UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-K

[ X ] Annual Report  Pursuant to Section 13 or 15(d) of the Securities  Exchange
Act of 1934 [Fee Required]

For the fiscal year ended                     December 31, 1997
                          ------------------------------------------------------
                                       or

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 [Fee Required]

For the transition period from                    to
                               ------------------    ---------------------------

Commission File Number                         33-36376
                       ---------------------------------------------------------

                        ICON Cash Flow Partners L.P. Six
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          Delaware                                             13-3723089
--------------------------------------------------------------------------------
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                            Identification Number)

              600 Mamaroneck Avenue, Harrison, New York 10528-1632
--------------------------------------------------------------------------------
(Address of principal executive offices)                              (Zip Code)

Registrant's telephone number, including area code          (914) 698-0600
                                                   -----------------------------

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


Title of each class                   Name of each exchange on which registered

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

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



Securities registered pursuant to Section 12(g) of the Act:
          Units of Limited Partnership Interests, filed, pending effectiveness

--------------------------------------------------------------------------------
                                (Title of class)

--------------------------------------------------------------------------------
                                (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] Yes       [  ] No


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

                                TABLE OF CONTENTS

Item                                                                    Page

PART I

1.   Business                                                            3-4

2.   Properties                                                            4

3.   Legal Proceedings                                                     5

4.   Submission of Matters to a Vote of Security Holders                   5

PART II

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

6.   Selected Consolidated Financial and Operating Data                  5-6

7.   General Partner's Discussion and Analysis of Financial
     Condition and Results of Operations                                7-10

8.   Consolidated Financial Statements and Supplementary Data          11-34

9.   Changes in and Disagreements with Accountants on
     Accounting and Financial Disclosure                                  35

PART III

10.  Directors and Executive Officers of the Registrant's
     General Partner                                                   35-36

11.  Executive Compensation                                               37

12.  Security Ownership of Certain Beneficial Owners
     and Management                                                       37

13.  Certain Relationships and Related Transactions                       37

PART IV

14.  Exhibits, Reports and Amendments                                     38

SIGNATURES                                                                39


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

PART I

Item 1.  Business

General Development of Business

     ICON Cash Flow Partners L.P. Six (the  "Partnership") was formed on July 8,
1993 as a Delaware  limited  partnership.  The  Partnership  commenced  business
operations on its initial  closing date,  March 31, 1994,  with the admission of
16,537.73 limited partnership units at $100 per unit representing  $1,653,773 of
capital  contributions.  Between April 1, 1994 and December 31, 1994, 111,166.37
additional units were admitted representing $11,116,637 of capital contributions
bringing the total admission to 127,704.10 units totaling $12,770,410 in capital
contributions.  Between  January 1, 1995 and November 8, 1995 (the final closing
date),  256,153.02 additional units were admitted,  bringing the final admission
to 383,857.12 units totaling $38,385,712 in capital contributions.  During 1995,
the  Partnership  redeemed  265 limited  partnership  units,  during  1996,  the
Partnership  redeemed  728  limited  partnership  units  and  during  1997,  the
Partnership  redeemed 2,186 units leaving 380,678.12  limited  partnership units
outstanding at December 31, 1997. The sole general partner is ICON Capital Corp.
(the "General Partner").

Narrative Description of Business

     The  Partnership is an equipment  leasing fund. The principal  objective of
the  Partnership is to obtain the maximum  economic  return from its investments
for the  benefit  of its  limited  partners.  To  achieve  this  objective,  the
Partnership  intends  to: (1) acquire a  diversified  portfolio  of  short-term,
high-yield  investments;  (2) make  monthly  cash  distributions  to its limited
partners  from cash from  operations,  commencing  with each  limited  partner's
admission to the Partnership,  continuing through the Reinvestment Period, which
period will end no later than the fifth  anniversary  of the final closing date;
(3) re-invest substantially all undistributed cash from operations and cash from
sales in additional equipment and financing transactions during the Reinvestment
Period; and (4) sell the Partnership's  investments and distribute the cash from
sales of such  investments  to its  limited  partners  within  five to eight and
one-half years of the final closing date. In addition to acquiring equipment and
entering into leases, the Partnership will (1) acquire equipment already subject
to leases originated by affiliates and non-affiliated lessors and (2) enter into
financing  transactions,  which are (i) secured by the  equipment  financed  and
lease revenues therefrom (if any) and additional  collateral as deemed necessary
by the credit review committee of the General Partner, and (ii) evidenced by the
irrevocable obligation of the lessees.

     The equipment  leasing  industry is highly  competitive.  In initiating its
leasing   transactions,   the  Partnership   competes  with  leasing  companies,
manufacturers that lease their products directly,  equipment brokers and dealers
and financial institutions,  including commercial banks and insurance companies.
Many  competitors  are  larger  than the  Partnership  and have  access  to more
favorable financing.

     The Partnership has no direct  employees.  The General Partner has full and
exclusive discretion in management and control of the Partnership.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

Lease and Financing Transactions

     For the years ended December 31, 1997 and 1996, the  Partnership  purchased
and leased or financed  $2,129,099 and  $45,524,755 of equipment,  respectively,
with  a  weighted  average  initial  transaction  term  of  58  and  44  months,
respectively.  Included in the summary of  equipment  cost by category  below is
100%  of the  equipment  cost  acquired  by two  joint  ventures  in  which  the
Partnership  has a 99% and 75%  interest.  The  Partnership  accounts  for these
investments  by  consolidating  100% of the assets and  liabilities of the joint
ventures and reflecting,  as a liability,  the related  minority  interests.  At
December  31,  1997,  the  weighted  average  initial  transaction  term  of the
portfolio was 55 months.  A summary of the portfolio  equipment cost by category
held at December 31, 1997 and 1996 is as follows:
<TABLE>

                                 December 31, 1997             December 31, 1996
                             ------------------------       -----------------------

Category                          Cost        Percent            Cost         Percent

<S>                          <C>                <C>         <C>                <C>
Aircraft .................   $ 36,659,753       40.4%       $ 38,967,559       32.5%
Computer systems .........     16,694,856       18.4          21,569,899       17.9
Manufacturing & production     16,137,468       17.8          20,030,224       16.6
Telecommunications .......     14,363,494       15.8          14,206,442       11.8
Printing .................      2,127,113        2.3          17,627,457       14.6
Restaurant equipment .....      1,272,845        1.4           2,341,604        1.9
Furniture and fixtures ...      1,092,758        1.3           2,210,360        1.8
Medical ..................        948,076        1.0           1,208,070        1.0
Retail systems ...........        693,753         .8             857,003         .7
Miscellaneous ............        341,988         .4             639,015         .5
Material handling ........        315,222         .3             396,668         .3
Video production .........         94,324         .1             240,023         .3
Automotive ...............           --       --                 105,571         .1
                             ------------      -----          ------------    -----

                             $ 90,741,650      100.0%       $120,399,895      100.0%
                             ============      =====          ============    =====
</TABLE>

     The Partnership had two leases which individually  represented greater than
10% of the total  portfolio  equipment cost at December 31, 1997. The leases are
with Airbus Industrie and Aerovias de Mexico, S.A. de C.V. ("Aero Mexico"),  the
underlying  equipment  is  aircraft,  and  they  represented  21.6%  and  18.8%,
respectively, of the total portfolio equipment cost at December 31, 1997.

Item 2.  Properties

     The  Partnership  neither owns nor leases office space or equipment for the
purpose of managing its day-to-day  affairs.  The General  Partner has exclusive
control over all aspects of the business of the Partnership, including providing
any necessary office space. As such, the General Partner will be compensated for
services  related to the  management  and  administration  of the  Partnership's
business.




<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

Item 3.  Legal Proceedings

     The Partnership is not a party to any pending legal proceedings.

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

     No matters were  submitted to a vote of security  holders during the fourth
quarter of 1997.

PART II

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

     The Partnership's  limited partnership  interest is not publicly traded nor
is there currently a market for the Partnership's  limited partnership units. It
is unlikely that any such market will develop.

                                         Number of Equity Security Holders
         Title of Class                          as of December 31,
         --------------                  ---------------------------------
                                               1997             1996
                                               ----             ----

         Limited Partners                     2,260            2,265
         General Partner                          1                1

Item 6.  Selected Consolidated Financial and Operating Data
<TABLE>

                                                                           Year Ended December 31,
                                                       -----------------------------------------------------------
                                                            1997           1996            1995           1994
                                                            ----           ----            ----           ----

<S>                                                    <C>             <C>            <C>            <C>
Total revenue                                          $    6,510,932  $   9,576,756  $   6,729,913  $     203,858
                                                       ==============  =============  =============  =============

Net income (loss)                                      $       35,620  $    (366,967) $      76,068  $      70,890
                                                       ==============  =============  =============  =============

Net income (loss) allocable to
         limited partners                              $       35,264  $    (363,297) $      75,307  $      70,181
                                                       ==============  =============  =============  =============
Net income (loss) allocable
         to the General Partner                        $          356  $      (3,670) $         761  $         709
                                                       ==============  =============  =============  =============

Weighted average limited
         partnership units outstanding                        381,687        383,196        260,453         31,755
                                                       ==============  =============  =============  =============

Net income (loss) per weighted
         average limited partnership unit              $         .09   $        (.95) $         .29  $       2.21
                                                       =============   =============  =============  ============

Distributions to limited partners                      $    4,102,940  $   4,119,354  $   2,543,783  $     311,335
                                                       ==============  =============  =============  =============

Distribution to the General Partner                    $       41,444  $      41,613  $      25,694  $       3,145
                                                       ==============  =============  =============  =============
</TABLE>


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997
<TABLE>

                                                              December 31,
                           ------------------------------------------------------------------------------
                                1997             1996            1995            1994            1993
                                ----             ----            ----            ----            ----

<S>                        <C>             <C>              <C>             <C>             <C>
Total assets               $   54,837,228  $   81,805,142   $  103,090,950  $   14,381,964  $     417,328
                           ==============  ==============   ==============  ==============  =============

Partners' equity           $   21,605,338  $   25,864,652   $   30,446,813  $   10,803,815  $       2,000
                           ==============  ==============   ==============  ==============  =============
</TABLE>

     No operating  data is presented  for 1993 since the  Partnership  commenced
operations on March 31, 1994,  the initial  closing date. The data presented for
1994 does not reflect a full year's operations.

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


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

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

         The  Partnership's  portfolio  consisted of a net investment in finance
leases,  operating leases,  financings,  equity investment in joint ventures and
leveraged leases of 55%, 33%, 4%, 4% and 4% of total investments at December 31,
1997,  respectively,  and 65%, 23%, 9%, less than 1% and 3% of total investments
at December 31, 1996, respectively.

Results of Operations

Years Ended December 31, 1997 and 1996

         For the  years  ended  December  31,  1997 and  1996,  the  Partnership
purchased  and leased or financed  equipment  with an initial cost of $2,129,099
and  $45,524,755,  respectively,  to 33 and  242  lessees  or  equipment  users,
respectively.

         Revenues  for  the  year  ended  December  31,  1997  were  $6,510,932,
representing a decrease of $3,065,824 or 32% from 1996. The decrease in revenues
was due to a decrease  in finance  income of  $3,212,672  or 51%, a decrease  in
rental  income of $164,370  or 7%, a decrease  in  interest  income and other of
$251,900 or 71% and a decrease in net gain on sales or  remarketing of equipment
of  $280,051  or 83% from 1996.  These  decreases  were  partially  offset by an
increase in income from equity  investment  in joint  venture of $459,665 and an
increase in income from leveraged  leases of $383,504 from 1996. The decrease in
finance  income  resulted  from the  decrease in the average size of the finance
lease portfolio from 1996 to 1997. Rental income decreased from 1996 to 1997 due
to reduced  rentals as a result of the  Partnerships'  remarketing  of  aircraft
formally on lease to Alaska  Airlines,  Inc.  The new lease is with  Aerovias de
Mexico, S.A. de C.V. ("Aero Mexico"). Interest income and other decreased due to
a decrease in the average  cash  balance and the  reduction in late charges from
1996 to 1997. The net gain on sales or  remarketing  decreased due to a decrease
in the number of leases  maturing,  and the underlying  equipment  being sold or
remarketed.  Income from equity  investment  in joint  ventures  increased  as a
direct result of the Partnership's March and September 1997 contribution to ICON
Receivables  1997-A LLC. These  contributions  consisted of equipment  lease and
finance  receivables,  residuals  and cash  totaling  $11,129,804.  Income  from
leveraged  leases  increased due to the Partnership  recognizing  income for the
entire twelve month period as compared to three months in 1996

     Expenses for the year ended December 31, 1997 were $6,475,312, representing
a decrease of $3,468,411 or 35% from 1996. The decrease in expenses was due to a
decrease in interest  expense of  $1,681,987 or 39%, a decrease in provision for
bad debt of $566,726 or 76%, a decrease of general and administrative expense of
$479,006  or 73% and a  decrease  in  amortization  of initial  direct  costs of
$278,321 or 21%, a decrease in management fees of $240,680 or 18%, a decrease in
depreciation  expense of $103,374 or 12%, a decrease in  administrative  expense
reimbursements  of $94,894 or 15% and a decrease in  minority  interest in joint
ventures of $23,423 or 75%.  Interest expense decreased due to a decrease in the
average  debt  outstanding  from  1996  to  1997.  General  and  administrative,
amortization of initial direct costs,  management fees,  administrative  expense
reimbursements and depreciation  decreased due to a decrease in the average size
of the  portfolio  from  1996  to  1997  and as the  result  of the  Partnership
contributing a portion of its portfolio to a joint venture. Minority interest in
joint venture


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

decreased as a result of the Partnership's acquisition of ICON Asset Acquisition
LLC's  entire  investment  in  leases  during  1997.  Based  on an  analysis  of
delinquency,  an assessment of overall risk and historical loss  experience,  it
was  determined  that a $183,274  provision  for bad debt was  required  for the
twelve months ended December 31, 1997.

     Net  income  (loss)  for the years  ended  December  31,  1997 and 1996 was
$35,620 and ($366,967), respectively. The net income (loss) per weighted average
limited partnership unit was $.09 and ($.95), respectively.

Results of Operations for the Years Ended December 31, 1996 and 1995

         Revenues  for  the  year  ended  December  31,  1996  were  $9,576,756,
representing  an increase of $2,846,843  from 1995. The increase in revenues was
attributable  to an increase in finance income of $2,087,116 or 49%, an increase
in  rental  income  of  $402,101  or 20%,  an  increase  in net gain on sales or
remarketing  of  equipment  of  $230,941,  an increase in income from  leveraged
leases of $139,810  and an increase  in income from equity  investment  in joint
venture of $954 or 17%. The increase in finance  income,  income from  leveraged
leases and rental  income  resulted from the increase in the average size of the
finance and operating lease  portfolios from 1995 to 1996. The net gain on sales
or remarketing of equipment increased due to an increase in the number of leases
maturing,  and the underlying equipment being sold or remarketed,  for which the
proceeds  received  were  in  excess  of the  remaining  carrying  value  of the
equipment.

     Expenses for the year ended December 31, 1996 were $9,943,723, representing
an increase of $3,289,878  from 1995. The increase in expenses was  attributable
to an  increase  in  interest  expense of  $1,326,911  or 44%,  an  increase  in
management  fees of $637,298 or 92%,  an  increase  in  amortization  of initial
direct  costs of $521,823  or 63%,  an  increase  in general and  administrative
expense of $297,235 or 83%, an increase in administrative expense reimbursements
of $260,805 or 68%, an increase in  depreciation  expense of $212,162 or 33% and
an increase in  provision  for bad debts of $180,000 or 32% from 1995.  Interest
expense  increased due to an increase in the average debt  outstanding from 1995
to 1996. Amortization of initial direct costs,  management fees,  administrative
expense  reimbursements and general and administrative  expense increased due to
an increase in the average size of the portfolio.  The increase in  depreciation
expense  resulted  from the  Partnership's  increased  investment  in  operating
leases.  A provision  for bad debts of $750,000  was required for the year ended
December 31, 1996 as a result of an analysis of  delinquency,  an  assessment of
credit risk and a review of historical loss experience.

     Net  (loss)  income  for the years  ended  December  31,  1996 and 1995 was
($366,967) and $76,068, respectively. The net (loss) income per weighted average
limited  partnership  unit  outstanding  was  ($.95) and $.29 for 1996 and 1995,
respectively.

Liquidity and Capital Resources

     The Partnership's primary sources of funds for the years ended December 31,
1997,  1996  and 1995  were net cash  provided  by  operations  of  $12,075,547,
$9,923,936  and  $8,776,203,  respectively,  proceeds from sales of equipment of
$4,336,675,  $8,684,744 and  $1,016,007,  respectively,  proceeds  received from
affiliated  minority investors of $2,530,550 in 1995 and capital  contributions,
net of offering expenses of


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

$22,157,234 in 1995. These funds were used to purchase  equipment,  to fund cash
distributions  and to make payments on borrowings.  The  Partnership  intends to
continue  to  purchase  additional  equipment  and to  fund  cash  distributions
utilizing cash provided by operations and proceeds from sales of equipment.

     The  Partnership  had  notes  payable  at  December  31,  1997  and 1996 of
$31,187,487 and $51,135,949,  respectively, as a result of borrowings secured by
equipment,  and  such  amounts  consisted  of  $28,811,864  and  $38,641,653  in
non-recourse  notes which are being paid directly to the lenders by the lessees,
respectively,  $131,299  and  $360,023 in  non-recourse  residual  value  notes,
respectively,  which will be paid to the extent proceeds are available in excess
of the Partnership's estimated unguaranteed residuals, $2,244,324 and $4,159,247
in notes payable  non-recourse  securitized,  which are being paid from proceeds
from the lease  portfolio  that  secured the  financing  and $0 and  $7,975,026,
respectively,  in debt related to a warehouse  line of credit,  which was repaid
from proceeds from the lease portfolio that secured the line of credit.

     Cash  distributions  to limited  partners for the years ended  December 31,
1997 and 1996,  which were paid  monthly,  totaled  $4,102,940  and  $4,119,354,
respectively,  of which $35,264 and $0 was investment  income and $4,067,676 and
$4,119,354 was a return of capital,  respectively.  The monthly  annualized cash
distribution rate to limited partners in 1997 and 1996 was 10.75%, of which .09%
and 0% was  investment  income and  10.66%  and 10.75% was a return of  capital,
respectively.  The  limited  partner  distribution  per  weighted  average  unit
outstanding  in 1997 and 1996 was  $10.75,  of which $.09 and $0 was  investment
income and $10.66 and $10.75 was a return of capital, respectively.

     In March 1997 the  Partnership,  ICON Cash Flow  Partners,  L.P.,  Series D
("Series D"), and ICON Cash Flow Partners L.P. Seven ("L.P. Seven"), contributed
and assigned  equipment  lease and finance  receivables and residuals with a net
book  value of  $5,304,010,  $4,805,767  and  $5,391,216  and cash of  $300,000,
$125,000 and $275,000, respectively to ICON Receivables 1997-A LLC ("1997-A"), a
special  purpose  entity  created  for the  purpose of  originating  new leases,
managing existing contributed assets and securitizing its portfolio. In order to
fund the  acquisition  of new  leases,  1997-A  obtained a  warehouse  borrowing
facility from Prudential  Securities Credit Corporation (the "1997-A Facility").
Borrowings  under the 1997-A Facility were based on the present value of the new
leases.  Outstanding  amounts under the 1997-A  Facility bore interest  equal to
Libor plus 1.5%.

     On  September  19, 1997 the  Partnership,  ICON Cash Flow  Partners,  L.P.,
Series E ("Series E") and L.P. Seven  contributed  and assigned  equipment lease
and  finance  receivables  and  residuals  with a net book value of  $5,225,794,
$15,547,305 and $0 and cash of $300,000, $740,000 and $484,244,  respectively to
1997-A.  The Partnership,  Series D, Series E and L.P. Seven  (Collectively  the
"1997-A  members")  received  a 31.03%,  17.81%,  31.19%  and  19.97%  interest,
respectively,   in  1997-A  based  on  the  present   value  of  their   related
contributions.

     On  September  19,  1997,  1997-A  securitized  substantially  all  of  its
equipment  leases and finance  receivables and residuals.  The net proceeds from
the  securitization  totaled  $47,140,183,  of which $16,658,877 was used to pay
down  the  1997-A  Facility,  and the  remaining  proceeds,  after  establishing
reserves for expenses,  were  distributed  to the 1997-A  Members based on their
respective interests. 1997-A became the beneficial owner of a trust. The trustee
for the  trust  is  Texas  Commerce  Bank  ("TCB").  In  conjunction  with  this
securitization,  the  portfolio  as  well  as the  General  Partner's  servicing
capabilities


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

were rated "AA" by Duff & Phelps and Fitch,  both nationally  recognized  rating
agencies.  The General  Partner,  as  servicer,  is  responsible  for  managing,
servicing,  reporting on and  administering  the  portfolio.  1997-A  remits all
monies  received from the portfolio to TCB. TCB is responsible for disbursing to
the noteholders their respective principal and interest and to 1997-A the excess
of cash  collected  over debt service  from the  portfolio.  The 1997-A  Members
receive  their pro rata share of any excess cash on a monthly basis from 1997-A.
The  Partnership's  share of the net proceeds  from the  securitization  totaled
$9,543,757.  The  Partnership  accounts for its  investment  in 1997-A under the
equity method of accounting.  The Partnership's original investment was recorded
at cost and is  adjusted  by its share of  earnings,  losses  and  distributions
thereafter.

     In August 1997 the Partnership, Series E and L.P. Seven (collectively,  the
"1997-B Members") formed ICON Receivables 1997-B LLC ("1997-B"), for the purpose
of originating lease transactions and ultimately securitizing its portfolio. The
1997-B  Members  contributed  $250,000  (8.33%  interest),   $2,250,000  (75.00%
interest) and $500,000 (16.67%  interest),  respectively to 1997-B.  In order to
fund the acquisition of additional leases, 1997-B obtained a warehouse borrowing
facility from Prudential  Securities Credit Corporation (the "1997-B Facility").
Borrowings  under the 1997-B  Facility are based on the present value of the new
leases.  Outstanding  amounts under the 1997-B  Facility bear interest  equal to
Libor plus 1.5%. Collections of receivables from leases are used to pay down the
1997-B Facility,  however, in the event of a default, all of 1997-B's assets are
available  to  cure  such   default.   The  net   proceeds   from  the  expected
securitization  of these  assets  will be used to pay-off the  remaining  1997-B
Facility  balance and the remaining  proceeds will be  distributed to the 1997-B
Members in accordance with their membership interests. After securitization, the
1997-B  Members may receive,  in  accordance  with their  membership  interests,
additional proceeds if 1997-B generates execess cash (cash after payment of debt
and expenses).

     As of December 31, 1997, except as noted above,  there were no known trends
or demands,  commitments,  events or uncertainties  which are likely to have any
material  effect on  liquidity.  As cash is  realized  from  closings of limited
partnership  units,   operations,   sales  of  equipment  and  borrowings,   the
Partnership  will invest in equipment leases and financings where it deems it to
be prudent while retaining  sufficient cash to meet its reserve requirements and
recurring obligations as they become due.


<PAGE>




                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

Item 8.  Consolidated Financial Statements and Supplementary Data


                   Index to Consolidated Financial Statements

                                                                     Page Number

Independent Auditors' Report                                               13

Consolidated Balance Sheets as of December 31, 1997 and 1996            14-15

Consolidated Statements of Operations for the Years Ended
  December 31, 1997, 1996 and 1995                                         16

Consolidated Statements of Changes in Partners' Equity
  for the Years Ended December 31, 1997, 1996 and 1995                  17-18

Consolidated Statements of Cash Flows for the Years Ended
  December 31, 1997, 1996 and 1995                                      19-21

Notes to Consolidated Financial Statements                              12-34



<PAGE>






                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                        Consolidated Financial Statements

                                December 31, 1997

                   (With Independent Auditors' Report Thereon)



<PAGE>













                          INDEPENDENT AUDITORS' REPORT




The Partners
ICON Cash Flow Partners L.P. Six:

We have audited the accompanying  consolidated  balance sheets of ICON Cash Flow
Partners L.P. Six (a Delaware  limited  partnership) as of December 31, 1997 and
1996,  and  the  related  consolidated  statements  of  operations,  changes  in
partners'  equity and cash flows for each of the years in the three-year  period
ended  December  31,  1997.  These  consolidated  financial  statements  are the
responsibility of the Partnership's management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audits.

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

In our opinion, the consolidated  financial statements referred to above present
fairly,  in all  material  respects,  the  financial  position of ICON Cash Flow
Partners  L.P.  Six as of  December  31,  1997 and 1996,  and the results of its
operations  and its cash  flows for each of the years in the  three-year  period
ended  December 31, 1997,  in  conformity  with  generally  accepted  accounting
principles.





                                              /s/ KPMG Peat Marwick LLP
                                              ----------------------------------
                                              KPMG Peat Marwick LLP



March 27, 1998
New York, New York


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                           Consolidated Balance Sheets

                                  December 31,

                                                 1997           1996
                                                 ----           ----

       Assets

Cash ....................................   $  4,000,250    $  4,821,624
                                            ------------    ------------

Investment in finance leases
   Minimum rents receivable .............     20,412,591      45,645,436
   Estimated unguaranteed residual values     10,714,403      11,924,455
   Initial direct costs .................        826,251       1,624,309
   Unearned income ......................     (4,216,807)     (9,073,073)
   Allowance for doubtful accounts ......       (110,120)       (485,627)
                                            ------------    ------------

                                              27,626,318      49,635,500
Investment in operating leases
   Equipment, at cost ...................     19,100,646      19,371,603
   Accumulated depreciation .............     (2,230,411)     (1,485,136)
   Initial direct costs .................           --            47,945
                                            ------------    ------------

                                              16,870,235      17,934,412
Investment in financings
   Receivables due in installments ......      2,029,854       7,737,022
   Initial direct costs .................         21,918         138,928
   Unearned income ......................       (186,139)     (1,165,426)
   Allowance for doubtful accounts ......         (5,823)        (13,198)
                                            ------------    ------------

                                               1,859,810       6,697,326
                                            ------------    ------------

Equity investment in joint ventures .....      2,178,419          45,724
                                            ------------    ------------

Investment in leveraged lease, net ......      1,845,641       2,086,672
                                            ------------    ------------

Other assets ............................        456,555         583,884
                                            ------------    ------------

Total assets ............................   $ 54,837,228    $ 81,805,142
                                            ============    ============






                                                        (continued on next page)


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                     Consolidated Balance Sheets (continued)

                                   (unaudited)

                                                        1997            1996
                                                        ----            ----

       Liabilities and Partners' Equity

Note payable - non-recourse - secured financing    $  2,244,324    $  4,159,247
Notes payable - non-recourse ...................     28,943,163      39,001,676
Note payable - warehouse line of credit ........           --         7,975,026
Security deposits and deferred credits .........      1,756,094       2,929,380
Accounts payable - other .......................        189,835         753,769
Accounts payable - General Partner .............         51,323            --
Minority interest in joint venture .............         47,151         877,893
Accounts payable - equipment ...................           --           243,499
                                                   ------------    ------------

                                                     33,231,890      55,940,490
Commitments and Contingencies

Partners' equity (deficiency)
   General Partner .............................       (112,740)        (71,652)
   Limited partners (380,678 and 382,864
     units outstanding, $100 per unit original
     issue price in 1997 and 1996, respectively)     21,718,078      25,936,304
                                                   ------------    ------------

     Total partners' equity ....................     21,605,338      25,864,652
                                                   ------------    ------------

Total liabilities and partners' equity .........   $ 54,837,228    $ 81,805,142
                                                   ============    ============














See accompanying notes to consolidated financial statements.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                      Consolidated Statements of Operations

                        For the Years Ended December 31,
<TABLE>

                                                       1997           1996           1995
                                                       ----           ----           ----
Revenues

<S>                                                <C>            <C>            <C>
   Finance income ..............................   $ 3,114,227    $ 6,326,899    $ 4,239,783
   Rental income ...............................     2,248,235      2,412,605      2,010,504
   Income from leveraged lease, net ............       523,314        139,810           --
   Income from equity investment in
     joint ventures ............................       466,057          6,392          5,438
   Interest income and other ...................       100,576        352,476        366,455
   Net gain on sales or remarketing of equipment        58,523        338,574        107,733
                                                   -----------    -----------    -----------

   Total revenues ..............................     6,510,932      9,576,756      6,729,913
                                                   -----------    -----------    -----------

Expenses

   Interest ....................................     2,648,557      4,330,544      3,003,633
   Management fees - General Partner ...........     1,092,714      1,333,394        696,096
   Amortization of initial direct costs ........     1,071,656      1,349,977        828,154
   Depreciation ................................       745,275        848,649        636,487
   Administrative expense reimbursements
     - General Partner .........................       547,382        642,276        381,471
   Provision for bad debts .....................       183,274        750,000        570,000
   General and administrative ..................       178,464        657,470        360,235
   Minority interest in joint venture ..........         7,990         31,413        177,769
                                                   -----------    -----------    -----------

   Total expenses ..............................     6,475,312      9,943,723      6,653,845
                                                   -----------    -----------    -----------

Net income (loss) ..............................   $    35,620    $  (366,967)   $    76,068
                                                   ===========    ===========    ===========

Net income (loss) allocable to:
   Limited partners ............................        35,264    $  (363,297)   $    75,307
   General Partner .............................           356         (3,670)           761
                                                   -----------    -----------    -----------

                                                   $    35,620    $  (366,967)   $    76,068
                                                   ===========    ===========    ===========

Weighted average number of limited
   partnership units outstanding ...............       381,687        383,196        260,453
                                                   ===========    ===========    ===========

Net income (loss) per weighted average
   limited partnership unit ....................   $       .09    $      (.95)   $       .29
                                                   ===========    ===========    ===========

</TABLE>

See accompanying notes to consolidated financial statements.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

             Consolidated Statements of Changes in Partners' Equity

              For the Years Ended December 31, 1997, 1996 and 1995
<TABLE>

                                    Limited Partner Distributions

                                       Return of     Investment         Limited       General
                                        Capital        Income           Partners      Partner        Total
                                     (Per weighted average unit)

<S>                                    <C>          <C>                  <C>           <C>          <C>
Balance at
   December 31, 1993                                                 $      1,000   $   1,000   $      2,000

Refund of initial
   limited partners'
   capital contribution                                                    (1,000)         -          (1,000)

Proceeds from issuance
   of limited partnership
   units (127,704.10 units)                                            12,770,410          -      12,770,410

Sales and offering expenses                                            (1,724,005)         -      (1,724,005)

Cash distributions
   to partners                         $   7.59     $    2.21            (311,335)     (3,145)      (314,480)

Net income                                                                 70,181         709         70,890
                                                                     ------------   ---------   ------------

Balance at
   December 31, 1994                                                   10,805,251      (1,436)    10,803,815

Proceeds from issuance
   of limited partnership
   units (256,153.02 units)                                            25,615,302       -         25,615,302

Sales and offering expenses                                            (3,458,068)      -         (3,458,068)

Cash distributions
   to partners                         $   9.48     $     .29          (2,543,783)    (25,694)    (2,569,477)

Limited partnership units
   redeemed (265 units)                                                   (20,827)      -            (20,827)

Net income                                                                 75,307         761         76,068
                                                                     ------------   ---------   ------------

Balance at
   December 31, 1995                                                   30,473,182     (26,369)    30,446,813
</TABLE>



                                                        (continued on next page)


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

       Consolidated Statements of Changes in Partners' Equity (continued)

              For the Years Ended December 31, 1997, 1996 and 1995

<TABLE>

                                    Limited Partner Distributions

                                       Return of     Investment       Limited        General
                                        Capital        Income         Partners       Partner      Total
                                     (Per weighted average unit)

<S>                                    <C>          <C>                  <C>           <C>          <C>
Cash distributions
   to partners                          $    10.75   $     -         (4,119,354)    (41,613)   (4,160,967)

Limited partnership units
   redeemed (728 units)                                                 (54,227)       -          (54,227)

Net loss                                                               (363,297)     (3,670)     (366,967)
                                                                    -----------   ---------   -----------

Balance at
   December 31, 1996                                                 25,936,304     (71,652)   25,864,652

Cash distributions
   to partners                          $    10.66   $    .09        (4,102,940)    (41,444)   (4,144,384)

Limited partnership units
   redeemed (2,186 units)                                              (150,550)        -        (150,550)

Net loss                                                                 35,264         356        35,620
                                                                    -----------   ---------   -----------

Balance at
   December 31, 1997                                                $21,718,078   $(112,740)  $21,605,338
                                                                    ===========   =========   ===========
</TABLE>













See accompanying notes to consolidated financial statements.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                      Consolidated Statements of Cash Flows

              For the Years Ended December 31, 1997, 1996 and 1995
<TABLE>

                                                                    1997           1996         1995
                                                                    ----           ----         ----

Cash flows from operating activities:
<S>                                                             <C>           <C>           <C>
   Net income (loss)                                            $    35,620   $   (366,967) $     76,068
                                                                -----------   ------------  ------------
   Adjustments to reconcile net income (loss) to
    net cash provided by operating activities:
     Depreciation                                                   745,275        848,649       636,487
     Rental income - assigned operating lease receivables        (2,248,235)    (2,412,605)   (2,010,504)
     Finance income portion of receivables paid directly
       to lenders by lessees                                     (2,544,328)    (3,542,098)   (1,217,732)
     Amortization of initial direct costs                         1,071,656      1,349,977       828,154
     Allowance for doubtful accounts                               (382,882)       793,905       596,582
     Net gain on sales or remarketing of equipment                  (58,523)      (338,574)     (107,733)
     Income from equity investment in joint ventures               (466,057)        (6,392)       (5,438)
     Distribution from investment in joint ventures               9,742,849          -             2,392
     Interest expense on non-recourse financing
       paid directly by lessees                                   2,408,565      3,123,670     1,829,401
     Interest expense accrued on non-recourse debt                     -             -            21,618
     Collection of principal - non-financed receivables           6,608,028      9,296,801     8,756,121
     Income from leveraged lease, net                              (523,314)      (139,810)         -
     Change in operating assets and liabilities:
       Other assets                                                   2,012        300,775      (689,040)
       Security deposits and deferred credits                    (1,173,286)     2,678,612       249,843
       Minority interest in joint venture                          (830,742)    (1,001,736)     (650,921)
       Accounts payable - other                                    (563,934)       305,351       332,840
       Accounts payable to General Partner
         and affiliates, net                                         69,191     (1,037,286)      157,144
       End of lease settlement proceeds                             270,957           -             -
       Other, net                                                   (87,305)        71,664       (29,079)
                                                                -----------   ------------  ------------

         Total adjustments                                       12,039,927     10,290,903     8,700,135
                                                                -----------   ------------  ------------

       Net cash provided by operating activities                 12,075,547      9,923,936     8,776,203
                                                                -----------   ------------  ------------

Cash flows from investing activities:
   Equipment and receivables purchased                           (2,198,713)   (16,511,707)  (43,366,758)
   Proceeds from sales of equipment                               4,336,675      8,684,744     1,016,807
   Investment in joint ventures                                    (850,000)         -            -
   Initial direct costs                                                -        (2,164,341)   (2,117,000)
                                                                -----------   ------------  ------------
       Net cash provided by (used in)
          investing activities                                    1,287,962     (9,991,304)  (44,466,951)
                                                                -----------   ------------  ------------
</TABLE>

                                                        (continued on next page)


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                Consolidated Statements of Cash Flows - Continued
<TABLE>

                                                                  1997            1996            1995
                                                                  ----            ----            ----

Cash flows from financing activities:
   Proceeds from recourse debt and
<S>                                                                             <C>            <C>
     non-recourse securitized debt .......................           --         5,941,893      33,151,416
   Principal payments on warehouse line of credit and
     recourse debt and non-recourse
     securitized debt ....................................     (9,889,949)     (8,990,845)    (17,968,192)
   Proceeds received from affiliate loan .................      7,780,328            --              --
   Principal payments on affiliate loan ..................     (7,780,328)           --              --
   Cash distributions to partners ........................     (4,144,384)     (4,160,967)     (2,569,477)
   Redemption of limited partnership units ...............       (150,550)        (54,227)        (20,827)
   Proceeds from discounting receivables .................           --         3,171,188            --
   Issuance of limited partnership units,
     net of offering expenses ............................           --              --        22,157,234
   Proceeds received from affiliated minority
     interest investors ..................................           --              --         2,530,550
                                                             ------------    ------------    ------------

       Net cash provided by (used in) financing activities    (14,184,883)     (4,092,958)     37,280,704
                                                             ------------    ------------    ------------

Net increase (decrease) in cash ..........................       (821,374)     (4,160,326)      1,589,956

Cash at beginning of year ................................      4,821,624       8,981,950       7,391,994
                                                             ------------    ------------    ------------

Cash at end of year ......................................   $  4,000,250    $  4,821,624    $  8,981,950
                                                             ============    ============    ============
</TABLE>


















See accompanying notes to consolidated financial statements.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                      Statements of Cash Flows (Continued)

Supplemental Disclosures of Cash Flow Information

   For the years ended  December 31,  1997,  1996 and 1995  non-cash  activities
included the following:
<TABLE>

                                                          1997            1996            1995
                                                          ----            ----            ----

Decrease in investment in finance leases and
<S>                                                  <C>             <C>             <C>
   financings due to contribution to joint venture   $ 10,625,730    $       --      $       --
Increase in equity investment in joint venture ...    (10,625,730)           --              --

Principal and interest on finance receivables
  paid directly to lenders by lessees ............      9,689,813      13,819,924       4,585,638
Rental income - assigned operating
  lease receivables ..............................      2,248,235       2,412,065       2,010,504
Principal and interest on non-recourse financing
  paid directly by lessees .......................    (11,938,048)    (16,231,989)     (6,596,142)

Decrease in investment in finance leases
  due to terminations ............................        715,745            --              --
Decrease in notes payable non-recourse due
  to terminations ................................       (715,745)           --              --

Non-recourse notes payable assumed in
  purchase price .................................        186,715      36,569,439      48,476,665
Accounts payable-equipment .......................           --              --         8,678,812
Fair value of equipment and receivables purchased
  for debt and payables ..........................       (186,715)    (36,569,439)    (57,155,477)
                                                     ------------    ------------    ------------

                                                     $      --       $      --       $      --
                                                     ============    ============    ============
</TABLE>

      Interest  expense of  $2,648,557,  $4,330,544 and $3,003,633 for the years
ended  December  31,  1997,  1996 and 1995  consisted  of:  interest  expense on
non-recourse  financing  accrued  or paid  directly  to  lenders  by  lessees of
$2,408,565,  $3,123,670  and  $1,851,019,   respectively,  interest  expense  on
warehouse  line of credit  and  non-recourse  secured  debt  accrued  or paid of
$232,325, $1,133,394 and $1,112,732, respectively, and other interest of $7,667,
$73,480 and $39,882, respectively.








See accompanying notes to consolidated financial statements.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                   Notes to Consolidated Financial Statements

                                December 31, 1997

1.   Organization

     ICON Cash Flow Partners L.P. Six (the  "Partnership") was formed on July 8,
1993 as a Delaware limited partnership with an initial capitalization of $2,000.
It was formed to acquire various types of equipment,  to lease such equipment to
third  parties  and,  to a  lesser  degree,  to  enter  into  secured  financing
transactions.  The  Partnership  commenced  business  operations  on its initial
closing date, March 31, 1994 and by its final closing in 1995,  383,857.12 units
had  been  admitted  into the  Partnership  with  aggregate  gross  proceeds  of
$38,385,712.  During 1995,  the  Partnership  redeemed  265 limited  partnership
units,  during 1996, the Partnership  redeemed 728 limited partnership units and
during 1997, the  Partnership  redeemed 2,186 units leaving  380,678.12  limited
partnership units outstanding at December 31, 1997.

     The General  Partner of the Partnership is ICON Capital Corp. (the "General
Partner"), a Connecticut  corporation.  The General Partner manages and controls
the  business  affairs  of the  Partnership's  equipment  leases  and  financing
transactions under a management agreement with the Partnership.

     ICON  Securities  Corp., an affiliate of the General  Partner,  received an
underwriting  commission on the gross proceeds of sales of all units.  The total
underwriting  compensation  paid  by  the  Partnership,  including  underwriting
commissions,   sales  commissions,   incentive  fees,  public  offering  expense
reimbursements  and due diligence  activities is limited to 13 1/2% of the gross
proceeds received from the sale of the units. Such offering expenses  aggregated
$5,182,073 (including $2,111,214 paid to the General Partner or its affiliates),
and were charged directly to limited partners' equity.

     Profits,  losses,  cash  distributions  and  disposition  proceeds  will be
allocated 99% to the limited  partners and 1% to the General  Partner until each
limited  partner  has  received  cash  distributions  and  disposition  proceeds
sufficient  to reduce  its  adjusted  capital  contribution  account to zero and
receive, in addition,  other distributions and allocations which would provide a
10% per annum cumulative return,  compounded daily, on its outstanding  adjusted
capital  contribution  account.  After  such  time,  the  distributions  will be
allocated 90% to the limited partners and 10% to the General Partner.

2.   Significant Accounting Policies

     Basis of  Accounting  and  Presentation  - The  Partnership's  records  are
maintained on the accrual  basis.  The  preparation  of financial  statements in
conformity with generally accepted accounting  principles requires management to
make estimates and  assumptions  that affect the reported  amounts of assets and
liabilities  and disclosure of contingent  assets and liabilities at the date of
the  financial  statements  and the  reported  amounts of revenues  and expenses
during the reporting period. Actual results could differ from those estimates.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

     Leases - The  Partnership  accounts  for  owned  equipment  leased to third
parties as finance leases,  leveraged  leases or operating  leases.  For finance
leases,  the  Partnership  records,  at the  inception  of the lease,  the total
minimum lease payments receivable,  the estimated  unguaranteed residual values,
the initial direct costs related to the leases and the related  unearned income.
Unearned income  represents the difference  between the sum of the minimum lease
payments receivable plus the estimated  unguaranteed  residual minus the cost of
the leased  equipment.  Unearned income is recognized as finance income over the
terms of the related leases using the interest  method.  The  Partnership's  net
investment in leveraged  leases  consists of minimum lease payments  receivable,
the estimated  unguaranteed residual values and the initial direct costs related
to the leases,  net of the  unearned  income and  principal  and interest on the
related  non-recourse  debt.  Unearned  income  is  recognized  as  income  from
leveraged  leases over the life of the lease at a constant rate of return on the
positive net investment. For operating leases, equipment is recorded at cost and
is  depreciated  on the  straight-line  method  over  the  lease  terms to their
estimated  fair market values at lease  terminations.  Related lease rentals are
recognized  on the  straight-line  method  over  the  lease  terms.  Billed  and
uncollected operating lease receivables, net of allowance for doubtful accounts,
are  included  in other  assets.  Initial  direct  costs of  finance  leases and
leverage  leases are capitalized and are amortized over the terms of the related
leases using the interest  method.  Initial direct costs of operating leases are
capitalized and amortized on the straight-line  method over the lease terms. The
Partnership's  leases have terms  ranging from two to five years.  Each lease is
expected  to provide  aggregate  contractual  rents  that,  along with  residual
proceeds, return the Partnership's cost of its investments along with investment
income.

     Investment in  Financings - Investment  in  financings  represent the gross
receivables  due from the financing of equipment  plus the initial  direct costs
related  thereto  less the  related  unearned  income.  The  unearned  income is
recognized as finance income,  and the initial direct costs are amortized,  over
the terms of the receivables using the interest method.  Financing  transactions
are supported by a written promissory note evidencing the obligation of the user
to repay the  principal,  together  with  interest,  which will be sufficient to
return the Partnership's  full cost associated with such financing  transaction,
together with some investment income.  Furthermore,  the repayment obligation is
collateralized  by a security  interest in the tangible or  intangible  personal
property.

     Disclosures  About Fair  Value of  Financial  Instruments  -  Statement  of
Financial Accounting  Standards ("SFAS") No. 107,  "Disclosures about Fair Value
of Financial Instruments" requires disclosures about the fair value of financial
instruments.  Fair value  information  with respect to the Company's  assets and
liabilities  is  not  provided  because  (i)  SFAS  No.  107  does  not  require
disclosures  about the fair value of lease  arrangements  and (ii) the  carrying
value of financial  assets,  other than lease related  investments,  and certain
other  liabilities  approximates  market value and (iii) fair value  information
concerning certain  non-recourse debt obligations is not practicable to estimate
without  incurring  excessive costs to obtain all the information  that would be
necessary to derive a market interest rate on a lease by lease basis.

     Equity  Investment  in Joint  Ventures - The  Partnership  accounts for its
equity  investment  in joint  ventures  under the equity  method of  accounting.
Therefore,  the  Partnership's  original  investment was recorded at cost and is
adjusted by its share of earnings, losses and distributions thereafter.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

     Redemption of Limited  Partnership Units - The General Partner consented to
the Partnership  redeeming 728 limited  partnership  units during 1996 and 2,186
limited  partnership  units during 1997.  The  redemption  amount was calculated
following the specified  redemption  formula in accordance  with the Partnership
agreement.   Redeemed   units  have  no  voting  rights  and  do  not  share  in
distributions. The Partnership agreement limits the number of units which can be
redeemed  in any one year  and  redeemed  units  may not be  reissued.  Redeemed
limited  partnership  units are  accounted  for as a  deduction  from  partners'
equity.

     Allowance for Doubtful  Accounts - The Partnership  records a provision for
bad debts to provide for estimated credit losses in the portfolio. The allowance
for doubtful  accounts is based on an analysis of delinquency,  an assessment of
overall  risk and a review of  historical  loss  experience.  The  Partnership's
write-off  policy  is based on an  analysis  of the  aging of the  Partnership's
portfolio,  a review of the  non-performing  receivables  and leases,  and prior
collection experience.  An account is fully reserved for or written off when the
analysis indicates that the probability of collection of the account is remote.

     Impairment  of Estimated  Residual  Values - In March 1995,  the  Financial
Accounting  Standards Board issued SFAS No. 121,  "Accounting for the Impairment
of  Long-Lived  Assets and for  Long-Lived  Assets to be Disposed  Of," which is
effective beginning in 1996.

     The  Partnership's  existing policy with respect to impairment of estimated
residual values is to review,  on a quarterly  basis,  the carrying value of its
residuals on an individual asset basis to determine whether events or changes in
circumstances  indicate  that  the  carrying  value  of  an  asset  may  not  be
recoverable and, therefore, an impairment loss should be recognized.  The events
or changes in circumstances  which generally indicate that the residual value of
an asset has been  impaired are (i) the estimated  fair value of the  underlying
equipment is less than the  Partnership's  carrying  value or (ii) the lessee is
experiencing  financial  difficulties  and it does not  appear  likely  that the
estimated  proceeds from  disposition of the asset will be sufficient to satisfy
the  remaining  obligation  to the  non-recourse  lender  and the  Partnership's
residual  position.  Generally in the latter  situation,  the residual  position
relates to equipment subject to third party non-recourse notes payable where the
lessee remits their rental  payments  directly to the lender and the Partnership
does not recover its residual until the  non-recourse  note obligation is repaid
in full.

     The  Partnership  measures its  impairment  loss as the amount by which the
carrying  amount of the  residual  value  exceeds the  estimated  proceeds to be
received by the Partnership from release or resale of the equipment.  Generally,
quoted market  prices are used as the basis for measuring  whether an impairment
loss should be recognized.

     As a result,  the  Partnership's  policy with  respect to  measurement  and
recognition of an impairment loss  associated with estimated  residual values is
consistent  with  the  requirements  of  SFAS  No.  121  and,   therefore,   the
Partnership's  adoption of this  Statement  in the first  quarter of 1996 had no
material effect on the financial statements.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

     Consolidation - The consolidated  financial statements include the accounts
of the Partnership,  its wholly owned  subsidiary,  ICON Six Corp. and ICON Cash
Flow L.L.C. II. All intercompany accounts and transactions have been eliminated.

     Income Taxes - No provision for income taxes has been made as the liability
for such taxes is that of each of the partners rather than the Partnership.

     New  Accounting  Pronouncement  - In June  1996  the  Financial  Accounting
Standards Board issued Statement of Financial  Accounting Standards ("SFAS") No.
125,   "Accounting   for  Transfers  and  Servicing  of  Financial   Assets  and
Extinguishments of Liabilities."  SFAS No. 125 establishes,  among other things,
criteria for determining  whether a transfer of financial  assets is a sale or a
secured  borrowing.  The  adoption  of SFAS No.  125 is not  expected  to have a
material  impact on the  Partnership's  net  income,  partners'  equity or total
assets.

3.    Net Investment in Leveraged Lease

      In September 1996, the Partnership acquired, subject to a leveraged lease,
the  residual  interest in an aircraft.  The aircraft is an Airbus  A-300B4-203,
built in 1983,  which is on lease to Airbus  Industrie and has a remaining lease
term of five and one half years.  The purchase price was $19,595,956  consisting
of  $1,409,839  in cash  and  the  assumption  of  non-recourse  senior  debt of
$12,495,956 and non-recourse junior debt ("junior debt") of $5,590,161.

The net  investment in the leveraged  lease as of December 31, 1997 consisted of
the following:

Non-cancelable minimum rents receivable (net of principal and
  interest on non-recourse debt)                                $        -
Estimated unguaranteed residual values                             4,000,000
Initial direct costs                                                 399,399
Unearned income                                                   (2,553,758)
                                                                ------------
                                                                $  1,845,641

      Unearned  income is recognized  from the leveraged  lease over the life of
the lease at a constant rate of return on the positive net investment.

      Non-cancelable minimum annual amounts receivable relating to the leveraged
lease at December 31, 1997 are $19,879,531 and are due as follows:

                    1998                   $    3,454,474
                    1999                        3,516,692
                    2000                        3,581,504
                    2001                        3,649,761
                    2002                        3,746,496
                    Thereafter                  1,930,604
                                           --------------
                                           $   19,879,531


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

      Principal and interest on non-recourse debt assumed in the purchase of the
leveraged leases is $19,879,531 at December 31, 1997 and matures as follows:

                     1998                   $    3,454,474
                     1999                        3,516,691
                     2000                        3,581,501
                     2001                        3,649,761
                     2002                        3,746,495
                     Thereafter                  1,930,609
                                            --------------
                                            $   19,879,531

      The  non-cancelable  rents are being paid  directly  to the lenders by the
lessees to satisfy the principal and interest on the non-recourse debt assumed.

      Prior to the  acquisition,  the free cash flow,  the rent in excess of the
senior debt payments, was financed by an affiliated partnership,  ICON Cash Flow
Partners,  L.P.,  Series E ("Series E"), (the junior debt). On January 29, 1997,
the Partnership re-financed the junior debt with a third party.

4.    Investment in Joint Ventures

      The  Partnership  Agreement  allows  the  Partnership  to  invest in joint
ventures  with other  limited  partnerships  sponsored  by the  General  Partner
provided that the  investment  objectives of the joint  ventures are  consistent
with that of the Partnership.

ICON Asset Acquisition LLC

      On February 3, 1995 the  Partnership  and two  affiliates,  ICON Cash Flow
Partners, L.P., Series B ("Series B"), and ICON Cash Flow Partners, L.P., Series
C ("Series C") formed ICON Asset  Acquisition  L.L.C. I ("ICON Asset Acquisition
LLC") as a special purpose limited liability company. ICON Asset Acquisition LLC
was formed for the purpose of acquiring,  managing and  securitizing a portfolio
of leases. The Partnership, Series B and Series C contributed $8,700,000 (77.68%
interest),   $1,000,000  (8.93%  interest)  and  $1,500,000  (13.39%  interest),
respectively,  to ICON Asset  Acquisition  LLC. On February 17, 1995, ICON Asset
Acquisition LLC purchased an existing portfolio of leases. The purchase price of
the portfolio  totaled  $27,854,266,  and the underlying  equipment  consists of
graphic  arts  and  printing  equipment.   On  September  5,  1995,  ICON  Asset
Acquisition  LLC securitized  substantially  all of its portfolio and became the
beneficial  owner of a trust and the  Prudential  Insurance  Company  of America
("Prudential")  the  lender to the  trust.  On  January  28,  1997,  ICON  Asset
Acquisition LLC re-financed its outstanding  $7,780,000 obligation to Prudential
with  proceeds  it  received  from a loan  from  Series E, an  affiliate  of the
Partnership.  The Partnership's  consolidated financial statements included 100%
of the  accounts  of ICON  Asset  Acquisition  LLC  with the  affiliates'  share
reflected as "Minority interests in joint ventures."


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

         On September 19, 1997 the Partnership  purchased,  from Series B and C,
their  investment in ICON Asset  Acquisition  LLC.  Series B and C's investments
were purchased at book value, which approximated market value at that time. ICON
Asset  Acquisition LLC became a 100% owned subsidiary of the  Partnership.  ICON
Asset Acquisition LLC paid its obligation  ($4,730,328) to Series E on September
19, 1997. The Partnership transferred all of ICON Asset Acquisition LLC's assets
to its own  account  and  dissolved  ICON  Asset  Acquisition  LLC in the fourth
quarter 1997.

ICON Cash Flow LLC I

      In September  1994 the  Partnership  and an affiliate,  Series E, formed a
joint  venture,  ICON Cash Flow Partners  L.L.C. I ("ICON Cash Flow LLC I"), for
the purpose of acquiring  and managing an aircraft  which was on lease to Alaska
Airlines,  Inc. The  Partnership and Series E contributed 1% and 99% of the cash
required for such acquisition,  respectively, to ICON Cash Flow LLC I. ICON Cash
Flow LLC I acquired  the  aircraft,  assuming  non-recourse  debt and  utilizing
contributions  received  from the  Partnership  and  Series  E. The lease was an
operating  lease.  Profits,  losses,  excess cash and  disposition  proceeds are
allocated  1% to  the  Partnership  and  99%  to  Series  E.  The  Partnership's
investment in the joint venture is accounted  for under the equity  method.  The
original lease term expired in April 1997 and Alaska Airlines, Inc. returned the
aircraft.  In June 1997 ICON Cash Flow LLC I released the aircraft  (formally on
lease to Alaska Airlines, Inc.). The aircraft was leased to Aero Mexico. The new
lease is an operating  lease which expires in October  2002.  The rents from the
lease are paid directly to the non-recourse debt holder.

      Information as to the financial position and results of operations of ICON
Cash Flow LLC I as of and for the year ended  December  31,  1997 is  summarized
below:

                                                 December 31, 1997

              Assets                             $     16,870,235
                                                 ================

              Liabilities                        $     12,155,143
                                                 ================

              Equity                             $      4,715,092
                                                 ================

                                                     Year Ended
                                                 December 31, 1997

              Net income                         $        744,474
                                                 ================



<PAGE>



                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

ICON Cash Flow LLC II

      In March 1995 the Partnership  and an affiliate,  Series E, formed a joint
venture,  ICON Cash Flow Partners  L.L.C.  II ("ICON Cash Flow LLC II"), for the
purpose of  acquiring  and  managing  an  aircraft  which was on lease to Alaska
Airlines,  Inc. The  Partnership and Series E contributed 99% and 1% of the cash
required for such acquisition, respectively, to ICON Cash Flow LLC II. ICON Cash
Flow LLC II acquired the  aircraft,  assuming  non-recourse  debt and  utilizing
contributions  received  from the  Partnership  and  Series  E. The lease was an
operating  lease.  Profits,  losses,  excess cash and disposition  proceeds were
allocated  99%  to  the  Partnership  and  1% to  Series  E.  The  Partnership's
consolidated  financial statements include 100% of ICON Cash Flow LLC II. Series
E's investment in ICON Cash Flow LLC II has been reflected as "Minority interest
in joint  venture."  The  original  lease term  expired in April 1997 and Alaska
Airlines,  Inc.  returned  the  aircraft.  In June  1997  ICON  Cash Flow LLC II
remarketed  the  aircraft  (formally  on lease to Alaska  Airlines,  Inc.).  The
aircraft  was leased to Aero Mexico.  The new lease is an operating  lease which
expires in September 2002.

ICON Receivables 1997-A LLC

      In March 1997 the  Partnership,  ICON Cash Flow Partners,  L.P.,  Series D
("Series D"), and ICON Cash Flow Partners L.P. Seven ("L.P. Seven"), contributed
and assigned  equipment  lease and finance  receivables and residuals with a net
book  value of  $5,304,010,  $4,805,767  and  $5,391,216  and cash of  $300,000,
$125,000 and $275,000, respectively to ICON Receivables 1997-A LLC ("1997-A"), a
special  purpose  entity  created  for the  purpose of  originating  new leases,
managing  existing   contributed  assets  and,   eventually,   securitizing  its
portfolio.  To fund the  acquisition of new leases,  1997-A obtained a warehouse
borrowing  facility from Prudential  Securities Credit  Corporation (the "1997-A
Facility"). Borrowings under the 1997-A Facility were based on the present value
of the new leases.  Outstanding  amounts under the 1997-A Facility bore interest
equal to Libor plus 1.5%.

      On September 19, 1997 the Partnership, Series E and L.P. Seven contributed
and assigned  equipment  lease and finance  receivables and residuals with a net
book value of $5,225,794,  $15,547,305 and $0 and cash of $300,000, $740,000 and
$484,244,  respectively to 1997-A. The Partnership,  Series D, Series E and L.P.
Seven  (collectively the "1997-A Members") received a 31.03%,  17.81% 31.19% and
19.97%  interest,  respectively,  in 1997-A based on the present  value of their
related contributions.

      On  September  19,  1997,  1997-A  securitized  substantially  all  of its
equipment  leases and finance  receivables and residuals.  The net proceeds from
the  securitization  totaled  $47,140,183,  of which $16,658,877 was used to pay
down  the  1997-A  Facility,  and the  remaining  proceeds,  after  establishing
reserves for expenses,  were  distributed  to the 1997-A  Members based on their
respective  interests.  The  Partnership's  share of the gross proceeds from the
securitization  totaled  $9,543,757.  1997-A  became the  beneficial  owner of a
trust. The trustee for the trust is Texas Commerce Bank ("TCB").  In conjunction
with  this  securitization,  the  portfolio  as  well as the  General  Partner's
servicing  capabilities  were  rated  "AA"  by Duff &  Phelps  and  Fitch,  both
nationally  recognized  rating agencies.  The General Partner,  as servicer,  is
responsible  for  managing,  servicing,   reporting  on  and  administering  the
portfolio.  1997-A remits all monies  received from the portfolio to TCB. TCB is
responsible for disbursing to the  noteholders  their  respective  principal and
interest and to 1997-A the excess of cash  collected  over debt service from the
portfolio. The 1997-A Members receive their pro rata share of any excess cash on
a monthly  basis from 1997-A.  The  Partnership  accounts for its  investment in
1997-A  under  the  equity  method of  accounting.  The  Partnership's  original
investment was recorded at cost and is adjusted by its share of earnings, losses
and distributions thereafter.


<PAGE>


                        ICON Cash Flow Partners L. P. Six
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements (continued)

      Information  as to the  financial  position and results of  operations  of
1997-A as of and for the year ended December 31, 1997 is summarized below:

                                                December 31, 1997

                 Assets                           $      50,911,005
                                                  =================

                 Liabilities                      $      45,143,569
                                                  =================

                 Equity                           $       5,767,436
                                                  =================

                                                         Year Ended
                                                December 31, 1997

                 Net income                       $       1,298,430
                                                  =================


ICON Receivables 1997-B LLC

      In August 1997 the Partnership, Series E and L.P. Seven (collectively, the
"1997-B Members") formed ICON Receivables 1997-B LLC ("1997-B"), for the purpose
of originating lease transactions and ultimately securitizing its portfolio. The
1997-B  Members  contributed  $250,000  (8.33%  interest),   $2,250,000  (75.00%
interest) and $500,000 (16.67%  interest),  respectively to 1997-B.  In order to
fund the acquisition of additional leases, 1997-B obtained a warehouse borrowing
facility from Prudential  Securities  Credit  Corporation (the "1997-B Warehouse
Facility")  as  described  in more detail in Note 8. The net  proceeds  from the
expected  securitization  of these assets will be used to pay-off the  remaining
1997-B Warehouse Facility balance and any remaining proceeds will be distributed
to the 1997-B  Members in  accordance  with their  membership  interests.  After
securitization,  the  1997-B  Members  may  receive,  in  accordance  with their
membership interests, additional proceeds if 1997-B generates execess cash (cash
after payment of debt and expenses).

      Information  as to the  financial  position and results of  operations  of
1997-B as of and for the year ended December 31, 1997 is summarized below:

                                                  December 31, 1997

                 Assets                            $   18,209,360
                                                   ==============

                 Liabilities                       $   15,008,185
                                                   ==============

                 Equity                            $    3,201,175
                                                   ==============

                                                     Year Ended
                                                  December 31, 1997

                 Net income                        $      201,175
                                                   ==============


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

5.   Receivables Due in Installments

     Non-cancelable  minimum annual amounts due on finance leases and financings
are as follows:

                      Finance
 Year                 Leases            Financings           Total

1997             $      9,102,346    $    1,179,032     $    10,281,378
1998                    5,879,544           698,611           6,578,155
1999                    4,203,868           152,211           4,356,079
2000                      920,808               -               920,808
2001                      306,025               -               306,025
Thereafter                 -                    -                 -
                 ----------------    --------------     ---------------

                 $     20,412,591    $    2,029,854     $    22,442,445
                 ================    ==============     ===============

6.   Investment in Operating Leases

     The investment in operating  leases at December 31, 1997 and 1996 consisted
of the following:
<TABLE>

                                                   1997            1996           1995
                                                   ----            ----           ----

<S>                                           <C>             <C>             <C>
Equipment cost, beginning of year .........   $ 19,371,603    $ 19,371,603    $       --

End of lease settlement proceeds ..........       (270,957)           --              --

Equipment purchased .......................           --              --        19,371,603
                                              ------------    ------------    ------------

Equipment cost, end of year ...............     19,100,646      19,371,603      19,371,603
                                              ------------    ------------    ------------

Accumulated depreciation,
  beginning of year .......................     (1,485,136)       (636,487)           --

Depreciation ..............................       (745,275)       (848,649)       (636,487)

Accumulated depreciation, end of year .....     (2,230,411)     (1,485,136)       (636,487)
                                              ------------    ------------    ------------

Initial direct costs, net of accumulated
  amortization, end of year ...............           --            47,945         335,613
                                              ------------    ------------    ------------

Investment in operating leases, end of year   $ 16,870,235    $ 17,934,412    $ 19,070,729
                                              ============    ============    ============
</TABLE>



<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

         The investment in operating  leases consists of one asset owned by ICON
Cash Flow LLC I, a joint venture owned by the  Partnership and Series E. In June
1997 ICON Cash Flow LLC II released  the  aircraft  (formally on lease to Alaska
Airlines,  Inc.).  The aircraft  was leased to Aero Mexico.  The new lease is an
operating  lease which  expires in  September  2002.  See Note 6 for  additional
information relating to the joint venture.

7.   Allowance for Doubtful Accounts

     The allowance for doubtful  accounts  related to the investments in finance
leases and financings consisted of the following:

                                      Finance
                                      Leases        Financings       Total

Balance at December 31, 1994        $  41,300       $  22,200      $  63,500

    Charged to operations             549,000          21,000        570,000
    Accounts written-off             (254,911)           -          (254,911)
    Recoveries on accounts
      previously written-off           26,552            -            26,552
                                    ---------       ---------      ---------

Balance at December 31, 1995          361,941          43,200        405,141

    Accounts written-off             (424,699)       (275,522)      (700,221)
    Recoveries on accounts
      previously written-off           43,905            -            43,905
    Provision                         750,000            -           750,000
    Transfer within accounts         (245,520)        245,520           -
                                    ---------       ---------      --   ----

Balance at December 31, 1996          485,627          13,198        498,825

    Accounts written-off             (468,020)       (107,375)      (575,395)
    Recoveries on accounts
      previously written-off            9,239            -             9,239
    Provision                          83,274         100,000        183,274
                                    ---------       ---------      ---------

Balance at December 31, 1997        $ 110,120       $   5,823      $ 115,943
                                    =========       =========      =========

8.   Notes Payable

     In January 1996,  the  Partnership  borrowed  $5,941,893 by pledging  lease
receivables  and granting a security  interest in the  underlying  equipment and
receivables  relating to a specific group of leases and financing  transactions.
The non-recourse notes payable-secured  financing bears interest at a fixed rate
of 7.58%, and is payable from receivable  proceeds of the portfolio that secures
it. The  Partnership had $2,244,324  outstanding  under the loan at December 31,
1997.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

     Notes payable  consists of the following:  (1) notes payable  non-recourse,
which is being paid directly to the lenders by the lessees and (2) notes payable
non-recourse-secured  financing,  which is being paid down from  collections  on
lease receivable  transactions.  These notes bear interest at rates ranging from
5.18% to 10.75% and mature as follows:

                                         Notes Payable
                       Notes Payable      Non-Recourse
                       Non-Recourse    Secured Financing       Total

1998                   $17,224,508       $1,872,097        $19,096,605
1999                     4,606,817          372,227          4,979,044
2000                     4,342,893             -             4,342,893
2001                     1,172,919             -             1,172,919
2002                     1,206,980             -             1,206,980
Thereafter                 389,046             -               389,046
                       -----------       ----------        -----------

                       $28,943,163       $2,244,324        $31,187,487
                       ===========       ==========        ===========

     Included in the above are  $158,224 in notes  payable  non-recourse  due to
various third parties in  conjunction  with the purchase and assignment of lease
transactions.  The notes are  payable  only to the  extent  residual  values are
realized  which are estimated to occur as follows:  $140,163 and $18,061 in 1998
and 1999, respectively.



<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

9.   Related Party Transactions

     Fees and other  expenses paid or accrued by the  Partnership to the General
Partner or its affiliates  for the years ended December 31, 1997,  1996 and 1995
are as follows:

                                         Charged to
                                           Equity      Capitalized    Operations

Organization and offering ...........   $  896,536     $     --       $     --
Underwriting commissions ............      512,306           --             --
Acquisition fees ....................         --        2,819,689           --
Management fees .....................         --             --          696,096
Administrative expense reimbursements         --             --          381,471
                                        ----------     ----------     ----------

Year ended December 31, 1995 ........   $1,408,842     $2,819,689     $1,077,567
                                        ==========     ==========     ==========

Acquisition fees ....................         --        1,361,045           --
Management fees .....................         --             --        1,333,394
Administrative expense reimbursements         --             --          642,276
                                        ----------     ----------     ----------

Year ended December 31, 1996 ........   $     --       $1,361,045     $1,975,670
                                        ==========     ==========     ==========

Management fees .....................         --             --        1,092,714
Administrative expense reimbursements         --             --          547,382
                                        ----------     ----------     ----------

Year ended December 31, 1997 ........   $     --       $     --       $1,640,096
                                        ==========     ==========     ==========


     The   Partnership  has  investments  in  four  joint  ventures  with  other
Partnerships  sponsored  by the  General  Partner  (See  Note  4 for  additional
information relating to the joint ventures).

     Prior to the Partnership acquiring its investment in a leveraged lease (see
Note 3), the  related  free cash flow,  or the rent in excess of the senior debt
payments  (the  junior  debt),  was  financed by Series E, an  affiliate  of the
Partnership.  On January 29, 1997, the  Partnership  re-financed the junior debt
with an unrelated third party.



<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

             Notes to Consolidated Financial Statements - Continued

10.  Subsidiary

     On December 27, 1994,  the  Partnership  formed a wholly owned  subsidiary,
ICON Six Corp. , a Massachusetts corporation, formed for the purpose of managing
equipment  under  lease  located  in the state of  Massachusetts.  Massachusetts
partnerships are taxed on personal property at a higher rate than  corporations,
and therefore,  to mitigate such excess  property tax,  certain leases are being
managed  by  ICON  Six  Corp,  a  corporation.  The  Partnership's  consolidated
financial  statements  include  100% of the  accounts  of ICON Six  Corp.  As of
December 31, 1997, there was no federal tax liability for ICON Six Corp.

11.  Commitments and Contingencies

     The  Partnership  has  entered  into   remarketing  and  residual   sharing
agreements with third parties. In connection therewith,  remarketing or residual
proceeds received in excess of specified amounts will be shared with these third
parties based on specified formulas. As of December 31, 1997 the Partnership has
not made any payments pursuant to such agreements.

12.   Tax Information (Unaudited)

      The following table reconciles net income for financial reporting purposes
to income for federal income tax purposes for the years ended December 31:
<TABLE>

                                                  1997          1996           1995
                                                  ----          ----           ----

<S>                                          <C>            <C>            <C>
Net income (loss) per financial statements   $    35,620    $  (366,967)   $    76,068

Differences due to:
  Direct finance leases ..................     5,863,979      6,193,772      4,517,101
  Depreciation ...........................    (8,004,823)    (2,375,964)    (2,493,537)
  Provision for losses ...................        (8,554)        40,999         20,000
  Loss on sale of equipment ..............        50,639     (3,118,755)       (12,645)
  Other ..................................       908,774       (947,139)       132,765
                                             -----------    -----------    -----------

Partnership income (loss) for
 federal income tax purposes .............   $(1,154,365)   $  (574,054)   $ 2,239,752
                                             ===========    ===========    ===========
</TABLE>

      As of December 31, 1997, the partners'  capital  accounts  included in the
financial  statements  totaled  $21,605,338  compared to the  partners'  capital
accounts  for  federal  income tax  purposes  of  $27,495,488  (unaudited).  The
difference  arises  primarily  from  commissions  reported as a reduction in the
partners' capital accounts for financial  reporting purposes but not for federal
income tax purposes, and temporary differences related to direct finance leases,
depreciation and provision for losses.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

Item  9.  Changes  in and  Disagreements  with  Accountants  on  Accounting  and
Financial Disclosure

     None

PART III

Item 10.  Directors and Executive Officers of the Registrant's General Partner

     The General  Partner,  a Connecticut  corporation,  was formed in 1985. The
General  Partner's  principal  offices  are  located at 600  Mamaroneck  Avenue,
Harrison,  New York 10528-1632,  and its telephone number is (914) 698-0600. The
officers of the General  Partner have  extensive  experience  with  transactions
involving the  acquisition,  leasing,  financing and  disposition  of equipment,
including  acquiring and disposing of equipment  subject to operating leases and
full payout leases.

     The  manager of the  Partnership's  business is the  General  Partner.  The
General  Partner is engaged in a broad range of equipment  leasing and financing
activities.  Through  its  sales  representatives  and  through  various  broker
relationships  throughout the United States,  the General Partner offers a broad
range  of  equipment  leasing  services,   including  tax-oriented  leasing  and
financing.  In addition,  the General  Partner offers  financial  consulting and
placement  services  for  which  fees  are  earned  as a  result  of  successful
placements of various secured financings and mortgages.

     The  General  Partner  will  perform  certain  functions  relating  to  the
management  of the  equipment  of the  Partnership.  Such  services  include the
collection  of lease  payments  from the  lessees  of the  equipment,  releasing
services in connection  with  equipment  which is off-lease,  inspections of the
equipment,  liaison with and general  supervision  of lessees to assure that the
equipment is being properly operated and maintained,  supervision of maintenance
being performed by third parties, monitoring performance by the lessees of their
obligations under the leases and the payment of operating expenses.

     The officers and directors of the General Partner are as follows:

Beaufort J.B. Clarke         President, Chief Executive Officer and Director

Thomas W. Martin             Executive Vice President and Director

Paul B. Weiss                Executive Vice President

Gary N. Silverhardt          Senior Vice President and Chief Financial Officer


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

     Beaufort J. B. Clarke,  age 51, is President,  Chief Executive  Officer and
Director  of  both  the  General   Partner  and  ICON   Securities   Corp.  (the
"Dealer-Manager"). Prior to his present position, Mr. Clarke was founder and the
President  and Chief  Executive  Officer of Griffin  Equity  Partners,  Inc. Mr.
Clarke formerly was an attorney with Shearman and Sterling and has over 21 years
of senior management experience in the United States leasing industry.

     Thomas W. Martin,  age 43, is Executive  Vice President of both the General
Partner and the  Dealer-Manager.  Prior to his present position,  Mr. Martin was
the Executive  Vice  President  and Chief  Financial  Officer of Griffin  Equity
Partners,  Inc. Mr. Martin has over 13 years of senior management  experience in
the leasing business, particularly in the area of syndication.

     Paul B. Weiss,  age 37, is Executive Vice President of the General Partner.
Mr. Weiss has been  exclusively  engaged in lease portfolio  acquisitions  since
1988 from his  affiliations  with Griffin  Equity  Partners (as  Executive  Vice
President and  co-founder in 1993);  Gemini  Financial  Holdings (as Senior Vice
President-Portfolio  Acquisitions  and a member of the executive  committee from
1991-1993)  and  Pegasus  Capital   Corporation  (as  Vice   President-Portfolio
Acquisitions).

     Gary N.  Silverhardt,  age 37, is Senior Vice President and Chief Financial
Officer of the General Partner.  He joined the General Partner in 1989. Prior to
joining the General Partner,  Mr. Silverhardt was previously employed by Coopers
& Lybrand  from 1985 to 1989,  most  recently as an Audit  Supervisor.  Prior to
1985, Mr. Silverhardt was employed by Katz,  Schneeberg & Co. from 1983 to 1985.
Mr. Silverhardt  received a B.S. degree from the State University of New York at
New Paltz in 1983 and is a Certified Public Accountant.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

Item 11.  Executive Compensation

     The Partnership  has no directors or officers.  The General Partner and its
affiliates were paid or accrued the following compensation and reimbursement for
costs and expenses for the years ended December, 31, 1997, 1996 and 1995.
<TABLE>

                               Type of
     Entity                   Capacity            Compensation           1997        1996        1995
     ------                   --------            ------------           ----        ----        ----

<S>                        <C>                 <C>                     <C>         <C>          <C>
ICON Capital Corp.         General Partner     Organization and
                                                 offering expenses    $    -      $    -      $  896,536
ICON Capital Corp.         Manager             Acquisition fees            -       1,361,045   2,819,689
ICON Capital Corp.         General Partner     Management fees         1,092,714   1,333,394     696,096
ICON Securities Corp.      Dealer-Manager      Underwriting
                                                 commissions               -           -         512,306
ICON Capital Corp.         General Partner     Admin. expense
                                                 reimbursements          547,382     642,276     381,471
                                                                      ----------  ----------  ----------

                                                                      $1,640,096  $3,336,715  $5,306,098
                                                                      ==========  ==========  ==========
</TABLE>

Item 12.  Security Ownership of Certain Beneficial Owners and Management

(a)  The Partnership is a limited partnership and therefore does not have voting
     shares of stock.  No person of record owns, or is known by the  Partnership
     to own  beneficially,  more  than  5% of any  class  of  securities  of the
     Partnership.

(b)  As of March 31, 1998,  Directors and Officers of the General Partner do not
     own any equity securities of the Partnership.

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

     Title                      Amount Beneficially                 Percent
   of Class                            Owned                        of Class
---------------    ----------------------------------------------   --------

General Partner    Represents initially a 1% and potentially a        100%
  Interest         10% interest in the Partnership's income, gain
                   and loss deductions.

Item 13.  Certain Relationships and Related Transactions

     None other than those disclosed in Item 11 herein.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997

PART IV

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

(a)  1.  Financial Statements - See Part II, Item 8 hereof.

     2.  Financial Statement Schedule - None.

     Schedules  not  listed  above  have  been  omitted  because  they  are  not
     applicable or are not required or the information  required to be set forth
     therein is included in the Financial Statements or Notes thereto.

     3. Exhibits - The following exhibits are incorporated herein by reference:

     (i)  Amended and Restated Agreement of Limited Partnership (Incorporated by
          reference  to Exhibit A to  Amendment  No. 2 to Form S-1  Registration
          Statement  No.   2-99858  filed  with  the   Securities  and  Exchange
          Commission on December 12, 1986).

     (ii) Certificate of Limited  Partnership of the  Partnership  (Incorporated
          herein by reference to Exhibit 3.01 to Form S-1 Registration Statement
          No.  2-99858  filed with the  Securities  and Exchange  Commission  on
          August 23,  1985 and to Exhibit  3.01 to  Amendment  No. 1 to Form S-1
          Registration  Statement  No.  2-99858  filed with the  Securities  and
          Exchange Commission on August 27, 1986).

     (iii)Form of Management  Agreement  between the  Partnership  and Crossgate
          Leasing,  Inc.  (Incorporated  herein by reference to Exhibit 10.01 to
          Amendment No. 1 to Form S-1  Registration  Statement No. 2-99858 filed
          with the Securities and Exchange Commission on August 27, 1986).

(b)  Reports on Form 8-K

No reports on Form 8-K were filed by the  Partnership  during the quarter  ended
December 31, 1997.


<PAGE>


                        ICON Cash Flow Partners L.P. Six
                        (A Delaware Limited Partnership)

                                December 31, 1997


                                   SIGNATURES


Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  Partnership  has duly  caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                               ICON CASH FLOW PARTNERS L.P. Six
                               File No. 33-36376 (Registrant)
                               By its General Partner, ICON Capital Corp.


Date: March 31, 1998           /s/ Beaufort J.B. Clarke
                               -------------------------------------------------
                               Beaufort J.B. Clarke
                               President, Chief Executive Officer and Director

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

ICON Capital Corp.
sole General Partner of the Registrant

Date: March 31, 1998           /s/ Beaufort J.B. Clarke
                               -------------------------------------------------
                               Beaufort J.B. Clarke
                               President, Chief Executive Officer and Director


Date: March 31, 1998           /s/ Thomas W. Martin
                               -------------------------------------------------
                               Thomas W. Martin
                               Executive Vice President and Director


Date: March 31, 1998           /s/ Gary N. Silverhardt
                               -------------------------------------------------
                               Gary N. Silverhardt
                               Senior Vice President and Chief Financial Officer


Supplemental  Information to be Furnished With Reports Filed Pursuant to Section
15(d) of the Act by Registrant Which have not Registered  Securities Pursuant to
Section 12 of the Act

No annual report or proxy material has been sent to security holders.  An annual
report will be sent to the limited  partners and a copy will be forwarded to the
Commission.




<PAGE>