**T**able of Content**s**

 

 

 

**UNITED STATES**

**SECURITIESAND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

** **

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**FORM 10-Q**

 
| **x**      | **QUARTERLY REPORT PURSUANT TO  SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**                                                                                                                               |
|------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| ** ** | ** **                                                                                                                                                                                                                 |
| ** ** | **For the Quarterly Period Ended  September 30, 2008**                                                                                                                                                                     |
| ** ** | ** **                                                                                                                                                                                                                 |
| ** ** | **OR**                                                                                                                                                                                                                     |
| ** ** | ** **                                                                                                                                                                                                                 |
| **o**      | **TRANSITION REPORT PURSUANT TO  SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934**                                                                                                                             |
| ** ** | ** **                                                                                                                                                                                                                 |
| ** ** | **For the Transition Period from                 to               ** |

 

**Commission File Number:333-122935-01**

 

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**REEFGLOBAL ENERGY VI, L.P.**

(Exact name of registrant as specified in its charter)

 

| **Nevada**                                                                                                          | ** ** | **20-3170768**                        |
|---------------------------------------------------------------------------------------------------------------------|------------|---------------------------------------|
| (State or other jurisdiction of  incorporation or organization)                                                     | ** ** | (I.R.S. employer  identification no.) |
|                                                                                                                | ** ** |                                  |
| **1901 N. Central Expressway, Suite 300****Richardson, Texas 75080**  (Address of principal executive offices) | ** ** | **75080-3609**(Zip code)              |

 

Registrant’s telephone number, including area code:  **(972)-437-6792**

 

Indicate by check mark whether theregistrant (1) has filed all reports required to be filed by Section 13or 15(d) of the Securities Exchange Act of 1934 during the preceding12 months (or for such shorter period that the registrant was required tofile such reports), and (2) has been subject to such filing requirementsfor the past 90 days. Yes x    No  o

 

Indicateby check mark whether the registrant is a large accelerated filer, anaccelerated filer, a non-accelerated filer, or a smaller reporting company. Seethe definitions of “large accelerated filer,” “accelerated filer” and “smallerreporting company” in Rule 12b-2 of the Exchange Act.

 
| Large  accelerated filer o | Accelerated  filer o | Non-accelerated  filer o | Smaller  reporting company x |
|----------------------------|----------------------|--------------------------|------------------------------|

 

Indicateby check mark whether the registrant is a shell company (as defined in Rule 12b-2of the Exchange Act). Yes o     No x

 

**As of September 30, 2008,the registrant had 75.363 units of general partner interest held by themanaging general partner, and 1,431.897 units of limited partner interestoutstanding.**

 

 

** **

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**Table of Contents**

** **

**Reef Global Energy VI, L.P.**

**Form 10-Q Index**

 
| **PART I — FINANCIAL INFORMATION** |
|----------------------------------------------|
|                                         |   |
| **ITEM  1.**                                 | **Financial Statements (Unaudited)** |
|                                         | *Condensed Balance Sheets* |
|                                         | *Condensed  Statements of Operations* |
|                                         | *Condensed Statements of Cash  Flows* |
|                                         | *Notes to Condensed Financial  Statements* |
|                                         |   |
| **ITEM 2.**                                  | **Management’s Discussion and  Analysis of Financial Condition and Results of Operations** |
|                                         |   |
| **ITEM 3.**                                  | **Quantitative  and Qualitative Disclosures About Market Risk** |
|                                         |   |
| **ITEM 4T.**                                 | **Controls and  Procedures** |
|                                         |   |
| **PART II — OTHER  INFORMATION**   |
|                                         |   |
| **ITEM 1.**                                  | **Legal Proceedings** |
|                                         |   |
| **ITEM 2.**                                  | **Unregistered  Sales of Equity Securities and Use of Proceeds** |
|                                         |   |
| **ITEM 3.**                                  | **Default Upon  Senior Securities** |
|                                         |   |
| **ITEM 4.**                                  | **Submission of  Matters to a Vote of Security Holders** |
|                                         |   |
| **ITEM 5.**                                  | **Other Information** |
|                                         |   |
| **ITEM  6.**                                 | **Exhibits** |
|                                         |   |
| **Signatures**                               |   |

 

i

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**T**able of Content**s**

 

**PART I FINANCIAL INFORMATION**

** **

## **Item 1. Financial Statements**

 

**Reef Global Energy VI, L.P.**

**Condensed Balance Sheets**

 
| ** **                                                                      | ** ** | **September 30,** | ** **     | **December 31,** | ** ** |
|---------------------------------------------------------------------------------|------------|------------------------|----------------|-----------------------|------------|
| ** **                                                                      | ** ** | **2008**               | ** **     | **2007**              | ** ** |
| ** **                                                                      | ** ** | **(Unaudited)**        | ** **     | ** **            | ** ** |
|                                                                            |       |                   |           |                  |       |
| **Assets**                                                                      |       |                   |           |                  |       |
|                                                                            |       |                   |           |                  |       |
| **Current assets:**                                                             |       |                   |           |                  |       |
| Cash  and cash equivalents                                                      | ** ** | $                      | 986,296        |                  | $          | 2,366,065 | ** ** |
| Accounts  receivable from affiliates                                            |       | 909,026                |           | 15,098                |       |
| **Total current assets**                                                        | ** ** | **1,895,322**          | ** **     | **2,381,163**         | ** ** |
|                                                                            |       |                   |           |                  |       |
| **Oil and gas properties, full cost method of  accounting:**                    |       |                   |           |                  |       |
| Proved  properties, net of accumulated depletion of $22,282,544 and $20,632,938 |       | 10,928,900             |           | 11,359,244            |       |
| Unproved  properties                                                            |       | 172,930                |           | 172,930               |       |
| **Net oil and gas properties**                                                  | ** ** | **11,101,830**         | ** **     | **11,532,174**        | ** ** |
| ** **                                                                      | ** ** | ** **             | ** **     | ** **            | ** ** |
| **Total assets**                                                                | ** ** | **$**                  | **12,997,152** | ** **            | **$**      | **13,913,337** | ** ** |
|                                                                            |       |                   |           |                  |       |
| **Liabilities and partnership equity**                                          |       |                   |           |                  |       |
|                                                                            |       |                   |           |                  |       |
| **Current liabilities:**                                                        |       |                   |           |                  |       |
| Accounts  payable                                                               | ** ** | $                      | 5,704          |                  | $          | 1,981 | ** ** |
| Accounts  payable to affiliates                                                 |       | 294,789                |           | 661,692               |       |
| **Total current liabilities**                                                   | ** ** | **300,493**            | ** **     | **663,673**           | ** ** |
|                                                                            |       |                   |           |                  |       |
| **Long-term liabilities:**                                                      |       |                   |           |                  |       |
| Accounts  payable to affiliates                                                 |       | —                 |           | 144,789               |       |
| Asset  retirement obligation                                                    |       | 349,178                |           | 305,215               |       |
| **Total long-term liabilities**                                                 | ** ** | **349,178**            | ** **     | **450,004**           | ** ** |
|                                                                            |       |                   |           |                  |       |
| **Partnership equity:**                                                         |       |                   |           |                  |       |
| General  partners                                                               |       | —                 |           | 9,975,966             |       |
| Limited  partners                                                               |       | 11,452,269             |           | 2,022,276             |       |
| Managing  general partner                                                       |       | 895,212                |           | 801,418               |       |
| **Partnership equity**                                                          | ** ** | **12,347,481**         | ** **     | **12,799,660**        | ** ** |
| ** **                                                                      | ** ** | ** **             | ** **     | ** **            | ** ** |
| **Total liabilities and partnership equity**                                    | ** ** | **$**                  | **12,997,152** | ** **            | **$**      | **13,913,337** | ** ** |

* *

*See accompanying notes to condensed financialstatements.*

 

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**Reef Global Energy VI, L.P.**

**Condensed Statements ofOperations**

*** ***
| ** **                                           | ** ** | **For the three months ended  September 30 (unaudited)** | ** **    | **For the nine months ended  September 30 (unaudited)** | ** **  |
|------------------------------------------------------|------------|----------------------------------------------------------------------------------------|---------------|---------------------------------------------------------------------------------------|-------------|
| ** **                                           | ** ** | **2008**                                                                               | ** **    | **2007**                                                                              | ** **  | **2008** | ** ** | **2007** | ** ** |
|                                                 |       |                                                                                   |          |                                                                                  |        |   |   |   |   |
| **Revenues:**                                        |       |                                                                                   |          |                                                                                  |        |   |   |   |   |
| Oil  and gas income                                  | ** ** | $                                                                                      | 2,738,367     |                                                                                  | 1,151,705   | ** ** | $ | 7,648,464 |   | 2,523,476 |   |
| **Total revenues**                                   | ** ** | **2,738,367**                                                                          | ** **    | **1,151,705**                                                                         | ** **  | **7,648,464** | ** ** | **2,523,476** | ** ** |
|                                                 |       |                                                                                   |          |                                                                                  |        |   |   |   |   |
| **Costs and expenses:**                              |       |                                                                                   |          |                                                                                  |        |   |   |   |   |
| Lease  operating expenses                            |       | 115,549                                                                                |          | 152,708                                                                               |        | 546,621 |   | 283,334 |   |
| Production  taxes                                    |       | 187,102                                                                                |          | 73,106                                                                                |        | 512,991 |   | 168,266 |   |
| Depreciation,  depletion and amortization            |       | 609,481                                                                                |          | 520,323                                                                               |        | 1,641,793 |   | 1,996,437 |   |
| Property  impairment                                 |       | —                                                                                 |          | —                                                                                |        | — |   | 9,466,246 |   |
| Accretion  of asset retirement obligation            |       | 4,035                                                                                  |          | 9,563                                                                                 |        | 17,855 |   | 30,910 |   |
| General  and administrative                          |       | 163,537                                                                                |          | 42,663                                                                                |        | 500,081 |   | 156,008 |   |
| **Total costs and expenses**                         | ** ** | **1,079,704**                                                                          | ** **    | **798,363**                                                                           | ** **  | **3,219,341** | ** ** | **12,101,201** | ** ** |
|                                                 |       |                                                                                   |          |                                                                                  |        |   |   |   |   |
| **Income (loss) from operations**                    | ** ** | **1,658,663**                                                                          | ** **    | **353,342**                                                                           | ** **  | **4,429,123** | ** ** | **(9,577,725** | **)** |
|                                                 |       |                                                                                   |          |                                                                                  |        |   |   |   |   |
| **Other income:**                                    |       |                                                                                   |          |                                                                                  |        |   |   |   |   |
| Interest  income                                     |       | 1,494                                                                                  |          | 73,693                                                                                |        | 13,179 |   | 349,443 |   |
| **Total other income**                               | ** ** | **1,494**                                                                              | ** **    | **73,693**                                                                            | ** **  | **13,179** | ** ** | **349,443** | ** ** |
|                                                 |       |                                                                                   |          |                                                                                  |        |   |   |   |   |
| **Net income (loss)**                                | ** ** | **$**                                                                                  | **1,660,157** | ** **                                                                            | **427,035** | ** ** | **$** | **4,442,302** | ** ** | **(9,228,282** | **)** |
|                                                 |       |                                                                                   |          |                                                                                  |        |   |   |   |   |
| Net  income (loss) per general partner unit          |       | $                                                                                      | —        |                                                                                  | 218.59      |   | $ | 1,575.32 |   | (6,203.17 | ) |
| Net  income (loss) per limited partner unit          |       | $                                                                                      | 940.55        |                                                                                  | 218.59      |   | $ | 2,515.87 |   | (6,203.17 | ) |
| Net  income (loss) per managing general partner unit |       | $                                                                                      | 4,158.26      |                                                                                  | 1,513.19    |   | $ | 11,143.78 |   | (4,590.81 | ) |

 

*Seeaccompanying notes to condensed financial statements.*

 

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**Reef Global Energy VI, L.P.**

**Condensed Statements ofCash Flows**

 
| ** **                                                                       | ** ** | **For the nine months ended  September 30, (unaudited)** | ** **  |
|----------------------------------------------------------------------------------|------------|----------------------------------------------------------------------------------------|-------------|
| ** **                                                                       | ** ** | **2008**                                                                               | ** **  | **2007** | ** ** |
| ** **                                                                       | ** ** | ** **                                                                             | ** **  | ** ** | ** ** |
| **Operating Activities**                                                         |       |                                                                                   |        |   |   |
| Net  income (loss)                                                               | ** ** | **$**                                                                                  | 4,442,302   |   | **$** | (9,228,282 | ) |
| Adjustments  for non-cash transactions:                                          | ** ** | ** **                                                                             | ** **  | ** ** | ** ** |
| Depreciation,  depletion and amortization                                        |       | 1,641,793                                                                              |        | 1,996,437 |   |
| Property  impairment                                                             |       | —                                                                                 |        | 9,466,246 |   |
| Accretion  of asset retirement obligation                                        |       | 17,855                                                                                 |        | 30,910 |   |
| Adjustments  to reconcile net loss to net cash provided by operating activities: | ** ** | ** **                                                                             | ** **  | ** ** | ** ** |
| Changes  in operating assets and liabilities:                                    | ** ** | ** **                                                                             | ** **  | ** ** | ** ** |
| Accounts  receivable from affiliates                                             |       | (900,888                                                                               | )           | 46,842 |   |
| Accounts  payable                                                                |       | 3,723                                                                                  |        | (782 | ) |
| Accounts  payable to affiliates                                                  |       | —                                                                                 |        | 32,430 |   |
| **Net cash provided by operating activities**                                    | ** ** | **5,204,785**                                                                          | ** **  | **2,343,801** | ** ** |
| ** **                                                                       | ** ** | ** **                                                                             | ** **  | ** ** | ** ** |
| **Investing Activities**                                                         | ** ** | ** **                                                                             | ** **  | ** ** | ** ** |
| Property  acquisition and development                                            |       | (1,245,788                                                                             | )           | (11,465,757 | ) |
| Plugging  and abandonment costs paid from ARO                                    |       | (1,245                                                                                 | )           | — |   |
| **Net cash used in investing activities**                                        | ** ** | **(1,247,033**                                                                         | **)**       | **(11,465,757** | **)** |
| ** **                                                                       | ** ** | ** **                                                                             | ** **  | ** ** | ** ** |
| **Financing Activities**                                                         | ** ** | ** **                                                                             | ** **  | ** ** | ** ** |
| Partner  capital contributions                                                   |       | 18,979                                                                                 |        | 114,405 |   |
| Offering  costs                                                                  |       | (450,000                                                                               | )           | — |   |
| Partner  distributions                                                           |       | (4,906,500                                                                             | )           | (1,950,750 | ) |
| **Net cash used in financing activities**                                        | ** ** | **(5,337,521**                                                                         | **)**       | **(1,836,345** | **)** |
| ** **                                                                       | ** ** | ** **                                                                             | ** **  | ** ** | ** ** |
| **Net decrease in cash and cash equivalents**                                    | ** ** | **(1,379,769**                                                                         | **)**       | **(10,958,301** | **)** |
| Cash  and cash equivalents at beginning of period                                |       | 2,366,065                                                                              |        | 15,641,945 |   |
| **Cash and cash equivalents at end of period**                                   | ** ** | **$**                                                                                  | **986,296** | ** ** | **$** | **4,683,644** | ** ** |
| ** **                                                                       | ** ** | ** **                                                                             | ** **  | ** ** | ** ** |
| **Supplemental disclosure of non-cash investing  transactions**                  | ** ** | ** **                                                                             | ** **  | ** ** | ** ** |
| Property  additions included in accounts payable to affiliates                   | ** ** | **$**                                                                                  | —      |   | **$** | 992,736 | ** ** |
| Property  additions and asset retirement obligation                              | ** ** | **$**                                                                                  | 35,166      |   | **$** | 53,604 | ** ** |
| Adjustment  to asset retirement obligation                                       | ** ** | **$**                                                                                  | 7,813       |   | **$** | — | ** ** |
| **Supplemental disclosure of non-cash financing  transactions**                  | ** ** |                                                                                   |        |   | ** ** |
| Managing  partner contributions included in accounts receivable from affiliates  | ** ** | **$**                                                                                  | 8,138       |   | **$** | 46,119 | ** ** |
| Offering  costs included in accounts payable to affiliates                       | ** ** | **$**                                                                                  | 294,789     |   | **$** | 200,000 | ** ** |
| Offering  costs included in long-term accounts payable to affiliates             | ** ** | **$**                                                                                  | —      |   | **$** | 604,789 | ** ** |

 

*Seeaccompanying notes to condensed financial statements.*

 

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**Reef Global Energy VI, L.P.**

**Notes to Condensed Financial Statements(unaudited)**

 

**1.Organization and Basis of Presentation**

 

The financial statementsof Reef Global Energy VI, L.P. (the “Partnership”) have been prepared pursuantto the rules and regulations of the Securities and Exchange Commission(the “SEC”). Certain information and footnote disclosure normally included inannual financial statements prepared in accordance with accounting principlesgenerally accepted in the United States have been condensed or omitted pursuantto those rules and regulations. We have recorded all transactions andadjustments necessary to fairly present the financial statements included inthis Quarterly Report on Form 10-Q (this “Quarterly Report”). Theadjustments are normal and recurring. The following notes describe only thematerial changes in accounting policies, account details, or financialstatement notes during the first nine months of 2008. Therefore, please readthese condensed financial statements and notes to condensed financialstatements together with the audited financial statements and notes tofinancial statements contained in the Partnership’s Annual Report on Form 10-Kfor the period ended December 31, 2007 (the “Annual Report”).

 

Pursuant to thePartnership Agreement of the Partnership, all general partner units held byinvestors other than the managing general partner were converted into limitedpartner units. This conversion of general partner units into limited partnerunits occurred during the 3rd quarter of 2008.The additional general partner equity at June 30, 2008 was transferred tolimited partner equity, and all income and expense items during the thirdquarter have been allocated between the managing general partner and thelimited partners.

 

**2.Summary of Accounting Policies**

 

**Oil andNatural Gas Properties**

 

The Partnership followsthe full cost method of accounting for crude oil and natural gas properties.Under this method, all direct costs and certain indirect costs associated withacquisition of properties and successful as well as unsuccessful explorationand development activities are capitalized. Depreciation, depletion, andamortization of capitalized crude oil and natural gas properties and estimatedfuture development costs, excluding unproved properties, are based on theunit-of-production method using estimated proved reserves. For these purposes,proved natural gas reserves are converted to equivalent barrels of crude oil ata rate of 6 Mcf to 1 Bbl. Net capitalized costs of crude oil and natural gasproperties, as adjusted for asset retirement obligations, are limited to thelower of unamortized cost or the cost ceiling, defined as the sum of thepresent value of estimated future net revenues from proved reserves based onprices in effect at the end of the period held constant and discounted at 10percent, plus the lower of cost or fair value of unproved properties, if any.Pursuant to full cost accounting rules, the Partnership performs a ceiling testquarterly as of the balance sheet date on its proved crude oil and natural gasproperties. Excess capitalized costs are charged to property impairmentexpense. No gain or loss is recognized upon sale or disposition of crude oiland natural gas properties, unless such a sale would significantly alter therate of depletion and amortization. During the three and nine month periodsended September 30, 2008, the Partnership recognized no propertyimpairment expense.

 

Unprovedproperties consist of undeveloped leasehold interest. Investments in unprovedproperties are not depleted pending determination of the existence of provedreserves. Unproved properties are assessed for impairment quarterly as of thebalance sheet date by considering the primary lease term, the holding period ofthe properties, geologic data obtained relating to the properties, and otherdrilling activity in the immediate area of the properties. Any impairmentresulting from this quarterly assessment is reported as property impairmentexpense in the current period, as appropriate. During the three and nine monthperiods ended September 30, 2008, the Partnership recognized no impairmentof unproved properties.

 

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**Asset Retirement Obligations**

 

The Partnership accounts for its asset retirementobligations in accordance with Statement of Financial Accounting Standards (“SFAS”)No. 143, “Accounting for Asset Retirement Obligations” (“SFAS No. 143”).Asset retirement costs and liabilities associated with future site restorationand abandonment of long-lived assets are initially measured at fair value whichapproximates the cost a third party would incur in performing the tasksnecessary to retire such assets. The fair value is recognized in the financialstatements as the present value of expected future cash expenditures for siterestoration and abandonment. Subsequent to the initial measurement, the effectof the passage of time on the liability of the net asset retirement obligation(accretion expense) and the amortization of the asset retirement cost arerecognized in the results of operations. 

 

Thefollowing table summarizes the Partnership’s asset retirement obligation forthe nine months ended September 30, 2008 and the year ended December 31,2007.

 
| ** **                                                  | ** ** | **Nine months ended  September 30, 2008** | ** ** | **Year ended  December 31, 2007** | ** ** |
|-------------------------------------------------------------|------------|---------------------------------------------------------------|------------|--------------------------------------------------|------------|
| Beginning  asset retirement obligation                      | ** ** | **$**                                                         | 305,215    |                                             | $          | 203,803 |   |
| Additions  related to new properties                        |       | 35,166                                                        |       | 66,996                                           |       |
| Accretion  expense                                          |       | 17,855                                                        |       | 34,416                                           |       |
| Retirement  related to property abandonment and restoration |       | (9,058                                                        | )          | —                                           |       |
| Ending  asset retirement obligation                         | ** ** | **$**                                                         | 349,178    |                                             | $          | 305,215 |   |

 

**3.Transactions with Affiliates**

 

The Partnership has noemployees. Reef Exploration, L.P. (“RELP”), an affiliate of Reef Oil &Gas Partners, L.P. (“Reef”), the managing general partner, employs a staffincluding geologists, petroleum engineers, landmen and accounting personnel whoadminister all of the Partnership’s operations. The Partnership reimburses RELPfor technical and administrative services at cost. During the nine monthperiods ended September 30, 2008 and 2007, the Partnership incurredtechnical services and administrative costs totaling $499,617 and $746,206,respectively. Of these amounts, $79,334 and $663,512 represent technicalservices costs capitalized as project costs, and $420,283 and $82,694 representadministrative costs included as general and administrative expenses.

 

Reef contributes 1% ofall leasehold, drilling and completion costs when incurred. In addition, Reefpurchased 5% of the Partnership units and pays 5% of the 99% of these costspaid by the unit holders (4.95%). During the nine months ended September 30,2008, this 1% obligation totaled $12,019. At September 30, 2008 and December 31,2007, Reef owed the Partnership $8,138 and $15,098 in connection with thisobligation. The Partnership settles its balances with Reef and RELP on aquarterly basis.

 

RELP processes jointinterest billings and revenues on behalf of the Partnership. At September 30,2008, RELP owed the Partnership $900,888 for net revenues processed in excessof joint interest and technical and administrative services charges. At December 31,2007, the Partnership owed RELP $61,692 for joint interest charges (primarilyfor drilling of wells) and technical and administrative services chargesprocessed in excess of net revenues. The cash associated with net revenuesprocessed by RELP is normally received by RELP from oil and gas purchasers30-60 days after the end of the month to which the revenues pertain.

 

Accounts payable toaffiliates at September 30, 2008 and December 31, 2007 also includes$294,789 and $744,789, respectively, for the unpaid portion of the 15% managementfee due to Reef for organization and offering costs, including salescommissions. The management fee is payable in two parts. Reef initiallyreceived reimbursement for actual commissions and organization and offeringcosts as incurred, up to a maximum of 13.5%. The remaining balance is beingpaid to Reef from cash flows available for partner distributions, at a rate notto exceed $1 million per year. The Partnership began reimbursing Reef $50,000per month beginning in January 2008. During the first nine months of 2008,the Partnership paid $450,000 of the unpaid management fee balance due to Reef.The remaining $294,789 balance due at September 30, 2008 has beenclassified as a current liability because the Partnership expects to completepayment of the balance due within the next twelve months.

 

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** **

**4.Partnership Equity**

 

Informationregarding the number of units outstanding and the net income per type ofPartnership unit for the three and nine month periods ended September 30,2008 is detailed below:

 

For the three months ended September 30, 2008

 
| **Type of Unit**      | ** ** | **Number of  Units** | ** ** | **Net income** | ** ** | **Net income  per unit** | ** ** |
|---------------------------------|------------|---------------------------|------------|---------------------|------------|------------------------------------|------------|
| Managing  general partner units |       | 75.363                    |       | $                   | 313,379    |                               | $          | 4,158.26 |   |
| Limited  partner units **       |       | 1,431.897                 |       | 1,346,778           |       | $                                  | 940.55     |   |
| Total                           |       | 1,507.260                 |       | $                   | 1,660,157  |                               |       |   |

 

For the nine months ended September 30, 2008

 
| **Type of Unit**      | ** ** | **Number of  Units** | ** ** | **Net income** | ** ** | **Net loss per  unit** | ** ** |
|---------------------------------|------------|---------------------------|------------|---------------------|------------|----------------------------------|------------|
| Managing  general partner units |       | 75.363                    |       | $                   | 839,829    |                             | $          | 11,143.78 |   |
| General  partner units *        |       | —                    |       | 1,875,514           |       | $                                | 1,575.32   |   |
| Limited  partner units **       |       | 1,431.897                 |       | 1,726,959           |       | $                                | 2,515.87   |   |
|                            |       |                      |       |                |       |                             |       |
| Total                           |       | 1,507.260                 |       | $                   | 4,442,302  |                             |       |   |

 

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*                           Representsincome earned by the 1,190.561 general partner units through June 30,2008.

**                    Therewere 241.336 limited partner units and $380,181 of income allocated to limitedpartners through June 30, 2008. During the 3rd quarter, after conversion of the 1,190.561general partner units to limited partner units, there were 1,431.897 limitedpartner units and $1,346,778 of income.

 

**Item2.  Management’s Discussion and Analysisof Financial Condition and Results of Operations**

 

The following is a discussion of the Partnership’s financialposition, results of operations, liquidity and capital resources. Thisdiscussion should be read in conjunction with our financial statements and therelated notes thereto, included in the Annual Report.

 

This Quarterly Reportcontains forward-looking statements that involve risks and uncertainties. You should exercise extreme caution with respect to all forward-lookingstatements made in this Quarterly Report.  Specifically, the followingstatements are forward-looking:

 

·                  statements regarding the state of theoil and gas industry and the opportunity to profit within the oil and gasindustry, competition, pricing, level of production, or the regulations thatmay affect the Partnership;

 

·                  statements regarding the plans and objectivesof Reef for future operations, including, without limitation, the uses ofPartnership funds and the size and nature of the costs the Partnership expectsto incur and people and services the Partnership may employ;

 

·                  any statements using the words “anticipate,”“believe,” “estimate,” “expect” and similar such phrases or words; and

 

·                  any statements of other thanhistorical fact.

 

Reef believes that it isimportant to communicate its future expectations to the partners. Forward-looking statements reflect the current view of management with respectto future events and are subject to numerous risks, uncertainties andassumptions, including, without limitation, the risk factors listed in thesection captioned “RISK FACTORS” contained in the Reef Global Ventures IIDrilling Program’s (the “Program”) prospectus and prospectus supplement eachdated July 8, 2005. Although Reef believes that the expectations reflectedin such forward-looking statements are reasonable, Reef can give no assurancethat such expectations will prove to have been correct.  Should any one ormore of these or other risks or uncertainties materialize or should anyunderlying assumptions prove incorrect, actual results are likely to varymaterially from those described herein.  There can be no assurance thatthe projected results will occur, that these judgments or assumptions willprove correct or that unforeseen developments will not occur.

 

6

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Reef does not intend toupdate its forward-looking statements.  All subsequent written and oralforward-looking statements attributable to Reef or persons acting on its behalfare expressly qualified in their entirety by the applicable cautionarystatements.

 

**Overview**

 

Reef Global Energy VI,L.P. is a Nevada limited partnership formed to acquire, explore, develop andproduce crude oil, natural gas, and natural gas liquids for the benefit of itsinvestor partners. The Partnership’s primary purposes are to generate revenuesfrom the production of crude oil and natural gas, distribute cash flow toinvestors, and provide tax benefits to investors. The Partnership purchasedworking interests in twenty developmental prospects. The Partnershipparticipated in the drilling of eight successful developmental wells on eightdevelopmental prospects located in Acadia Parish, Louisiana, Pittsburg County,Oklahoma, and Palo Pinto, Jackson, Harris, Galveston, and Lavaca (twoprospects) County, Texas. Three of the wells located in Jackson and LavacaCounty, Texas and Acadia Parish, Louisiana have ceased production. ThePartnership participated in the drilling of eleven unsuccessful developmentalwells on eleven developmental prospects located in West Baton Rouge, Acadia,Calcasieu, and Cameron Parish, Louisiana, and in Hardin, Upton, Ector,Jefferson, Lavaca, Reeves, and Dawson County, Texas. The Partnership purchaseda working interest in the Sand Dunes developmental prospect in Eddy County, NewMexico, and has participated in the drilling of eight developmental wells onthis prospect (see below). The Partnership also purchased working interests infourteen exploratory prospects, upon which a total of fifteen exploratory and eightdevelopmental wells have been drilled, including the well drilled in September 2008(see below). The Partnership participated in the drilling of eight successfulexploratory wells, seven successful developmental wells, and one unsuccessfuldevelopmental well on seven exploratory prospects located in Terrebonne and St.Martin Parish, Louisiana, Sterling, Jefferson (two prospects) and Live OakCounty, Texas, and offshore in U.S. Coastal waters in the Gulf of Mexico.During September 2008, the Partnership participated in the drilling of anadditional exploratory well on the prospect in Live Oak County, Texas which wassuccessful and began production operations in November 2008.  The Partnership participated in the drillingof seven unsuccessful exploratory wells on seven exploratory prospects locatedin West Baton Rouge, Beauregard, and Cameron Parish, Louisiana, Brazoria,Lavaca, and San Patricio County, Texas, and offshore in U.S. Coastal waters inthe Gulf of Mexico. Of the fifteen successful wells, three wells located in St.Martin and Terrebonne Parish, Louisiana and in Live Oak County, Texas haveceased production.

 

A “prospect” is generallydefined as a contiguous oil and gas leasehold estate, or lesser interest in aleasehold estate, upon which drilling operations may be conducted. A prospectmay be characterized as “exploratory” or “developmental” based upon the type ofwell to be drilled on the prospect. A development well is a well drilled withina proved area of an oil or gas reservoir to the depth of a stratigraphichorizon known to be productive. Generally an exploratory well is any well thatis not a development well, including wells drilled to find and produce oil orgas in an unproven area, wells drilled to find a new reservoir in a field previouslyfound to be productive of oil or gas, or wells drilled to extend a knownreservoir. In this Quarterly Report, we use the term “successful” to refer towells that are drilled, tested, and either capable of or actually producing incommercial quantities. We use the term “unsuccessful” to refer to wells that donot meet one or more of these criteria.

 

The Partnership estimatesthat total drilling, completion and facilities expenditures, including thecosts of the well drilled in September and the estimated cost of saltwater disposal facilities for the Sand Dunes wells (discussed below), willexceed available capital by approximately $1,029,000. The Partnership beganrecovery of these excess expenditures in August 2008 by reducingPartnership monthly distributions, and has recovered $482,000 as of the date ofthis report. The Partnership does not operate in any other industry segment,and operates solely in the United States.

 

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The table belowsummarizes Partnership drilling expenditures at September 30, 2008 byclassification of well. Drilling, completion, and facilities costs include $303,397capitalized as asset retirement cost.

 
| ** **           | ** ** | **Leasehold  Costs** | ** ** | **Drilling,  Completion,  and Facilities  Costs** | ** ** | **Total Costs** | ** ** |
|----------------------|------------|----------------------|------------|--------------------------------------------------------|------------|----------------------|------------|
| Developmental  wells |       | $                    | 1,467,980  |                                                   | $          | 19,162,858           |       | $ | 20,630,838 |   |
| Exploratory  wells   |       | 1,236,951            |       | 11,303,995                                             |       | 12,540,946           |       |
| Unproved  properties |       | 172,930              |       | —                                                 |       | 172,930              |       |
| Total                |       | $                    | 2,877,861  |                                                   | $          | 30,466,853           |       | $ | 33,344,714 |   |

 

The Partnership has participated in the drilling of eight wells on itsSand Dunes prospect.  Followinginitial testing which confirmed the presence of crude oil and natural gas, alleight of the Sand Dunes wells were temporarily shut in during June 2008due to the high cost associated with salt water disposal and generator rental.Generators had been rented toprovide power to the wells during their initial testing period and associatedsalt water produced was trucked off-site by an independent contractor. The SandDunes wells remained shut-in throughout July 2008 and August 2008.Electric service was connected to the eight Sand Dunes wells during September 2008,and three of those wells resumed testing in late September 2008 todetermine their potential commercial productivity. This testing is scheduled tocontinue for 60 to 90 days, during which time Reef will also attempt todetermine the preferred location and size of bottom hole pumps to achieveoptimal well performance. Reef continues to explore the most cost effectivemethod of salt water disposal based upon its estimate of the salt water volumesit anticipates will be produced by these wells, using the current well testingas a basis to predict disposal volumes. If Reef determines the Sand Dunes wellsare commercially productive, the options for disposal of salt water include thedrilling of a salt water disposal well, conversion of one of the existing eightwells to a salt water disposal well, or trucking salt water offsite to anexisting third party salt water disposal well. Should Reef decide to drill asalt water disposal well or convert an existing well into a salt water disposalwell, the Partnership estimates it will be at least an additional 180 days fromthe date of this Quarterly Report before efficient salt water disposalcapability is in place for the Sand Dunes prospect.

 

The unproved propertiesowned by the Partnership at September 30, 2008 consist of un-drilledleasehold interests (11 potential drilling locations) in the Sand Dunesprospect. The Partnership does not have available capital to drill thesepotential locations. The Partnership may sell all or a part of these leaseholdinterests to third parties or other partnerships managed by Reef. However, thePartnership is permitted to borrow funds or utilize cash flows from existingproductive properties in order to conduct future drilling on this prospect.Partner approval would not need to be obtained for borrowing activity, as theestimated additional cost is not in excess of 25% of the Partnership’s originalaggregate capital contributions. Until such time as the productive capabilityof the eight Sand Dunes wells already drilled can be fully analyzed, it isunknown whether the Partnership will drill additional wells on the Sand Dunesprospect or sell all or a portion of the acreage. The estimated cost to thePartnership of participating in future drilling operations related to theun-drilled leasehold interests in the Sand Dunes prospect at its currentworking interest ownership level is approximately $150,000-$200,000 perlocation.

 

**CriticalAccounting Policies**

 

There have been no changes from the Critical Accounting Policiesdescribed in the Annual Report.

 

**Liquidityand Capital Resources**

** **

The Partnership wasfunded with initial capital contributions totaling $37,398,898. Reef purchased75.363 general partner units, or 5% of the total units sold, for $1,601,464.Investor partners purchased 1,190.561 units of general partner interest and241.336 units of limited partner interest for $35,797,434. As of September 30,2008, Reef has also contributed or accrued $308,756 in connection with itsobligation to pay 1% of all leasehold, drilling, and completion costs.Organization and offering costs totaled $5,369,615, leaving capitalcontributions of $32,338,039 available for Partnership activities. ThePartnership expects to expend approximately $1,029,000 in excess of theavailable capital on the thirty-five developmental and fifteen exploratorywells referred to above. With the exception of costs to be spent in connectionwith salt water disposal facilities for the Sand Dunes wells, these funds areexpected to be expended over a period of approximately forty-one monthsbeginning in July 2005 through November 2008. Expenditures in excessof available capital are currently being deducted from Partnershipdistributions over a six to eight month period beginning in August 2008,and $482,000 has been recovered as of the date of this report ($308,000 as of September 30,2008).

 

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Drilling operations withthe initial capital raised by the Partnership were completed in February 2008.Subsequent to initial drilling operations, the Partnership is permitted toconduct additional drilling on existing Partnership prospects. During thisquarter, the Partnership participated in the drilling of an additionalexploratory well located on an existing Partnership exploratory prospect inLive Oak County, Texas.  The well wasdrilled during September 2008, has been completed, and was placed onproduction on November 4, 2008. The Partnership began and ended the thirdquarter of 2008 with sixteen productive wells, and has seventeen productivewells as of November 4, 2008. All three of the Partnership’s largestproducing wells were shut-in by Hurricanes Gustav and/or Ike for portions ofthis third quarter. The Dolphin B well in the Gulf of Mexico was shut-in forfourteen days, the HBR A Big Gas Unit (“HBR A”) in Galveston County, Texas wasshut-in for fourteen days, and the Rob L RA SUA CL&F #1 well (the “Gumbo II”well) in Terrebonne Parish, Louisiana was shut-in for 30 days. Damage to thegas plant accepting deliveries of the gas from the Gumbo II well caused theoperator of the well to expend funds (approximately $10,000 attributable tothis Partnership) in order to re-route the gas production to a different plantin order to avoid a longer shut-in period. The loss of sales volumes from these wells caused third quarter salesvolumes on an equivalent barrel of oil basis (EBO) to be slightly less thansecond quarter sales volumes. The Partnership had previously been predictinghigher third quarter sales volumes.

 

The Partnership hasworking capital of $1,594,829 at September 30, 2008. This amount includes$2,128,424 of interest income and net revenues available for distribution toinvestor partners, less $533,595 that the Partnership has expended on drilling,completion and facilities in excess of available capital (consisting of$841,595 of expenditures in excess of available capital, less $308,000 recoveredas of September 30, 2008). The Partnership has expended $33,179,634 to date inconnection with the purchase of leasehold interests, drilling activity, andpre-production administrative costs. Excess drilling, completion, andfacilities costs are being recovered through a reduction of partner distributionsfrom productive wells. Subsequent to expending the initial available partnercapital contributions on drilling and completion of wells and relatedfacilities, the Partnership has minimal working capital, primarily consistingof cash and accounts receivable from RELP related to oil and gas salesprocessed by RELP, which the Partnership uses to pay monthly cash distributionsto investors.

 

**Resultsof Operations**

** **

The following is acomparative discussion of the results of operations for the periods indicated.It should be read in conjunction with the condensed financial statements andthe related notes to the condensed financial statements included in thisQuarterly Report.

 

The following tableprovides information about sales volumes and crude oil and natural gas pricesfor the periods indicated. Equivalent barrels of oil (“EBO”) are computed byconverting 6 Mcf of natural gas to 1 barrel of oil.

 
| ** **                      | ** ** | **For the three months  ended September 30,** | ** ** | **For the nine months  ended September 30,** | ** ** |
|---------------------------------|------------|------------------------------------------------------------------------|------------|-----------------------------------------------------------------------|------------|
| ** **                      | ** ** | **2008**                                                               | ** ** | **2007**                                                              | ** ** | **2008** | ** ** | **2007** | ** ** |
| Sales volumes:                  |       |                                                                   |       |                                                                  |       |   |   |   |   |
| Oil (Barrels)                   |       | 8,790                                                                  |       | 5,995                                                                 |       | 22,642 |   | 12,968 |   |
| Natural gas  (Mcf)              |       | 162,091                                                                |       | 102,332                                                               |       | 486,302 |   | 234,190 |   |
| Equivalent  barrels (EBO)       |       | 35,805                                                                 |       | 23,050                                                                |       | 103,692 |   | 51,199 |   |
|                            |       |                                                                   |       |                                                                  |       |   |   |   |   |
| Average sales  prices received: |       |                                                                   |       |                                                                  |       |   |   |   |   |
| Oil (Barrels)                   |       | $                                                                      | 117.52     |                                                                  | $          | 72.40 |   | $ | 113.86 |   | $ | 65.74 |   |
| Natural gas  (Mcf)              |       | $                                                                      | 10.52      |                                                                  | $          | 7.01 |   | $ | 10.43 |   | $ | 7.14 |   |

 

The Partnership hadsixteen productive wells during the third quarter of 2008. During thecomparable quarter of 2007, the Partnership had eighteen productive wells.However, only one of the three largest producers during the third quarter of2008 was productive during the third quarter of 2007, and that well did notbegin production operations until September 2, 2007. Approximately 70.4%of total Partnership reserves are concentrated in three wells which becameproductive in September 2007, January 2008, and May 2008. Duringthe third quarter of 2008, these three wells accounted for 6,883 barrels(78.3%) and 121,012 Mcf (74.7%) of total production during the quarter, despitethe fact that all three wells were shut-in for a portion of the quarter as aresult of Hurricanes Gustav and/or Ike. Although we expected that thepartnership would achieve its peak production in the 3rd quarter of 2008, because those three wellswere shut-in for portions of the quarter, we now anticipate that during thefourth quarter of 2008, the Partnership will achieve its peak productionlevels. We also expect that quarterly volumes will thereafter begin to decline.However, recent declines in crude oil and natural gas prices have beensignificant, and oil and gas sales revenues and overall profitability for thefourth quarter of 2008 are expected to decline sharply.

 

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Net proved oil andnatural gas reserves of the Partnership at September 30, 2008 and 2007include proved developed producing reserves and proved developed non-producingreserves. Net proved oil and natural gas reserves at September 30, 2008and 2007 include only those quantities that we expect to recover commerciallyusing current prices, costs, existing regulatory practices, and technology asof the date indicated. Therefore, any changes in future prices, costs,regulations, technology or other unforeseen factors could materially increaseor decrease the proved reserve estimates. Additional development costs requiredto recover these proved reserves are estimated at approximately $116,000 as of September 30,2008. All of the Partnership’s reserves are located in the United States.

 

Estimated proveddeveloped non-producing reserves at September 30, 2008 included in theabove totals which are attributable to the eight Sand Dunes wells are 36,308barrels of crude oil and 77,676 Mcf of natural gas.

 

The Partnership hassixteen productive wells as of September 30, 2008. The Partnership’sreserves are highly concentrated in three of these wells. These three wells arethe Gumbo II well in Terrebonne Parish, Louisiana, the Dolphin B well in theGulf of Mexico, and the HBR A well in Galveston County, Texas. These threewells have total estimated proved reserves of 79,466 barrels of oil and1,987,470Mcf of natural gas at September 30, 2008.  Using a conversion factor of 6 Mcf to 1barrel of oil, these three wells have approximately 70.4% of total Partnershipreserves at September 30, 2008.

 
| **Net proved reserves** | ** ** | **Oil (BBL)** | ** ** | **Gas (MCF)** | ** ** |
|-----------------------------------|------------|--------------------|------------|--------------------|------------|
| September 30,  2008          |       | 133,821            |       | 2,698,874          |       |
| September 30,  2007          |       | 162,393            |       | 2,004,903          |       |

 

**Threemonths ended September 30, 2008 compared to the three months ended September 30,2007**

** **

The Partnership had netincome totaling $1,660,157 for the three month period ended September 30,2008, compared to net income of $427,035 for the three month period ended September 30,2007.

 

Partnership revenuestotaled $2,738,367 for the three months ended September 30, 2008 comparedto $1,151,705 for the comparable period in 2007. The Partnership’s three largestwells accounted for 78.3% of oil sales volumes and 74.7% of gas sales volumesduring the third quarter of 2008. The HBR A well, which began productionoperations on September 2, 2007, accounted for 9.9% of oil sales volumesand 13.6% of gas sales volumes during the third quarter of 2007, despiteproducing for only one month during the quarter. This is the only one of thePartnership’s three most productive wells which was in production during thethird quarter of 2007. While the Partnership had eighteen productive wellsduring the three month period ended September 30, 2007 compared to sixteenproductive wells during the three month period ended September 30, 2008,the eighteen wells produced at much lower average production volumes, andactual production volume from these eighteen wells was only 64.4% of the volumefrom the sixteen wells that produced during the third quarter of 2008.

 

While the percentageincrease in oil and gas sales volumes totaled 46.6% for oil and 58.4% for gasduring the three month period ended September 30, 2008, overall revenuesincreased 137.8% because of higher prices associated with the increased salesvolumes. As shown in the table above, oil prices increased by approximately62.3% and gas prices increased by approximately 50.1% during the three monthperiod ended September 30, 2008 compared to the same period of 2007. Thedifference in gross revenues for the comparable periods totaled $1,586,662. Thedifference in net income between these comparable periods totaled $1,233,122.The great majority of the increased revenues flowed straight to net income, astotal costs and expenses rose only from $798,363 during the three month periodended September 30, 2007, to $1,079,704 for the three month period ended September 30,2008. Approximately $114,000 of this increase is attributable to increased oiland gas production taxes resulting from higher sales prices. However, recentdeclines in crude oil and natural gas prices have been significant, and oil andgas sales revenues and overall profitability for the fourth quarter of 2008 areexpected to decline sharply.

 

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Production expensesaveraged $8.45 per equivalent barrel of oil produced during the third quarterof 2008 compared to $9.80 per equivalent barrel of oil produced during thethird quarter of 2007.

 

General andadministrative costs incurred during the three months ended September 30,2008 and 2007 increased from $42,663 in 2007 to $163,537 in 2008. Effective April 1,2008, Reef increased overhead charges to the Partnership in order to recoverthe actual overhead costs allocable to the Partnership. Not all allocablegeneral and administrative expenses were charged to the Partnership in 2007.Beginning April 1, 2008, Reef implemented a new method for allocatingoverhead that takes actual overhead and allocates it based on the summation ofrevenues, expenses and capital costs consistent with the prior year’s method ofsupplying percentages. The impact to the Partnership during the third quarterof 2008 was an increase of $124,671 (from $32,430 to $157,101) in overheadcharged during the third quarter of 2008 over the amount charged during thethird quarter of 2007.

 

**Ninemonths ended September 30, 2008 compared to the nine months ended September 30,2007**

** **

The Partnership had netincome totaling $4,442,302 for the nine month period ended September 30,2008, compared to a net loss of $9,228,282 for the nine month period ended September 30,2007.

 

The Partnership incurredimpairment costs totaling $9,466,246 during the nine month period ended September 30,2007, all of which was incurred during the first two quarters of 2007.Approximately $4,060,000 of the impairment was the result of the drilling ofthree unsuccessful wells during the first quarter of 2007, and the remainderwas the result of reserve reductions on successful Partnership wells. Thediscovery of the HBR A well and its associated reserve additions during thethird quarter of 2007, as well as the upward trend in oil prices (the averageprice per barrel of crude oil sold was $61.29 during the second quarter of 2007as compared to $72.40 during the third quarter of 2007), provided the Partnershipwith estimated discounted cash flows from its reserves at September 30,2007 that were in excess of capitalized costs, and the Partnership has notrecorded any impairment cost subsequent to June 30, 2007. The Partnershiphad net income of $237,964 for the nine month period ended September 30,2007 prior to the impairment charge of $9,466,246.

 

Partnership revenuestotaled $7,648,464 for the nine months ended September 30, 2008 comparedto $2,523,476 for the comparable period in 2007. The difference is primarilydue to the results of the Gumbo II, Dolphin B and HBR A wells. These threewells accounted for 70.1% of the gas sales volumes, 67.9% of the oil salesvolumes, and $5,329,448 (69.7%) of total revenues for the nine month periodended September 30, 2008. During the comparable nine month period ended September 30,2007, the Partnership had one month of sales from the HBR A well, which totaled$126,496, or 5.0% of total revenues, and no sales from the Gumbo II or DolphinB wells. In addition to the fact that these three wells were primarilyresponsible for slightly more than doubling the comparable sales volumes for2008 as compared to 2007, the industry also saw an increase in oil and gasprices between these two periods (see table above). Had the volumes sold duringthe first nine months of 2007 been sold at the same average prices receivedduring the first nine months of 2008, revenues from those sales would haveincreased by approximately $1,396 million.

 

The difference in grossrevenues for the comparable periods totals $5,124,988, while the difference innet income before impairment charges totals $4,204,338, indicating that thegreat majority of the gross revenues realized from the increased pricesreceived during the first nine months of 2008 have flowed directly into netincome. Total costs and expenses, not including impairment charges, increasedfrom $2,634,955 during the first nine months of 2007 to $3,219,341 during thefirst nine months of 2008. Approximately $345,000, or 59.1% of this increase,is attributable to increased oil and gas production taxes resulting from thehigher 2008 sales prices. However, recent declines in crude oil and natural gasprices have been significant, and oil and gas sales revenues and overallprofitability for the fourth quarter of 2008 are expected to decline sharply.

 

Production expensesaveraged $10.22 per equivalent barrel of oil produced during the first ninemonths of 2008 compared to $8.82 per equivalent barrel of oil produced duringthe first nine months of 2007. The Sand Dunes wells had a net operating losstotaling $66,626 during the first nine months of 2008. Excluding Sand Dunesrevenues and expenses, production expenses averaged $9.18 per equivalent barrelof oil during the first nine months of 2008.

 

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Interest income for thenine months ended September 30, 2008 was $13,179 as compared to $349,443for the comparable period ended September 30, 2007. During 2007, thePartnership earned interest income from the short-term investment ofun-expended capital. Most Partnership capital was expended by the end of 2007,and the Partnership has expended capital in excess of its available capitalduring 2008. Therefore there has been minimal cash to invest during thecomparable period in 2008.

 

General andadministrative costs incurred during the nine months ended September 30,2008 and 2007 increased from $156,008 in 2007 to $500,081 in 2008. During thefirst quarter of 2008 as compared to 2007, the increase totaled approximately$90,000, and was related to the overall increased well count and activities ofthe Partnership. Effective April 1, 2008, Reef increased overhead chargesto the Partnership in order to recover the actual overhead costs allocable tothe Partnership. Not all allocable general and administrative expenses werecharged to the Partnership in 2007. Beginning April 1, 2008, Reefimplemented a new method for allocating overhead that takes actual overhead andallocates it based on the summation of revenues, expenses and capital costsconsistent with the prior year’s method of supplying percentages. The impact tothe Partnership during the second and third quarters of 2008 was an increase of$241,344 (from $68,202 to $309,546) in overhead charged during the second andthird quarters of 2008 over the amount charged during the third quarter of2007.

 

**Item 3.Quantitative and Qualitative Disclosures About Market Risk**

** **

Not Applicable

 

**Item 4T. Controls and Procedures**

** **

**Evaluation of Disclosure Controls and Procedures**

** **

As the managing generalpartner of the Partnership, Reef maintains a system of controls and proceduresdesigned to provide reasonable assurance as to the reliability of the financialstatements and other disclosures included in this report, as well as tosafeguard assets from unauthorized use or disposition. The Partnership, underthe supervision and with participation of its management, including the principalexecutive officer and principal financial officer, evaluated the effectivenessof its “disclosure controls and procedures” as such term is defined in Rule 13a-15(e) underthe Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of theend of the period covered by this Quarterly Report. Based on that evaluation,the principal executive officer and principal financial officer have concludedthat the Partnership’s disclosure controls and procedures are effective toensure that information required to be disclosed by the Partnership in reportsthat it files or submits under the Exchange Act is recorded, processed,summarized, and reported within the time periods specified in Securities andExchange Commission rules and forms, and includes controls and proceduresdesigned to ensure that information required to be disclosed by us in suchreports is accumulated and communicated to our management, including theprincipal executive officer and principal financial officer, as appropriate toallow timely decisions regarding financial disclosure.

 

**Changesin Internal Controls**

** **

Therehave not been any changes in the Partnership’s internal controls over financialreporting during the fiscal quarter ended September 30, 2008 that havematerially affected, or are reasonably likely to materially affect, thePartnership’s internal control over financial reporting.

 

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**PART II – OTHER INFORMATION**

** **

**Item 1. Legal Proceedings**

** **

None.

 

**Item 2. Unregistered Sales of Equity Securities and Use of Proceeds**

** **

**Use ofProceeds**

 

In connection with theRegistration Statement filed on Form S-1 (No. 333-122935) anddeclared effective July 7, 2005, Reef filed a final prospectus for theProgram on July 8, 2005. On July 8, 2005, Reef filed a prospectussupplement describing the Partnership and commenced the offering of units inthe Partnership. All sales of Partnership units were made through the Program’sdealer-manager, Reef Securities, Inc., and a number of soliciting dealers.The offering terminated October 31, 2005. Under the terms of the offering,a minimum of 40 Partnership units at a price of $25,000 per unit were requiredto be sold in order to form the Partnership. Upon meeting this requirement, thePartnership was formed on July 18, 2005.

 

The Partnershipregistered a total of 400 units of limited partner interests and 1,600 units ofgeneral partner interests. The aggregate offering amount registered was$50,000,000. During the offering period that terminated on October 31,2005, the Partnership sold 1,431.897 units to investor partners, consisting of241.336 units of limited partner interest and 1,190.561 units of additional generalpartner interest. Reef purchased 75.363 general partner units, equaling 5.00%of the total Partnership units sold. The Partnership did not sell the remainingregistered units. Total offering proceeds were $37,398,898. Reef is alsoobligated to contribute 1% of all leasehold, drilling, and completion costs asincurred. At September 30, 2008, Reef had contributed or accrued $308,756to the Partnership in connection with this obligation.

 

All units except thosepurchased by Reef paid a 15% management fee to Reef to pay for the Partnershiporganization and offering costs, including sales commissions. These coststotaled $5,369,615, leaving capital contributions of $32,338,039 available forPartnership oil and gas operations. As of September 30, 2008, the Partnershiphad expended $33,041,317 on property acquisitions and prepayments and $138,317on general and administrative expenses. The Partnership will expend additionalfunds during the fourth quarter in order to complete a successful exploratorywell drilled in September 2008 and located on an existing Partnershipexploratory prospect in Live Oak County, Texas, and is expected to expend fundson salt water disposal facilities for the wells located on the Sand Dunesprospect. Expenditures in excess of available capital began being deducted fromPartnership distributions in August 2008.

 

**Item 3. Default Upon Senior Securities**

** **

None.

 

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

** **

None.

 

**Item 5. Other Information**

** **

None.

 

**Item 6. Exhibits**

** **

Exhibits

 
| 3.1(i)(a) |   | Certificate of  Amendment to the Certificate of Limited Partnership of Reef Global Energy VI,  L.P. dated August 27, 2008 (incorporated by reference to  Exhibit 3.1(i)(a) to the Current Report on Form 8-K, SEC File  No. 333-122935-01, as filed with the SEC on September 3, 2008). |
|-----------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|      |   |                                                                                                                                                                                                                                                                                                                  |
| 3.1(i)(b) |   | Certificate of  Amendment to the Certificate of Limited Partnership of Reef Global Energy VI,  L.P. dated August 28, 2008 (incorporated by reference to  Exhibit 3.1(i)(b) to the Current Report on Form 8-K, SEC File  No. 333-122935-01, as filed with the SEC on September 3, 2008). |
|      |   |                                                                                                                                                                                                                                                                                                                  |
| 31.1*     |   | Certification of  Principal Executive Officer pursuant to Section 302 of the  Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                        |
|      |   |                                                                                                                                                                                                                                                                                                                  |
| 31.2*     |   | Certification of  Principal Financial Officer pursuant to Section 302 of the  Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                        |
|      |   |                                                                                                                                                                                                                                                                                                                  |
| 32.1*     |   | Certification of the  Principal Executive Officer pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                    |
|      |   |                                                                                                                                                                                                                                                                                                                  |
| 32.2*     |   | Certification of the  Principal Financial Officer pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                    |

 

----

*  Filed herewith

 

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** **

**SIGNATURES**

** **

Pursuant to therequirements of the Securities Exchange Act of 1934, the registrant has dulycaused this report to be signed on its behalf by the undersigned, thereuntoduly authorized.

 
|                                            | REEF GLOBAL  ENERGY VI, L.P. |
|-------------------------------------------------|------------------------------|
|                                            |                         |
|                                            | By:                          | Reef  Oil & Gas Partners, L.P. |
|                                            |                         | Managing General  Partner |
|                                            |                         |   |
|                                            | By:                          | Reef Oil &  Gas Partners, GP, LLC |
|                                            |                         |   |
|                                            |                         |   |
| Dated:   November 14,  2008 | By:                          | /s/ Michael J.  Mauceli |
| ** **                                      | ** **                   | **Michael  J. Mauceli** |
|                                            |                         | Manager and  Member |
| * *                                        | * *                     | *(principal  executive officer)* |
| * *                                        | * *                     | * * |
| * *                                        | * *                     | * * |
| Dated:   November 14,  2008 | By:                          | /s/ David M.  Tierney |
| ** **                                      | ** **                   | **David  M. Tierney** |
|                                            |                         | Chief Accounting  Officer – Public Partnerships |
|                                            |                         | Reef  Exploration, L.P. |
| * *                                        | * *                     | *(principal financial and  accounting officer)* |

 

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Table ofContents

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**EXHIBIT INDEX**

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Exhibits

 
| 3.1(i)(a) |   | Certificate of  Amendment to the Certificate of Limited Partnership of Reef Global Energy VI,  L.P. dated August 27, 2008 (incorporated by reference to  Exhibit 3.1(i)(a) to the Current Report on Form 8-K, SEC File  No. 333-122935-01, as filed with the SEC on September 3, 2008). |
|-----------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|      |   |                                                                                                                                                                                                                                                                                                                  |
| 3.1(i)(b) |   | Certificate of  Amendment to the Certificate of Limited Partnership of Reef Global Energy VI,  L.P. dated August 28, 2008 (incorporated by reference to  Exhibit 3.1(i)(b) to the Current Report on Form 8-K, SEC File  No. 333-122935-01, as filed with the SEC on September 3, 2008). |
|      |   |                                                                                                                                                                                                                                                                                                                  |
| 31.1*     |   | Certification of  Principal Executive Officer pursuant to Section 302 of the  Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                        |
|      |   |                                                                                                                                                                                                                                                                                                                  |
| 31.2*     |   | Certification of  Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley  Act of 2002.                                                                                                                                                                                                        |
|      |   |                                                                                                                                                                                                                                                                                                                  |
| 32.1*     |   | Certification of the  Principal Executive Officer pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                    |
|      |   |                                                                                                                                                                                                                                                                                                                  |
| 32.2*     |   | Certification of the  Principal Financial Officer pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                    |

 

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*  Filed herewith

 

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