was $100.

     (j)  Damage Protection Plan

     The  Partnership  offers a Damage  Protection  Plan (DPP) to lessees of its
     containers.  Under  the  terms of DPP,  the  Partnership  earns  additional
     revenues on a daily basis and, in return, has agreed to bear certain repair
     costs.  It is the  Partnership's  policy to recognize  these  revenues when
     earned  and  provide a reserve  sufficient  to cover the  estimated  future
     repair costs. DPP expenses are included in direct container expenses in the
     Statements  of Earnings  and the related  reserve at December  31, 2002 and
     2001 was $77 and $52, respectively.

     (k)  Deferred Damage Protection Plan Revenue

     Under certain DPP coverage,  the  Partnership  receives a prepayment of the
     DPP revenue.  The Partnership  records these prepayments as Deferred Damage
     Protection  Plan Revenue.  At December 31, 2002 and 2001 these amounts were
     $114 and $120, respectively.

     (l)  Limited Partners' Per Unit Share of Net Earnings and Distributions

     Limited  partners'  per unit share of both net earnings  and  distributions
     were computed using the weighted average number of units outstanding during
     the years ended December 31, 2002,  2001 and 2000,  which was 1,848,397 for
     all years.

     (m)  Reclassifications

     Certain  reclassifications,  not affecting net earnings,  have been made to
     prior year  amounts in order to  conform  to the 2002  financial  statement
     presentation.

Note 2.  Transactions with Affiliates

     As part of the operation of the  Partnership,  the Partnership is to pay to
     the General Partners an equipment  management fee, an incentive  management
     fee and an equipment  liquidation  fee. These fees are for various services
     provided  in  connection  with the  administration  and  management  of the
     Partnership.  The  Partnership  incurred  $85,  $103 and $107 of  incentive
     management  fees during each of the three years ended  December  31,  2002,
     2001 and 2000,  respectively.  No equipment  liquidation fees were incurred
     during these periods.

     The  Partnership's  containers  are managed by TEM. In its role as manager,
     TEM has authority to acquire,  hold, manage, lease, sell and dispose of the
     containers.  TEM holds,  for the payment of direct  operating  expenses,  a
     reserve of cash that has been collected from leasing operations;  such cash
     is included in due from affiliates, net, at December 31, 2002 and 2001.

     Subject to certain reductions,  TEM receives a monthly equipment management
     fee equal to 7% of gross lease revenues  attributable  to master  operating
     leases  and 2% of gross  lease  revenues  attributable  to full  payout net
     leases.  For the years ended December 31, 2002,  2001 and 2000,  these fees
     totaled $321, $342 and $396, respectively.

     Certain  indirect  general  and  administrative  costs  such  as  salaries,
     employee   benefits,   taxes  and  insurance  are  incurred  in  performing
     administrative  services  necessary to the  operation  of the  Partnership.
     These  costs  are  incurred  and paid by TEM and  TCC.  Total  general  and
     administrative costs allocated to the Partnership were as follows:
<PAGE>

                                                 2002         2001         2000
                                                 ----         ----         ----

               Salaries                          $160         $148         $147
               Other                               93          100          138
                                                  ---          ---          ---
                 Total general and
                    administrative costs         $253         $248         $285
                                                  ===          ===          ===

     TEM allocates these general and administrative  costs based on the ratio of
     the Partnership's interest in the managed containers to the total container
     fleet managed by TEM during the period.  TCC allocates these costs based on
     the ratio of the  Partnership's  containers to the total container fleet of
     all limited partnerships managed by TCC. The General Partners allocated the
     following general and administrative costs to the Partnership:

                                                 2002         2001         2000
                                                 ----         ----         ----

               TEM                               $219         $217         $248
               TCC                                 34           31           37
                                                  ---          ---          ---
                 Total general and
                    administrative costs         $253         $248         $285
                                                  ===          ===          ===

     The  General  Partners  may acquire  containers  in their own name and hold
     title on a temporary basis for the purpose of facilitating  the acquisition
     of such containers for the  Partnership.  The containers may then be resold
     to the  Partnership  on an  all-cash  basis at a price  equal to the actual
     cost, as defined in the Partnership Agreement. One or more General Partners
     may also arrange for the purchase of containers in its or their names,  and
     the  Partnership may then take title to the containers by paying the seller
     directly.

     At  December  31,  2002 and 2001,  amounts  due from  affiliates,  net,  is
     comprised of:

                                                                2002       2001
                                                                ----       ----
               Due from affiliates:
                  Due from TEM.......................            $82       $106
                                                                  --        ---

               Due to affiliates:
                  Due to TL..........................             16         17
                  Due to TCC.........................              7         10
                                                                  --        ---
                                                                  23         27
                                                                  --        ---

               Due from affiliates, net                          $59       $ 79
                                                                  ==        ===

     These amounts  receivable  from and payable to affiliates  were incurred in
     the ordinary course of business  between the Partnership and its affiliates
     and represent timing differences in the accrual and remittance of expenses,
     fees and distributions described above and in the accrual and remittance of
     net rental revenues and container sales proceeds from TEM.

  Note 3.  Lease Rental Income (unaudited)

     Leasing income arises principally from the renting of containers to various
     international  shipping lines. Revenue is recorded when earned according to
     the terms of the container rental contracts.  These contracts are typically
     for  terms of five  years or less.  The  following  is the lease mix of the
     on-lease containers (in units) at December 31, 2002 and 2001:


                                                            2002           2001
                                                            ----           ----

               On-lease under master leases                5,714          4,040
               On-lease under long-term leases             4,144          3,062
                                                           -----          -----

                    Total on-lease containers              9,858          7,102
                                                           =====          =====

     Under  master  lease  agreements,  the lessee is not  committed  to lease a
     minimum number of containers from the Partnership during the lease term and
     may generally  return any portion or all the containers to the  Partnership
     at any time, subject to certain restrictions in the lease agreement.  Under
     long-term  lease  agreements,   containers  are  usually  leased  from  the
     Partnership  for periods of between  three to five  years.  Such leases are
     generally cancelable with a penalty at the end of each twelve-month period.
     Under direct  finance  leases,  the  containers are usually leased from the
     Partnership  for  the  remainder  of the  container's  useful  life  with a
     purchase option at the end of the lease term.

     The remaining containers are off-lease and are located primarily at a large
     number of storage depots.  At December 31, 2002 and 2001, the Partnership's
     off-lease containers were in the following locations:

                                                            2002           2001
                                                            ----           ----

              Americas                                       916            993
              Europe                                         637            875
              Asia                                           244          2,557
              Others                                          58            106
                                                           -----          -----

              Total off-lease containers                   1,855          4,531
                                                           =====          =====


  Note 4.  Income Taxes

     During  the years  ended  December  31,  2002,  2001 and 2000,  there  were
     temporary  differences  of  $18,719,  $19,350  and  $17,336,  respectively,
     between  the  financial  statement  carrying  value of  certain  assets and
     liabilities   and  the  federal   income  tax  basis  of  such  assets  and
     liabilities.  The  reconciliation  of net  income for  financial  statement
     purposes to net income (loss) for federal income tax purposes for the years
     ended December 31, 2002, 2001 and 2000, is as follows:

<TABLE>
<CAPTION>

                                                                            2002            2001           2000
                                                                            ----            ----           ----
<S>                                                                       <C>            <C>             <C>
      Net income per financial statements..........................         $ 89         $   642        $ 1,781
      Increase (decrease) in provision for bad debt................            9             (20)           (51)
      Depreciation for federal income tax  purposes less than
       (in  excess of) depreciation for financial statement
       purposes....................................................          456          (2,106)        (3,571)
      Gain on sale of fixed assets for federal income tax
       purposes in excess of gain recognized for
       financial statement purposes................................          141             158            189
      Increase (decrease) in damage protection plan reserve........           25             (46)           (61)
                                                                             ---          -------        -------

      Net income (loss) for federal income tax purposes............         $720         $(1,372)       $(1,713)
                                                                             ===          =======        =======


</TABLE>


<PAGE>
<TABLE>
<CAPTION>

TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
(a California Limited Partnership)

Selected Quarterly Financial Data
------------------------------------------------------------------------------------------------------------------------

The following is a summary of selected quarterly financial data for the years ended
 December 31, 2002, 2001 and 2000:

                                                                           (Amounts in thousands)
                                                                             2002 Quarters Ended
                                                     -------------------------------------------------------------------
                                                         Mar. 31          June 30           Sept. 30          Dec. 31
                                                     -------------------------------------------------------------------
<S>                                                      <C>             <C>                <C>              <C>
Rental income                                            $ 1,029          $ 1,026            $ 1,205          $ 1,326

(Loss) income from operations                            $   (68)         $  (168)           $    27          $   291

Net (loss) earnings                                      $   (66)         $  (166)           $    28          $   293

Limited partners' share of net (loss) earnings           $  (117)         $  (217)           $   (22)         $   242

Limited partners' share of distributions                 $   462          $   462            $   462          $   462


                                                                             2001 Quarters Ended
                                                     -------------------------------------------------------------------
                                                         Mar. 31          June 30           Sept. 30          Dec. 31
                                                     -------------------------------------------------------------------

Rental income                                            $ 1,329          $ 1,223            $ 1,227          $ 1,114

Income from operations                                   $   234          $   131            $   133          $   108

Net earnings                                             $   248          $   142            $   140          $   112

Limited partners' share of net earnings                  $   177          $    71            $    82          $    62

Limited partners' share of distributions                 $   647          $   647            $   523          $   463


                                                                             2000 Quarters Ended
                                                     -------------------------------------------------------------------
                                                         Mar. 31          June 30           Sept. 30          Dec. 31
                                                     -------------------------------------------------------------------

Rental income                                            $ 1,407          $ 1,444            $ 1,389          $ 1,457

Income from operations                                   $   363          $   516            $   466          $   369

Net earnings                                             $   393          $   452            $   456          $   480

Limited partners' share of net earnings                  $   332          $   392            $   395          $   412

Limited partners' share of distributions                 $   555          $   554            $   554          $   617

</TABLE>

<PAGE>




ITEM 9.      CHANGES  IN AND  DISAGREEMENTS  WITH  ACCOUNTANTS ON ACCOUNTING AND
             FINANCIAL DISCLOSURE.

There have been none.
                                    PART III

ITEM 10.     DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The Registrant has no officers or directors.

As described in the Prospectus, the Registrant's three general partners are TCC,
TEM and TL. TCC is the Managing  General  Partner of the Partnership and TEM and
TL are Associate  General  Partners.  The Managing General Partner and Associate
General Partners are collectively referred to as the General Partners.  TCC, TEM
and TL are wholly-owned  subsidiaries of Textainer Group Holdings Limited (TGH).
The General Partners act in this capacity for other limited partnerships.

TCC, as the Managing General Partner, is responsible for managing the
administration and operation of the Registrant, and for the formulation and
administration of investment policies.

TEM, an Associate  General Partner,  manages all aspects of the operation of the
Registrant's equipment.

TL, an Associate  General Partner,  owns a fleet of container rental  equipment,
which is  managed  by TEM.  TL  provides  advice  to the  Partnership  regarding
negotiations  with financial  institutions,  manufacturers and equipment owners,
and regarding the terms upon which particular items of equipment are acquired.

Section 16(a) Beneficial Ownership Reporting Compliance.
________________________________________________________

Section 16(a) of the Securities  Exchange Act of 1934 requires the Partnership's
General Partners,  policy-making officials and persons who beneficially own more
than ten  percent  of the Units to file  reports  of  ownership  and  changes in
ownership with the Securities and Exchange  Commission.  Copies of these reports
must also be furnished to the Partnership.

Based  solely  on a  review  of  the  copies  of  such  forms  furnished  to the
Partnership  or on written  representations  that no forms were  required  to be
filed, the Partnership believes that with respect to its most recent fiscal year
ended  December 31, 2002,  all Section 16(a) filing  requirements  were complied
with. No member of management or beneficial  owner owned more than 10 percent of
any  interest in the  Partnership.  None of the  individuals  subject to Section
16(a) failed to file or filed late any reports of transactions in the Units.

<PAGE>
<TABLE>
<CAPTION>

The directors and executive officers of the General Partners are as follows:

Name                             Age     Position
----                             ---     --------
<S>                              <C>    <C>
Neil I. Jowell                   69      Director and Chairman of TGH, TEM, TL, TCC and TFS
John A. Maccarone                58      President, CEO and Director of TGH, TEM, TL, TCC and TFS
James E. Hoelter                 63      Director of TGH, TCC and TFS
Philip K. Brewer                 46      Senior Vice President - Asset Management Group and Director of TL
Robert D. Pedersen               43      Senior Vice President - Leasing Group, Director of TEM
Ernest J. Furtado                47      Senior Vice  President,  CFO and  Secretary  of TGH,  TEM,  TL, TCC and TFS,
                                         Director of TL, TCC and TFS
Gregory W. Coan                  39      Vice President and Chief Information Officer of TEM
Wolfgang Geyer                   49      Regional Vice President - Europe
Mak Wing Sing                    45      Regional Vice President - South Asia
Masanori Sagara                  47      Regional Vice President - North Asia
Stefan Mackula                   50      Vice President -  Equipment Resale
Anthony C. Sowry                 50      Vice President - Corporate Operations and Acquisitions
Richard G. Murphy                50      Vice President - Risk Management
Janet S. Ruggero                 54      Vice President - Administration and Marketing Services
Jens W. Palludan                 52      Regional Vice President - Americas and Logistics
Isam K. Kabbani                  68      Director of TGH
James A. C. Owens                63      Director of TGH, TEM and TL
S. Arthur Morris                 69      Director of TGH, TEM and TL
Dudley R. Cottingham             51      Assistant Secretary, Vice President and Director of TGH, TEM and TL
Cecil Jowell                     67      Director of TGH, TEM and TL
Henrick van der Merwe            55      Director of TGH, TEM and TL
James E.  McQueen                58      Director of TGH, TEM and TL
Harold J. Samson                 81      Director of TCC and TFS
Nadine Forsman                   35      Controller of TCC and TFS
</TABLE>

Unless  otherwise  noted,  all directors have served as directors of the General
Partners since at least 1993.

     Neil I. Jowell is Director and Chairman of TGH,  TEM, TL, TCC and TFS and a
member  of  the  Investment   Advisory   Committee  and  Audit   Committee  (see
"Committees"  below). Mr. Jowell became Director and Chairman of TEM in 1994. He
has served on the Board of Trencor  Ltd.  (Trencor)  since 1966 and as  Chairman
since 1973. He is also a Director of Mobile  Industries  Ltd.  (Mobile) (1969 to
present),  which is the major shareholder in Trencor,  a publicly traded company
listed on the JSE Securities  Exchange South Africa.  Trencor's core business is
the owning,  financing,  leasing and  managing of marine  cargo  containers  and
returnable  packaging units  worldwide,  finance  related  activities and supply
chain  management  services.  Other  interests are the manufacture and export of
tank containers for international markets and road trailer manufacturing.  He is
also a Director of a number of Mobile and  Trencor's  subsidiaries.  Mr.  Jowell
became  affiliated  with the General  Partners and its  affiliates  when Trencor
became,  through its beneficial ownership in two controlled  companies,  a major
shareholder  of TGH in 1992.  Mr.  Jowell has over 40 years'  experience  in the
transportation  industry. He holds an M.B.A. degree from Columbia University and
Bachelor of Commerce and Ll.B.  degrees from the  University  of Cape Town.  Mr.
Neil I. Jowell and Mr. Cecil Jowell are brothers.

     John A.  Maccarone is President,  CEO and Director of TGH, TEM, TL, TCC and
TFS. Mr. Maccarone became  President,  CEO of TGH, TL, TCC and TFS in 1998 and a
director of TEM in 1994. In this capacity,  he is responsible for overseeing the
management of and coordinating the activities of Textainer's  worldwide fleet of
marine  cargo   containers   and  the  activities  of  TGH,  TL,  TCC  and  TFS.
Additionally,  he is Chairman of the Equipment Investment Committee,  the Credit
Committee and the Investment  Advisory Committee (see "Committees",  below). Mr.
Maccarone was instrumental in co-founding Intermodal Equipment Associates (IEA),
a marine container leasing company based in San Francisco, and held a variety of
executive  positions with IEA from 1979 until 1987, when he joined the Textainer
Group.  Mr.  Maccarone  was  previously a Director of Marketing  for Trans Ocean
Leasing  Corporation in Hong Kong with responsibility for all leasing activities
in  Southeast  Asia.   From  1969  to  1977,  Mr.   Maccarone  was  a  marketing
representative  for IBM  Corporation.  He holds a Bachelor of Science  degree in
Engineering  Management  from  Boston  University  and  an  M.B.A.  from  Loyola
University of Chicago.

     James E. Hoelter is a director of TGH, TCC and TFS.  Mr.  Hoelter  became a
director of TEM in 1994. In addition,  Mr.  Hoelter is a member of the Equipment
Investment Committee,  the Investment Advisory Committee and the Audit Committee
(see  "Committees",  below).  Mr. Hoelter was the President and Chief  Executive
Officer of TGH and TL from 1993 to 1998 and was a  director  of TEM and TL until
March 2003. Mr. Hoelter serves as a consultant to Trencor (1999 to present). Mr.
Hoelter  became a  director  of  Trencor  in  December  2002 and he  serves as a
director of Trenstar Ltd., a Trencor  affiliate.  Prior to joining the Textainer
Group in 1987, Mr.  Hoelter was president of IEA. Mr. Hoelter  co-founded IEA in
1978 with Mr.  Maccarone and was president from inception  until 1987. From 1976
to 1978, Mr.  Hoelter was vice president for Trans Ocean Ltd., San Francisco,  a
marine container  leasing  company,  where he was responsible for North America.
From 1971 to 1976, he worked for Itel Corporation,  San Francisco,  where he was
director of financial leasing for the container  division.  Mr. Hoelter received
his B.B.A. in finance from the University of Wisconsin,  where he is an emeritus
member of its Business  School's Dean's Advisory Board, and his M.B.A.  from the
Harvard Graduate School of Business Administration.

     Philip K. Brewer is Senior Vice President - Asset  Management Group and has
been such since 1999.  Mr. Brewer has been a director of TL since 2000 and was a
director of TEM from August 2002 through March 2003. He was President of TCC and
TFS from  January 1, 1998 to December 31, 1998 until his  appointment  as Senior
Vice  President - Asset  Management  Group.  As President of TCC, Mr. Brewer was
responsible for overseeing the management of, and coordinating the activities of
TCC and TFS. As Senior Vice  President,  he is  responsible  for  optimizing the
capital  structure of and identifying  new sources of finance for Textainer,  as
well  as  overseeing  the  management  of and  coordinating  the  activities  of
Textainer's risk management, logistics and the resale divisions. Mr. Brewer is a
member of the Equipment  Investment  Committee,  the Credit  Committee and was a
member of the  Investment  Advisory  Committee  through  December  31, 1998 (see
"Committees"  below).  Prior to  joining  Textainer  in  1996,  as  Senior  Vice
President - Capital  Markets for TGH and TL, Mr.  Brewer worked at Bankers Trust
from 1990 to 1996,  starting as a Vice President in Corporate Finance and ending
as Managing  Director and Country  Manager for Indonesia;  from 1989 to 1990, he
was Vice President in Corporate  Finance at Jarding Fleming;  from 1987 to 1989,
he was Capital  Markets  Advisor to the United States  Agency for  International
Development;  and from  1984 to 1987 he was an  Associate  with  Drexel  Burnham
Lambert in New York.  Mr.  Brewer  holds an M.B.A.  in Finance from the Graduate
School of Business at Columbia University, and a B.A. in Economics and Political
Science from Colgate University.

     Robert D. Pedersen is Senior Vice-President - Leasing Group responsible for
worldwide sales and marketing related  activities and operations since 1999. Mr.
Pederson  has also served as a Director of TEM,  since 1997.  Mr.  Pedersen is a
member of the  Equipment  Investment  Committee  and the Credit  Committee  (see
"Committees"  below). He joined Textainer in 1991 as Regional Vice President for
the Americas  Region.  Mr.  Pedersen has  extensive  experience  in the industry
having  held a  variety  of  positions  with  Klinge  Cool,  a  manufacturer  of
refrigerated container cooling units (from 1989 to 1991), where he was worldwide
sales and marketing  director,  XTRA, a container lessor (from 1985 to 1988) and
Maersk Line, a container  shipping line (from 1978 to 1984).  Mr.  Pedersen is a
graduate of the A.P. Moller shipping and transportation program and the Merkonom
Business School in Copenhagen, majoring in Company Organization.

     Ernest J. Furtado is Senior Vice President,  CFO and Secretary of TGH, TEM,
TL, TCC and TFS and has been such since 1999.  Mr.  Furtado is a Director of TCC
and TFS,  and has served as such since 1997.  He was a director of TEM from 2002
through  March 2003 and became a director  of TL in March  2003.  As Senior Vice
President,  CFO and Secretary,  he is responsible for all accounting,  financial
management, and reporting functions for TGH, TEM, TL, TCC and TFS. Additionally,
he is a member  of the  Investment  Advisory  Committee  for  which he serves as
Secretary,  the Equipment  Investment  Committee and the Credit  Committee  (see
"Committees",  below). Prior to these positions,  he held a number of accounting
and financial management positions at Textainer,  of increasing  responsibility.
Prior to joining  Textainer in May 1991,  Mr.  Furtado was  Controller  for Itel
Instant  Space and  manager  of  accounting  for Itel  Containers  International
Corporation,  both in San Francisco,  from 1984 to 1991. Mr.  Furtado's  earlier
business  affiliations include serving as audit manager for Wells Fargo Bank and
as senior  accountant with John F. Forbes & Co., both in San Francisco.  He is a
Certified Public Accountant and holds a B.S. in business administration from the
University of California at Berkeley and an M.B.A.  in information  systems from
Golden Gate University.

     Gregory W. Coan is Vice President and Chief Information  Officer of TEM and
has served as such since 2001. In this capacity, Mr. Coan is responsible for the
worldwide  information  systems  of  Textainer.  He also  serves  on the  Credit
Committee (see "Committees",  below). Prior to these positions, Mr. Coan was the
Director of Communications  and Network Services from 1995 to 1999, where he was
responsible for Textainer's network and hardware infrastructure.  Mr. Coan holds
a Bachelor of Arts degree in political science from the University of California
at Berkeley  and an M.B.A.  with an emphasis in  telecommunications  from Golden
Gate University.

     Wolfgang Geyer is based in Hamburg,  Germany and is Regional Vice President
- Europe,  responsible for coordinating all leasing activities in Europe, Africa
and the Middle  East/Persian  Gulf and has served as such since 1997.  Mr. Geyer
joined Textainer in 1993 and was the Marketing  Director in Hamburg through July
1997.  From 1991 to 1993,  Mr. Geyer most recently was the Senior Vice President
for Clou Container  Leasing,  responsible for its worldwide leasing  activities.
Mr. Geyer spent the remainder of his leasing  career,  1975 through  1991,  with
Itel Container,  during which time he held numerous positions in both operations
and marketing within the company.

     Mak Wing Sing is based in Singapore  and is the Regional  Vice  President -
South Asia,  responsible  for  container  leasing  activities  in  North/Central
People's  Republic of China,  Hong Kong,  South China (PRC),  Southeast Asia and
Australia/New  Zealand and has served as such since 1996.  Mr. Mak most recently
was the Regional Manager,  Southeast Asia, for Trans Ocean Leasing, from 1994 to
1996.  From 1987 to 1994, Mr. Mak worked with Tiphook as their Regional  General
Manager,  and with  OOCL  from  1976 to 1987 in a  variety  of  positions,  most
recently as their Logistics Operations Manager.

     Masanori  Sagara  is based in  Yokohama,  Japan  and is the  Regional  Vice
President - North Asia,  responsible for container leasing  activities in Japan,
Korea, and Taiwan and has served as such since 1996. Mr. Sagara joined Textainer
in 1990 and was the company's  Marketing  Director in Japan  through 1996.  From
1987 to 1990, he was the Marketing Manager at IEA. Mr. Sagara's other experience
in the container leasing business includes marketing  management at Genstar from
1984 to 1987 and various container  operations positions with Thoresen & Company
from 1979 to 1984.  Mr.  Sagara holds a Bachelor of Science  degree in Economics
from Aoyama Bakuin University.

     Stefan  Mackula is Vice  President  -  Equipment  Resale,  responsible  for
coordinating  the worldwide  sale of equipment  into  secondary  markets and has
served as such since 1993. Mr. Mackula also served as Vice President - Marketing
from  1989 to  1991  where  he was  responsible  for  coordinating  all  leasing
activities in Europe,  Africa, and the Middle East. Mr. Mackula joined Textainer
in 1983 as Leasing Manager for the United Kingdom.  Prior to joining  Textainer,
Mr. Mackula held, beginning in 1972, a variety of positions in the international
container shipping industry.

     Anthony C. Sowry is Vice President - Corporate  Operations and Acquisitions
and has  served  as  such  since  1996.  He is also a  member  of the  Equipment
Investment  Committee and the Credit Committee (see  "Committees",  below).  Mr.
Sowry  supervises  all  international  container  operations,   maintenance  and
technical functions for the fleets under Textainer's management. In addition, he
is  responsible  for the  acquisition  of all new and  used  containers  for the
Textainer Group. He began his affiliation with Textainer in 1982, when he served
as Fleet Quality  Control  Manager for Textainer Inc.  until 1988.  From 1980 to
1982, he was operations manager for Trans Container Services in London; and from
1978 to 1982, he was a technical representative for Trans Ocean Leasing, also in
London.  He  received  his B.A.  degree in business  management  from the London
School of  Business.  Mr.  Sowry is a member of the  Technical  Committee of the
International   Institute  of  Container  Lessors  and  a  certified   container
inspector.

     Richard G. Murphy is Vice President - Risk Management,  responsible for all
credit and risk management  functions and has served as such since 1996. He also
supervises the administrative aspects of equipment acquisitions.  He is a member
of and acts as secretary to the Equipment  Investment and Credit Committees (see
"Committees",  below). He has held a number of positions at Textainer, including
Director of Credit and Risk  Management from 1989 to 1991 and as Controller from
1988 to 1989. Prior to the takeover of the management of the Interocean  Leasing
Ltd. fleet by TEM in 1988,  Mr. Murphy held various  positions in the accounting
and  financial  areas with that  company  from 1980,  acting as Chief  Financial
Officer from 1984 to 1988.  Prior to 1980, he held various  positions with firms
of public accountants in the U.K. Mr. Murphy is an Associate of the Institute of
Chartered  Accountants  in England  and Wales and holds a Bachelor  of  Commerce
degree from the National University of Ireland.

     Janet S. Ruggero is Vice President - Administration  and Marketing Services
and has served as such since 1993. Ms.  Ruggero is responsible  for the tracking
and billing of fleets under TEM management,  including direct responsibility for
ensuring that all data is input in an accurate and timely  fashion.  She assists
the marketing and operations  departments by providing  statistical  reports and
analyses and serves on the Credit Committee (see "Committees",  below). Prior to
joining  Textainer in 1986,  Ms.  Ruggero held various  positions with Gelco CTI
over the  course  of 15  years,  the  last  one as  Director  of  Marketing  and
Administration  for the North American Regional office in New York City. She has
a B.A. in education from Cumberland College.

     Jens W.  Palludan is based in  Hackensack,  New Jersey and is the  Regional
Vice  President - Americas and  Logistics,  responsible  for  container  leasing
activities in North/South  America and for coordinating  container logistics and
has served as such since 2001.  He joined  Textainer  in 1993 as  Regional  Vice
President - Americas/Africa/Australia,  responsible for coordinating all leasing
activities in North and South America,  Africa and  Australia/New  Zealand.  Mr.
Palludan spent his career from 1969 through 1992 with Maersk Line of Copenhagen,
Denmark in a variety of key  management  positions in both Denmark and overseas.
Mr.  Palludan's  most  recent  position  at Maersk was that of General  Manager,
Equipment and Terminals,  where he was responsible for the entire managed fleet.
Mr. Palludan holds an M.B.A.  from the Centre European  D'Education  Permanente,
Fontainebleau, France.

     Sheikh  Isam K.  Kabbani  is a  director  of TGH and was a  director  of TL
through March 2003. He is Chairman and principal  stockholder  of the IKK Group,
Jeddah,  Saudi Arabia, a manufacturing and trading group which is active both in
Saudi Arabia and  internationally.  In 1959 Sheikh Isam Kabbani joined the Saudi
Arabian  Ministry  of  Foreign  Affairs,  and in 1960 moved to the  Ministry  of
Petroleum  for a period of ten years.  During  this time he was  seconded to the
Organization of Petroleum  Exporting  Countries (OPEC).  After a period as Chief
Economist of OPEC, in 1967 he became the Saudi Arabian member of OPEC's Board of
Governors.  In 1970 he left the  Ministry  of  Petroleum  to  establish  his own
business,  the  National  Marketing  Group,  which has since been his  principal
business activity.  Sheikh Kabbani holds a B.A. degree from Swarthmore  College,
Pennsylvania,  and an M.A. degree in Economics and International  Relations from
Columbia University.

     James A. C. Owens is a director of TGH and TL, and beginning in March 2003,
a director of TEM. Mr. Owens has been  associated with the Textainer Group since
1980.  In 1983 he was  appointed to the Board of Textainer  Inc.,  and served as
President  of Textainer  Inc.  from 1984 to 1987.  From 1987 to 1998,  Mr. Owens
served as an  alternate  director on the Boards of TI, TGH and TL and has served
as  director  of TGH and TL since  1998.  Apart  from his  association  with the
Textainer  Group,  Mr.  Owens  has been  involved  in  insurance  and  financial
brokerage companies and captive insurance companies.  He is a member of a number
of Boards of Directors.  Mr. Owens holds a Bachelor of Commerce  degree from the
University of South Africa.

     S. Arthur  Morris is a director  of TGH,  TEM and TL. Mr.  Morris  became a
director  of TEM in 1994.  He is a  founding  partner  in the firm of Morris and
Kempe,   Chartered   Accountants   (1962-1977)  and  currently  functions  as  a
correspondent  member of a number of international  accounting firms through his
firm Arthur Morris and Company (1977 to date). He is also President and director
of  Continental   Management  Limited  (1977  to  date)  and  Continental  Trust
Corporation Limited (1994 to date).  Continental Management Limited is a Bermuda
corporation  that  provides   corporate   representation,   administration   and
management  services  and  Continental  Trust  Corporation  Limited is a Bermuda
Corporation  that  provides   corporate  and  individual  trust   administration
services.  He has also  served as a director of Turks & Caicos  First  Insurance
Company  Limited since 1993.  Mr. Morris has over 30 years  experience in public
accounting and serves on numerous  business and charitable  organizations in the
Cayman Islands and Turks and Caicos Islands.

     Dudley R. Cottingham is Assistant Secretary,  Vice President and a director
of TGH,  TEM and TL. Mr.  Cottingham  became a director of TEM in 1994.  He is a
partner with Arthur Morris and Company  (1977 to date) and a Vice  President and
director of Continental  Management Limited (1978 to date) and Continental Trust
Corporation  Limited,  which are all in the Cayman  Islands and Turks and Caicos
Islands.  Continental  Management Limited is a Bermuda corporation that provides
corporate representation, administration and management services and Continental
Trust Corporation  Limited is a Bermuda  corporation that provides corporate and
individual trust  administration  services.  He has also served as a director of
Turks & Caicos First Insurance  Company  Limited since 1993. Mr.  Cottingham has
over 20 years experience in public accounting with  responsibility for a variety
of international and local clients.

     Cecil Jowell is a director of TGH, TEM and TL and has been such since March
2003.  Mr.  Jowell is also a Director  and  Chairman of Mobile  Industries  Ltd.
(Mobile), which is a public company, quoted on the JSE Securities Exchange South
Africa.  Mr.  Jowell has been a Director of Mobile since 1969 and was  appointed
Chairman in 1973.  It is the major  shareholder  in Trencor  Ltd.  (Trencor),  a
publicly  traded  company  listed on the JSE  Securities  Exchange South Africa.
Trencor's core business is the owning, financing, leasing and managing of marine
cargo  containers and returnable  packaging  units  worldwide,  finance  related
activities  and  supply  chain  management  services.  Other  interests  are the
manufacture  and export of tank  containers for  international  markets and road
trailer  manufacturing.  He is an Executive  Director of Trencor and has been an
executive  in that group for over 40 years.  Mr.  Jowell is also a Director of a
number of Mobile and Trencor's  subsidiaries as well as a Director of Scientific
Development and Integration (Pty) Ltd, a scientific research company. Mr. Jowell
was a  Director  and  Chairman  of WACO  International  Ltd.,  an  international
industrial  group listed on the JSE Securities  Exchange South Africa,  and with
subsidiaries  listed on the Sydney and London Stock  Exchanges from 1997 through
2000.  Mr.  Jowell  holds a Bachelor  of  Commerce  and Ll.B.  degrees  from the
University  of Cape Town and is a graduate of the  Institute of  Transport.  Mr.
Cecil Jowell and Mr. Neil I. Jowell are brothers.

     Hendrik R. van der Merwe is a Director of TGH, TEM and TL and has served as
such since  March  2003.  Mr.  van der Merwe is also an  Executive  Director  of
Trencor Ltd.  (Trencor) and has served as such since 1998. In this capacity,  he
is  responsible  for certain  operating  entities and  strategic  and  corporate
functions  within the Trencor group of companies.  Trencor is a publicly  traded
company listed on the JSE Securities Exchange South Africa. Its core business is
the owning,  financing,  leasing and  managing of marine  cargo  containers  and
returnable  packaging units  worldwide,  finance  related  activities and supply
chain  management  services.  Other  interests are the manufacture and export of
tank containers for international  markets and road trailer  manufacturing.  Mr.
van der Merwe is currently  also  Chairman of TrenStar,  Inc.,  based in Denver,
Colorado and a Director of various  companies  in the  TrenStar  group and other
companies in the wider Trencor  group and has been such since 2000.  Mr. van der
Merwe served as Deputy Chairman for Waco  International  Ltd., an  international
industrial  group listed on the JSE  Securities  Exchange  South Africa and with
subsidiaries  listed on the Sydney and London Stock Exchanges from 1991 to 1998,
where he served on the  Boards of those  companies.  From 1990 to 1991,  he held
various senior executive positions in the banking sector in South Africa, lastly
as Chief Executive Officer of Sendbank,  the  corporate/merchant  banking arm of
Bankorp  Group Ltd.  Prior to entering  the  business  world,  Mr. van der Merwe
practiced as an attorney at law in Johannesburg, South Africa. Mr. van der Merwe
holds a Bachelor of Arts and Ll.B.  degrees from the University of  Stellenbosch
and an Ll.M (Taxation) degree from the University of the Witwatersrand.

     James E.  McQueen is a Director  of TGH,  TEM and TL and has served as such
since March 2003. Mr. McQueen joined Trencor Ltd. (Trencor) in June 1976 and has
served on the Board of the  company as  Financial  Director  (CFO)  since  1996.
Trencor is a publicly traded company listed on the JSE Securities Exchange South
Africa.  Its core  business is the owning,  financing,  leasing and  managing of
marine cargo  containers  and  returnable  packaging  units  worldwide,  finance
related activities and supply chain management services. Other interests are the
manufacture  and export of road tank  containers for  international  markets and
trailer  manufacturing.  Mr. McQueen is also a Director of a number of Trencor's
subsidiaries.  Prior to joining Trencor, Mr. McQueen was an accountant in public
practice.  He holds a Bachelor of Commerce  degree from the  University  of Cape
Town and is a Chartered Accountant (South Africa).

     Harold J. Samson is a director of TCC and TFS since 2003 and is a member of
the Investment  Advisory  Committee and the Audit  Committee  (see  Committees",
below).  Through  December 31, 2002, he was a director of TGH and TL. Mr. Samson
served as a consultant to various  securities firms from 1981 to 1989. From 1974
to 1981 he was Executive Vice  President of Foster & Marshall,  Inc., a New York
Stock  Exchange  member firm based in Seattle.  Mr. Samson was a director of IEA
from 1979 to 1981.  From 1957 to 1984 he served as Chief  Financial  Officer  in
several  New York Stock  Exchange  member  firms.  Mr.  Samson  holds a B.S.  in
Business  Administration  from the University of  California,  Berkeley and is a
California Certified Public Accountant.

     Nadine  Forsman  is the  Controller  of TCC and TFS and has  served as such
since 1996.  Additionally,  she is a member of the Investment Advisory Committee
and Equipment  Investment  Committee (See "Committees"  below). As controller of
TCC and  TFS,  she is  responsible  for  accounting,  financial  management  and
reporting  functions  for TCC and TFS as well as overseeing  all  communications
with the Limited Partners and as such,  supervises personnel in performing these
functions.  Prior to joining  Textainer in August 1996, Ms. Forsman was employed
by KPMG LLP,  holding various  positions,  the most recent of which was manager,
from 1990 to 1996. Ms. Forsman is a Certified Public Accountant and holds a B.S.
in Accounting and Finance from San Francisco State University.

Committees

     The Managing General Partner has established the following three committees
to  facilitate   decisions   involving   credit  and   organizational   matters,
negotiations,  documentation,  management and final disposition of equipment for
the Partnership and for other programs organized by the Textainer Group:

     Equipment Investment Committee.  The Equipment Investment Committee reviews
the  equipment  leasing  operations of the  Partnership  on a regular basis with
emphasis on matters involving equipment purchases, equipment remarketing issues,
and decisions  regarding ultimate  disposition of equipment.  The members of the
committee are John A. Maccarone (Chairman),  James E. Hoelter, Anthony C. Sowry,
Richard G. Murphy (Secretary),  Philip K. Brewer, Robert D. Pedersen,  Ernest J.
Furtado and Nadine Forsman.

     Credit Committee.  The Credit Committee establishes credit limits for every
lessee and potential lessee of equipment and periodically  reviews these limits.
In setting such limits, the Credit Committee  considers such factors as customer
trade routes,  country,  political risk, operational history, credit references,
credit agency analyses, financial statements, and other information. The members
of the Credit  Committee  are John A.  Maccarone  (Chairman),  Richard G. Murphy
(Secretary),  Janet S. Ruggero,  Anthony C. Sowry,  Philip K. Brewer,  Ernest J.
Furtado, Robert D. Pedersen and Gregory W. Coan.

     Investment  Advisory  Committee.  The Investment Advisory Committee reviews
investor program operations on at least a quarterly basis,  emphasizing  matters
related to cash  distributions  to investors,  cash flow  management,  portfolio
management, and liquidation. The Investment Advisory Committee is organized with
a  view  to  applying  an  interdisciplinary  approach,   involving  management,
financial,  legal and marketing  expertise,  to the analysis of investor program
operations.  The  members  of the  Investment  Advisory  Committee  are  John A.
Maccarone (Chairman),  James E. Hoelter,  Ernest J. Furtado (Secretary),  Nadine
Forsman, Harold J. Samson and Neil I. Jowell.

     Additionally,  the  Managing  General  Partner  has  established  an  audit
committee to oversee the accounting and financial reporting processes and audits
of the financial  statements of the  Partnership  as well as other  partnerships
managed by the General Partner.  The members of the audit committee are James E.
Hoelter, Neil I. Jowell and Harold J. Samson.



ITEM 11.     EXECUTIVE COMPENSATION

The Registrant  has no executive  officers and does not reimburse TCC, TEM or TL
for the  remuneration  payable  to their  executive  officers.  For  information
regarding  reimbursements  made by the Registrant to the General  Partners,  see
note 2 of the Financial Statements in Item 8. See also Item 13(a) below.


ITEM 12.     SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

(a)     Security Ownership of Certain Beneficial Owners

        There is no person or "Group"  who is  known to the Registrant to be the
        beneficial owner of more  than five percent of the outstanding  units of
        limited partnership interest in the Registrant.


(b)     Security Ownership of Management

        As of  January 1, 2003,  no Units were owned by any  executive  officers
        or directors of the General Partners.


(c)     Changes in Control.

        Inapplicable.


PART 201 (d) Securities under Equity Compensation Plans.

        Inapplicable.
<PAGE>


ITEM 13.     CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

(a)     Transactions with Management and Others.

                             (Amounts in thousands)

        At  December 31, 2002 and 2001, amounts  due  from  affiliates,  net, is
        comprised of:

                                                          2002             2001
                                                          ----             ----

               Due from affiliates:
                  Due from TEM.....................        $82             $106
                                                            --              ---

               Due to affiliates:
                  Due to TL........................         16               17
                  Due to TCC.......................          7               10
                                                            --              ---
                                                            23               27
                                                            --              ---

               Due from affiliates, net                    $59             $ 79
                                                            ==              ===

These amounts  receivable  from and payable to  affiliates  were incurred in the
ordinary  course of business  between the  Partnership  and its  affiliates  and
represent timing differences in the accrual and remittance of expenses, fees and
distributions  and in the  accrual and  remittance  of net rental  revenues  and
container sales proceeds from TEM.


In  addition,  the  Registrant  paid or will pay the  following  amounts  to the
General Partners:

         Management fees in connection with the operations of the Registrant:

                                                2002      2001      2000
                                                ----      ----      ----

                    TEM..................       $406      $445      $503
                                                 ===       ===       ===

         Reimbursement  for   administrative  costs  in   connection  with   the
         operations of the Registrant:


                                                2002      2001      2000
                                                ----      ----      ----

                    TEM..................       $219      $217      $248
                    TCC..................         34        31        37
                                                 ---       ---       ---
                    Total................       $253      $248      $285
                                                 ===       ===       ===

        The General Partners may  acquire  containers in their own name and hold
        title  on a  temporary   basis  for the  purpose   of  facilitating  the
        acquisition of  such containers for the  Partnership. The containers may
        then be  resold to the  Partnership  on an   all-cash  basis  at a price
        equal to the actual cost, as  defined in the Partnership  Agreement. One
        or   more  General  Partners  may   also  arrange  for the  purchase  of
        containers in its or their  names,  and the  Partnership   may then take
        title to the containers by paying the seller directly.


(b)     Certain Business Relationships.

        Inapplicable.

(c)     Indebtedness of Management

        Inapplicable.

(d)     Transactions with Promoters

        Inapplicable.

See  the  "Management"  and  the  "Compensation  of  the  General  Partners  and
Affiliates" sections of the Registrant's  Prospectus,  as supplemented,  and the
Notes to the Financial Statements in Item 8.
<PAGE>

ITEM 14.     CONTROLS AND PROCEDURES

Based on an evaluation of the Partnership's  disclosure  controls and procedures
(as defined in Rules 13a-14 and 15d-14 of the  Securities  Exchange Act of 1934)
conducted  within  ninety days of the filing date of this  report,  the managing
general partner's  principal  executive officer and principal  financial officer
have found those  controls and  procedures to be  effective.  There have been no
significant  changes in the Partnership's  internal controls or in other factors
that could  significantly  affect these controls subsequent to the date of their
evaluation   including  any  corrective   actions  with  regard  to  significant
deficiencies and material weaknesses.


                                     PART IV

ITEM 15.     EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

(a)      1.      Audited  financial  statements  of the Registrant for  the year
                 ended December 31, 2002 are contained in Item 8 of this Report.

         2.      Financial Statement Schedules.

                 (i)  Independent Auditors' Report on Supplementary Schedule.

                 (ii) Schedule II - Valuation and Qualifying Accounts.

         3.      Exhibits

                 Exhibits  99.1 and  99.2  Certifications  pursuant to 18 U.S.C.
                 Section  1350, as  adopted, and  regarding  Section  906 of the
                 Sarbanes-Oxley Act of 2002.

                 Exhibits Incorporated by reference


                 (i)  The  Registrant's   Prospectus   as  contained   in   Pre-
                      Effective    Amendment   No. 4    to    the   Registrant's
                      Registration   Statement (No.  33-99534),  as   filed with
                      the   Commission   on   May 10, 1996,   and   supplemented
                      by   Supplement  No. 1,   as  filed  with  the  Commission
                      under   Rule  424(b)  of  the  Securities  Act  of 1933 on
                      March 24, 1997.

                 (ii) The   Registrant's    limited    partnership    agreement,
                      Exhibit A to the Prospectus.

(b)      During the year ended 2002,  no reports on Form  8-K have been filed by
         the Registrant.


<PAGE>



             Independent Auditors' Report on Supplementary Schedule
             ------------------------------------------------------






The Partners
Textainer Equipment Income Fund VI, L.P.:

Under the date of February  14,  2003,  we  reported  on the  balance  sheets of
Textainer  Equipment  Income Fund VI, L.P. (the  Partnership) as of December 31,
2002 and 2001,  and the related  statements of earnings,  partners'  capital and
cash flows for each of the years in the  three-year  period  ended  December 31,
2002,  which are included in the 2002 annual  report on Form 10-K. In connection
with our audit of the aforementioned  financial statements,  we also audited the
related  financial  statement  schedule  as  listed in Item 15.  This  financial
statement  schedule is the responsibility of the Partnership's  management.  Our
responsibility  is to express an opinion on this  financial  statement  schedule
based on our audits.

In our  opinion,  such  schedule,  when  considered  in  relation  to the  basic
financial  statements  taken  as a  whole,  presents  fairly,  in  all  material
respects, the information set forth therein.



                                  /s/ KPMG LLP


San Francisco, California
February 14, 2003


<PAGE>
<TABLE>
<CAPTION>


TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
(a California Limited Partnership)

Schedule II - Valuation and Qualifying Accounts
(Amounts in thousands)
------------------------------------------------------------------------------------------------------------------------------------


                                                                             Charged                                 Balance
                                                       Balance at            to Costs                                At End
                                                       Beginning               And                                     of
                                                       of Period            Expenses           Deduction             Period
                                                       ----------           --------           ---------             -------
<S>                                                    <C>                 <C>                <C>                   <C>
For the year ended December 31, 2002:

   Allowance for doubtful accounts                        $ 51                 $ 22              $ (13)               $ 60
                                                           ---                  ---               ----                 ---

   Accrued recovery costs                                 $100                 $ 46              $ (46)               $100
                                                           ---                  ---               ----                 ---

   Accrued damage protection plan costs                   $ 52                 $ 99              $ (74)               $ 77
                                                           ---                  ---               ----                 ---

For the year ended December 31, 2001:

   Allowance for doubtful accounts                        $ 71                 $ (8)             $ (12)               $ 51
                                                           ---                  ---               ----                 ---

   Accrued recovery costs                                 $ 88                 $ 41              $ (29)               $100
                                                           ---                  ---               ----                 ---

   Accrued damage protection plan costs                   $ 98                 $ 92              $(138)               $ 52
                                                           ---                  ---               ----                 ---

For the year ended December 31, 2000:

   Allowance for doubtful accounts                        $122                 $(14)             $ (37)               $ 71
                                                           ---                  ---               ----                 ---

   Accrued recovery costs                                 $ 78                 $ 46              $ (36)               $ 88
                                                           ---                  ---               ----                 ---

   Accrued damage protection plan costs                   $159                 $ 73              $(134)               $ 98
                                                           ---                  ---               ----                 ---
</TABLE>



<PAGE>
<TABLE>
<CAPTION>



                                   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.



                        TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
                        A California Limited Partnership

                        By Textainer Capital Corporation
                        The Managing General Partner

                        By_________________________________________
                          Ernest J. Furtado
                          Chief Financial Officer

Date:  March 26, 2003

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the  following  persons on behalf of Textainer  Capital
Corporation,  the Managing General Partner of the Registrant,  in the capacities
and on the dates indicated:


Signature                                           Title                                         Date
<S>                                                 <C>                                          <C>




_______________________________________             Chief Financial Officer, Senior               March 26, 2003
Ernest J. Furtado                                   Vice President, Secretary and
                                                    Director (Chief Financial and
                                                    Principal Accounting Officer)





_______________________________________             President  and Director                       March 26, 2003
John A. Maccarone




______________________________________              Chairman of the Board and Director            March 26, 2003
Neil I. Jowell

</TABLE>






<PAGE>
<TABLE>
<CAPTION>



                                   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.

                        TEXTAINER EQUIPMENT INCOME FUND VI, L.P.
                        A California Limited Partnership

                        By Textainer Capital Corporation
                        The Managing General Partner

                        By /s/Ernest J. Furtado
                           __________________________________________
                           Ernest J. Furtado
                           Chief Financial Officer

Date:  March 26, 2003

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the  following  persons on behalf of Textainer  Capital
Corporation,  the Managing General Partner of the Registrant,  in the capacities
and on the dates indicated:


Signature                                          Title                                        Date

<S>                                                <C>                                         <C>


/s/Ernest J. Furtado
_________________________________                  Chief Financial Officer, Senior              March 26, 2003
Ernest J. Furtado                                  Vice President, Secretary and
                                                   Director (Chief Financial and
                                                   Principal Accounting Officer)



/s/John A. Maccarone
_________________________________                  President  and Director                      March 26, 2003
John A. Maccarone


/s/Neil I. Jowell
_________________________________                  Chairman of the Board and Director           March 26, 2003
Neil I. Jowell


</TABLE>


<PAGE>


CERTIFICATIONS

I, John A. Maccarone, certify that:

1.   I have  reviewed this annual  report  on  Form 10-K of  Textainer Equipment
     Income Fund VI, L.P.;

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

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

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

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

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

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

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

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

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

6.   The  registrant's  other  certifying  officers and I have indicated in this
     annual report whether there were significant  changes in internal  controls
     or in other  factors  that could  significantly  affect  internal  controls
     subsequent  to the  date  of our  most  recent  evaluation,  including  any
     corrective  actions with regard to  significant  deficiencies  and material
     weaknesses.


      March 26, 2003

                                /s/ John A. Maccarone
                                ________________________________________________
                                John A. Maccarone
                                President and Director of TCC


<PAGE>



CERTIFICATIONS

I, Ernest J. Furtado, certify that:

1.   I have  reviewed this annual  report  on  Form 10-K of  Textainer Equipment
     Income Fund VI, L.P.;

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

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

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

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

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

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

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

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

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

6.   The  registrant's  other  certifying  officers and I have indicated in this
     annual report whether there were significant  changes in internal  controls
     or in other  factors  that could  significantly  affect  internal  controls
     subsequent  to the  date  of our  most  recent  evaluation,  including  any
     corrective  actions with regard to  significant  deficiencies  and material
     weaknesses.

      March 26, 2003

                            /s/ Ernest J. Furtado
                            ____________________________________________________
                            Ernest J. Furtado
                            Chief Financial Officer, Senior Vice President,
                            Secretary and Director of TCC

<PAGE>


                                  EXHIBIT 99.1



                            CERTIFICATION PURSUANT TO
                               18 U.S.C. ss. 1350,
                        AS ADOPTED, REGARDING SECTION 906
                        OF THE SARBANES-OXLEY ACT OF 2002



In  connection  with the Annual  Report of Textainer  Equipment  Income Fund VI,
L.P., (the  "Registrant")  on Form 10-K for the year ended December 31, 2002, as
filed on March  26,  2003  with the  Securities  and  Exchange  Commission  (the
"Report"), I, John A. Maccarone, the President and Director of Textainer Capital
Corporation ("TCC") and Principal Executive Officer of TCC, the Managing General
Partner of the Registrant,  certify, pursuant to 18 U.S.C. ss. 1350, as adopted,
regarding Section 906 of the Sarbanes-Oxley Act of 2002, that:

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

(ii)    The information contained in the Report fairly presents, in all material
        respects, the  financial condition, results of operations and cash flows
        of the Registrant.



March 26, 2003



                                   By   /s/ John A. Maccarone
                                        _______________________________
                                        John A. Maccarone
                                        President and Director of TCC


<PAGE>




                                  EXHIBIT 99.2



                            CERTIFICATION PURSUANT TO
                               18 U.S.C. ss. 1350,
                        AS ADOPTED, REGARDING SECTION 906
                        OF THE SARBANES-OXLEY ACT OF 2002



In  connection  with the Annual  Report of Textainer  Equipment  Income Fund VI,
L.P., (the  "Registrant")  on Form 10-K for the year ended December 31, 2002, as
filed on March  26,  2003  with the  Securities  and  Exchange  Commission  (the
"Report"), I, Ernest J. Furtado, Chief Financial officer, Senior Vice President,
Secretary and Director of Textainer  Capital  Corporation  ("TCC") and Principal
Financial and  Accounting  Officer of TCC, the Managing  General  Partner of the
Registrant,  certify,  pursuant to 18 U.S.C.  ss.  1350,  as adopted,  regarding
Section 906 of the Sarbanes-Oxley Act of 2002, that:

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

(ii)    The information contained in the Report fairly presents, in all material
        respects, the  financial condition, results of operations and cash flows
        of the Registrant.



March 26, 2003



                             By  /s/ Ernest J. Furtado
                                 _______________________________________
                                 Ernest J. Furtado
                                 Chief Financial Officer, Senior Vice President,
                                 Secretary and Director of TCC